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Naspers Limited
Condensed consolidated interim report

for the six months ended
30 September
2016
COMMENTARY
Naspers had a strong six months to 30 September 2016. Operating performance, mainly driven by continued performance from the ecommerce
businesses and Tencent, is encouraging. As part of regular portfolio reviews, four notable transactions were concluded by the date of this
report. In Poland the agreed sale of the Allegro business for US$3.25bn realises a solid return on investment. The merger of the ibibo platform
with MakeMyTrip creates a leading business in the Indian travel segment. The acquisition of Citrus Pay drives consolidation in the Indian online
payments space, while the consolidation with Wallapop gives mobile-only classifieds platform, letgo, increased scale in the United States (US).
The video-entertainment segment experienced weak African currencies. However, the team delivered a pleasing return to subscriber growth,
with subscribers closing at 11m.
Currency has again had a significant impact. Unlike the earnings effect of falling currencies on the video-entertainment segment, in ecommerce
this impact is diffused by the group’s diverse geographic spread and the fact that costs are mainly incurred in local currencies. Where relevant
in this report, we have adjusted amounts and percentages for the effects of foreign currency moves as well as acquisitions and disposals.
Such adjustments (pro forma financial information) are quoted in brackets after the equivalent metrics reported under International Financial
Reporting Standards (IFRS). A reconciliation of pro forma financial information to the equivalent IFRS metrics is provided in note 15 of this
condensed consolidated interim report.
Tencent and the ecommerce businesses, excluding currency impacts, accelerated our revenue growth. Revenues were US$6.8bn on an economic-
interest basis, growing 16%. Excluding the impact of currency translation, and acquisitions and disposals, growth was 27%. In ecommerce, the
classifieds operation, ibibo, Allegro and eMAG, all improved topline growth and earnings as a result of increased scale. PayU delivered good
results across its portfolio in Eastern Europe, India and Latin America. Core headline earnings, which the board believes to be the best measure
of sustainable operating performance, was US$914m – up 31% on the prior period.
The following financial commentary and segmental reviews were prepared on an economic-interest basis (including consolidated subsidiaries
and a proportionate consolidation of associated companies and joint ventures) unless otherwise stated.
FINANCIAL REVIEW
On a consolidated basis, revenue declined marginally by 1% (up 11%), largely due to the effects of currency translation. Disposals concluded in
the first six months of the year, notably the Czech ecommerce units, Netretail and Heureka, also reduced year-on-year revenue growth.
Consolidated development spend increased 38% (42%) year on year to US$387m as new growth initiatives were pursued. This includes
letgo, predominantly operating in the US, building the hotel offering in the Indian travel business and our subscription video-on-demand
unit, ShowMax, launched in August 2015. Development spend on these new initiatives totalled US$188m. Across the rest of the portfolio,
development spend declined by US$40m, as the ecommerce businesses, particularly classifieds, increased scale and profitability.
Trading profit increased 21% (42%) to US$1.5bn, boosted by the group’s share of Tencent’s trading profit. Trading profit was further boosted by
a contraction in losses of etail assets and increased profitability in Allegro. A lower opening subscriber base in sub-Saharan Africa, coupled with
the effects of foreign exchange, saw video-entertainment trading profits decline some 43% (14%) to US$226m.
IFRS operating profit declined from a positive US$67m to a negative US$30m, mainly due to currency weakness in the video-entertainment
segment and increased development spend to pursue growth initiatives.
The group’s share of equity-accounted results increased 44% year on year to US$912m and includes once-off gains of US$206m and impairment
losses of US$145m. Once-off gains relate primarily to dilutions of Tencent’s interest in certain of its associates, and gains arising on disposals of
other investees and impairment losses relate to writedowns by Tencent of certain of its investments. The contribution to core headline earnings
by associates and joint ventures was up 47% to US$1.1bn after adjusting for these non-recurring items.
Net interest expense on borrowings was down 18% to US$74m after the repayment of the group’s revolving credit facility. On 30 September 2016
net gearing stood at 13%.
Lower profitability of the sub-Saharan Africa video-entertainment business and higher consolidated development spend were the main causes
of a marginal US$1m consolidated free cash outflow.
The company’s external auditor has not reviewed or reported on forecasts included in this condensed consolidated interim report.
SEGMENTAL REVIEW
Internet
Ecommerce businesses and Tencent contributed to strong growth in the internet segment with revenues of US$4.9bn – up 30% (40%) year on
year. After adjusting for the impact of currency translation and acquisitions and disposals, it is 12% better than last year’s growth. Trading profits
increased 54% (71%) on the back of Tencent’s performance as well as contraction of losses in many of the ecommerce businesses. The internet
segment now contributes 72% of group revenues measured on an economic-interest basis, up from 64% a year ago.
Tencent
Tencent continues to expand its ecosystem with excellent revenue and user growth recorded in the social network, online games, digital
content, advertising as well as payment platforms. Revenues were RMB67.7bn for the period, up 48% year on year.
1 Naspers Limited condensed consolidated interim report for the six months ended 30 September 2016
Tencent’s social networks business grew revenues through growth in mobile games and payments, and a solid 24% increase in subscribers to
its digital content subscription services. Online media platform traffic and advertising revenue continue to lift with most traffic, representing
about 80% of revenue, now generated on mobile platforms.
Tencent implemented several strategic initiatives to advance its ecosystem and improve entertainment content for users. Tencent invested in
Supercell, the Finnish-based mobile game studio, thereby expanding its upstream presence in the global game industry. QQ Music was merged
with China Music Corporation to create a more useful online music platform. Tencent also boosted its online video offerings via investments in
content.
During the reporting period, Tencent made good progress in building its mobile ecosystem by growing monthly active Weixin/WeChat users
by 34%. It also improved Weixin/WeChat’s enterprise communications products, expanded its cloud services capabilities and simplified its
payment solutions for merchant transactions.
Mail.ru
Despite continued challenges to the Russian economy, Mail.ru revenues grew 11% year on year to RUB18.8bn. Advertising revenue, especially
that of mobile, grew as a result of higher mobile audiences and advertising inventory as well as the implementation of new advertising
technologies. The social network VK grew engagement and audiences, however, online games and internet value-added services revenues
were weaker.
Ecommerce
Volatility of emerging-market currencies reduced performance when translated to US dollars. Ecommerce businesses are growing rapidly,
with revenues increasing 14% (24%) to US$1.4bn. Trading losses declined to US$292m, a 1% (14%) improvement on the prior year. Higher
development spend on new opportunities was offset by growth in established businesses. Within this portfolio, the group now has 23 profitable
businesses – up from 18 a year ago.
Classifieds revenue grew 115% (76%) year on year, driven by strong performances across the portfolio and boosted in particular by Avito.
Excluding the investments in letgo, trading losses (and thus development spend) reduced across the classifieds portfolio as we grew and gained
market share. Solid results were evident, particularly in monetising markets.
Avito performed ahead of expectations and improved its presence in Russian ecommerce.
In May 2016 the US operations of letgo merged with the local component of Wallapop. Shareholders collectively injected US$100m into the
merged business to accelerate growth. Results to date are encouraging and further substantial investment will follow.
Growth in car, and in some markets, real estate verticals, coupled with the launch of mobile apps, combined to strengthen classifieds.
Etail revenues grew 3% (16%), powered by assets in Central and Eastern Europe (CEE), where online penetration is rising. Growth was lower in
etail associates, as third-party sales (where we book a take rate only) continued to grow faster than first-party sales. There was also a reduction
in subsidies and a focus on improving gross margins.
In CEE, the consolidated etail platform eMAG performed well, growing revenues year on year by 33%. Romania is approaching sustained
profitability.
Amazon, on the back of heavy investment, closed the gap on Flipkart by taking significant share from Snapdeal in the Indian etail
segment. Flipkart nevertheless maintains its firm lead on the mobile app. Recent strategic initiatives delivered healthy numbers over the peak
Diwali sales period. In the Middle East, Souq continued to gain share in Saudi Arabia and Egypt, while remaining the market leader in the
United Arab Emirates.
Allegro, the marketplace platform in Poland, grew revenue by 30% to US$193m. In October 2016 the group announced the sale of Allegro and
Ceneo for US$3.25bn. The transaction is subject to regulatory approval and is expected to close in 2017.
ibibo, the Indian travel business, had an excellent six months with revenue increasing 68% (75%) to US$67m. This was fuelled by growth in hotel
room nights and a profitable air-travel business. After the reporting period the group entered into a transaction to merge ibibo with MakeMyTrip
Limited. The merger will result in a combined business that provides a one-stop shop for Indian travellers. Through a jointly owned holding
company (91% held by Naspers and 9% by Tencent), the group will have a 40% stake in the merged business as its single largest shareholder.
The group’s payments business, PayU, performed well across all operating regions. Revenue grew 22% (29%) year on year to US$83m on the
same cost base. This was achieved through improved operating leverage which, in turn, was driven by transaction volumes and ticket-size
improvements. In India, PayU acquired a controlling interest in Citrus Pay after the reporting period. This will see PayU becoming a leading
payment service provider in India.
We are now identifying new pockets of long-term growth for the group in one entity, Naspers Ventures. Ventures invested in three early-stage
educational technology companies: Udemy, an online marketplace for learning; Codecademy, a leading online interactive coding platform; and
Brainly, a social learning network. Each company focuses on a different section of the education market and has an innovative approach to
increasing the utility and value of education.
Naspers Limited condensed consolidated interim report for the six months ended 30 September 2016 2
COMMENTARY (continued)
Movile, the leading Latin American mobile services platform, continues to grow its offline-to-online businesses. Brazilian online food-delivery
business, iFood, expanded successfully into Mexico, Brazil and Colombia. After growing revenues by some 211% year on year, the business
turned profitable during this reporting period.
Video entertainment
Action taken in response to a weaker macroeconomic backdrop yielded positive results with the direct-to-home (DTH) business recording
positive growth, adding some 591 968 subscribers. This is an improvement on the decline of 164 300 subscribers for the same period in the
previous year. The DTT business also added 149 875 subscribers. The total customer base closed at 11m on 30 September 2016.
The segment reported revenues of US$1.6bn, down 8% (up 6%) on the prior year. Trading profit declined by 43% year on year to US$226m.
As the group bills in local currencies, the continued weakness of currencies and economies in many African countries resulted in lower US dollar
revenues. A sizeable portion of content costs are US dollar-denominated which, coupled with the reduction in revenues and our investment
in ShowMax, impacted trading profit. Constrictions in foreign exchange availability in Nigeria, Angola and Mozambique have resulted in cash
balances of US$202m being trapped in these countries. These balances remain exposed to further currency depreciation.
Development spend was US$40m, down marginally year on year. This was attributable to the decrease in spend as a result of the completion
of the digital terrestrial television (DTT) rollout, offset by new investments to scale ShowMax.
ShowMax is growing steadily in a very competitive environment. It is available on all major platforms and can now be accessed through
connected Explora devices. ShowMax was also launched in a number of sub-Saharan markets.
Our focus remains on providing the best quality local and international content while managing costs, improving customer service and
retaining subscribers in an environment where there is intensifying competition from global players such as Amazon, Netflix, Apple and Google.
DStv Catch Up was made available to Compact customers, as well as a decoder payment plan, which boosted the uptake of our personal video
recorders (PVRs). Connecting the PVR to the internet delivers a better user experience. The ‘TV everywhere’ product, DStv Now, is showing
good levels of adoption across all platforms.
Management continues to engage regulators and participate in a number of regulatory reviews in various markets.
Media
Revenue in the media segment declined 13% (1%), with trading profit down 25% (31%). Although Media24 continues to face the effects
of structural declines in its traditional print business, revenue performance of its ecommerce initiatives was positive, benefiting from fresh
product offerings.
Prospects
In the second half of the financial year we hope to deliver revenue growth and scale the more established ecommerce businesses. The group
will continue to invest in long-term opportunities such as letgo, and seek further promising models within the internet segment. We expect
to accelerate letgo’s development spend to further strengthen its position in the US classifieds market. In African video entertainment, a
tough environment at present, we aim to grow DTH customers by offering increased value and reducing costs to counter the impact of falling
currencies. Earnings and cash flows in this segment will continue to be constrained in the foreseeable future.
Preparation of the condensed consolidated interim report
The preparation of the condensed consolidated interim report was supervised by the financial director, Basil Sgourdos CA(SA). These results
were made public on 25 November 2016.
On behalf of the board
Koos Bekker Bob van Dijk
Chair Chief executive
Cape Town
25 November 2016
Condensed consolidated income statement
Six months ended Year ended

30 September 31 March
2016 2015 2016
Reviewed Reviewed Audited
Notes US$’m US$’m US$’m
Revenue 2 958 2 983 5 930
Cost of providing services and sale of goods (1 627) (1 644) (3 392)
Selling, general and administration expenses (1 334) (1 133) (2 423)
Other gains/(losses) – net (27) (139) (292)
Operating (loss)/profit (30) 67 (177)
Interest received 5 29 21 40
Interest paid 5 (136) (137) (292)
Other finance income/(costs) – net 5 (58) (40) (100)
Share of equity-accounted results 7 912 635 1 289
Impairment of equity-accounted investments – (1) (55)
Dilution (losses)/gains on equity-accounted investments (71) 129 104
Gains on acquisitions and disposals 39 108 452
Profit before taxation 6 685 782 1 261
Taxation (144) (146) (260)
Profit for the period 541 636 1 001
Attributable to:
Equity holders of the group 554 610 994
Non-controlling interest (13) 26 7
541 636 1 001
Core headline earnings for the period (US$’m) 4 914 696 1 246
Core headline earnings per N ordinary share (US cents) 212 169 298
Fully diluted core headline earnings per N ordinary share (US cents) 209 166 292
Headline earnings for the period (US$’m) 4 555 468 701
Headline earnings per N ordinary share (US cents) 129 114 168
Fully diluted headline earnings per N ordinary share (US cents) 126 111 162
Earnings per N ordinary share (US cents) 129 148 238
Fully diluted earnings per N ordinary share (US cents) 125 145 232
Net number of shares issued (’000)
– at period-end 431 290 412 555 431 085
– weighted average for the period 431 085 411 998 417 575
– fully diluted weighted average 432 715 413 746 419 208
Condensed consolidated statement of comprehensive income

2016 2015 2016
US$’m US$’m US$’m
Profit for the period 541 636 1 001
Total other comprehensive income, net of tax, for the period(1) 291 (226) 374
Translation of foreign operations(2) (115) (497) (309)
Net fair-value gains 4 1 11
Cash flow hedges (43) 44 42
Share of other comprehensive income and reserves of equity-accounted investments 438 230 633
Tax on other comprehensive income 7 (4) (3)
Total comprehensive income for the period 832 410 1 375
Attributable to:
Equity holders of the group 896 424 1 406
Non-controlling interest (64) (14) (31)
832 410 1 375
Notes
(1)
These components of other comprehensive income may subsequently be reclassified to profit or loss, except for gains of US$141m (2015: US$58m and
31 March 2016: US$387m) included in the “Share of other comprehensive income and reserves of equity-accounted investments” as well as losses of US$nil
(2015: US$1m and 31 March 2016: US$nil) included in “Net fair-value gains” relating to remeasurements on the group’s post-employment benefit plans.
(2)
The movement on the foreign currency translation reserve relates primarily to the effects of foreign exchange rate fluctuations related to the translation of the
group’s investments in its foreign operations.
Condensed consolidated statement of financial position
2016 2015 2016
Notes US$’m US$’m US$’m
Assets
Non-current assets 15 080 10 458 13 486
Property, plant and equipment 1 861 1 268 1 443
Goodwill 8 3 041 1 579 2 818
Other intangible assets 1 104 398 1 190
Investments in associates 9 8 670 6 755 7 625
Investments in joint ventures 9 200 293 218
Other investments and loans 9 62 67 57
Other receivables 23 – 20
Derivative financial instruments 13 – 9 –
Deferred taxation 119 89 115
Current assets 3 144 2 787 3 237
Inventory 222 223 194
Programme and film rights 400 321 160
Trade receivables 465 405 393
Other receivables and loans 472 440 491
Derivative financial instruments 13 14 78 59
Cash and cash equivalents 1 545 1 003 1 714
3 118 2 470 3 011
Assets classified as held for sale 11 26 317 226
Total assets 18 224 13 245 16 723
Equity and liabilities
Share capital and reserves 11 103 6 952 10 254
Share capital and premium 4 939 2 733 4 965
Other reserves (320) (1 529) (821)
Retained earnings 6 484 5 748 6 110
Non-controlling shareholders’ interest 348 225 400
Total equity 11 451 7 177 10 654
Non-current liabilities 4 486 3 920 4 023
Capitalised finance leases 1 167 591 771
Liabilities – interest-bearing 3 005 3 190 2 922
– non-interest-bearing 13 18 8
Other non-current liabilities – – 3
Post-employment medical liability 14 14 13
Current liabilities 2 287 2 148 2 046
Current portion of long-term debt 222 208 227
Trade payables 599 528 437
Accrued expenses and other current liabilities 1 341 1 243 1 253
Bank overdrafts and call loans 34 17 1
2 282 2 046 1 949
Liabilities classified as held for sale 11 5 102 97
Total equity and liabilities 18 224 13 245 16 723
Net asset value per N ordinary share (US cents) 2 574 1 685 2 379
Condensed consolidated statement of changes in equity

2016 2015 2016
Balance at the beginning of the period 10 654 6 903 6 903
Changes in share capital and premium
Movement in treasury shares (77) (57) (68)
Share capital and premium issued 51 57 2 300
Changes in reserves
Total comprehensive income for the period 896 424 1 406
Movement in share-based compensation reserve 66 29 120
Movement in existing control business combination reserve 61 (10) 9
Direct retained earnings and other reserve movements 10 – –
Dividends paid to Naspers shareholders (158) (139) (161)
Changes in non-controlling interest
Total comprehensive income for the period (64) (14) (31)
Dividends paid to non-controlling shareholders (96) (110) (125)
Movement in non-controlling interest in reserves 108 94 301
Balance at the end of the period 11 451 7 177 10 654
Comprising:
Share-based compensation reserve 1 438 811 1 231
Existing control business combination reserve (123) (203) (184)
Hedging reserve 6 35 35
Valuation reserve 819 593 573
Foreign currency translation reserve (2 460) (2 765) (2 476)
Non-controlling interest 348 225 400
Total 11 451 7 177 10 654
Condensed consolidated statement of cash flows

2016 2015 2016
Cash flows from operating activities
Cash generated from operating activities 92 269 454
Interest income received 27 23 46
Dividends received from investments and equity-accounted companies 193 147 146
Interest costs paid (126) (106) (246)
Taxation paid (157) (152) (322)
Net cash generated from operating activities 29 181 78
Cash flows from investing activities
Acquisitions and disposals of tangible and intangible assets (78) (102) (228)
Acquisitions of subsidiaries, associates and joint ventures (127) (187) (1 426)
Disposals of subsidiaries, associates and joint ventures 159 238 289
Cash movement in other investments and loans 4 (20) (19)
Net cash utilised in investing activities (42) (71) (1 384)
Cash flows from financing activities
Proceeds from issue of share capital – – 2 470
Proceeds from long- and short-term loans raised 122 1 517 2 000
Repayments of long- and short-term loans (24) (1 499) (2 270)
Outflow from share-based compensation transactions (8) (6) (13)
Dividends paid by the holding company and its subsidiaries (261) (249) (254)
Other movements resulting from financing activities 4 5 (41)
Net cash (utilised in)/generated from financing activities (167) (232) 1 892
Net movement in cash and cash equivalents (180) (122) 586
Foreign exchange translation adjustments (19) (90) (73)
Cash and cash equivalents at the beginning of the period 1 713 1 200 1 200
Cash and cash equivalents classified as held for sale (3) (2) –
Cash and cash equivalents at the end of the period 1 511 986 1 713
Segmental review
Revenue
2016 2015 2016
Reviewed Reviewed % Audited
US$’m US$’m change US$’m
Internet 4 889 3 763 30 8 237
– Tencent 3 426 2 461 39 5 417
– Mail.ru 84 92 (9) 173
– Ecommerce 1 379 1 210 14 2 647
Video entertainment 1 645 1 790 (8) 3 413
Media 284 325 (13) 608
Corporate services 1 – 100 1
Intersegmental (31) (17) (82) (35)
Economic interest 6 788 5 861 16 12 224
Less: Equity-accounted investments (3 830) (2 878) (33) (6 294)
Consolidated 2 958 2 983 (1) 5 930
EBITDA(1)
2016 2015 2016
Internet 1 365 916 49 1 845
– Tencent 1 593 1 150 39 2 415
– Mail.ru 39 42 (7) 78
– Ecommerce (267) (276) 3 (648)
Video entertainment 331 492 (33) 799
Media 21 28 (25) 52
Corporate services (6) (6) – (12)
Less: Equity-accounted investments (1 535) (1 080) (42) (2 261)
Consolidated 176 350 (50) 423
Trading profit
2016 2015 2016
Internet 1 241 805 54 1 619
– Tencent 1 501 1 065 41 2 246
– Mail.ru 32 36 (11) 66
– Ecommerce (292) (296) 1 (693)
Video entertainment 226 399 (43) 610
Media 12 16 (25) 29
Corporate services (6) (6) – (12)
Less: Equity-accounted investments (1 428) (982) (45) (2 067)
Consolidated 45 232 (81) 179
Note
(1)
EBITDA refers to earnings before interest, taxation, depreciation and amortisation.
Reconciliation of trading profit to operating (loss)/profit

2016 2015 2016
Trading profit 45 232 179
Finance cost on transponder leases and merchant finance 20 16 33
Amortisation of other intangible assets (46) (29) (68)
Retention option expense (1) (2) (2)
Share-based incentives settled in treasury shares (21) (11) (27)
Operating (loss)/profit (30) 67 (177)
Note: For a reconciliation of operating (loss)/profit to profit before taxation, refer to the condensed consolidated income statement.
Notes to the condensed consolidated interim report
1. General information
Naspers Limited (Naspers) is a global internet and entertainment group and one of the largest technology investors in the world. Founded
in 1915, we now operate in more than 130 countries and markets with long-term growth potential. Naspers builds leading companies that
empower people and enrich communities. It runs some of the world’s leading platforms in internet, video entertainment and media.
2. Basis of presentation and accounting policies
The condensed consolidated interim report for the six months ended 30 September 2016 is prepared in accordance with International
Financial Reporting Standards (IFRS), IAS 34: Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by the Accounting
Practices Committee, and Financial Pronouncements as issued by the Financial Reporting Standards Council as well as the requirements of
the Companies Act of South Africa and the JSE Limited Listings Requirements.
The condensed consolidated interim report does not include all the disclosures required for complete annual financial statements prepared
in accordance with IFRS as issued by the International Accounting Standards Board (IASB). The accounting policies used in preparing the
condensed consolidated interim report are consistent with those applied in the previous annual financial statements.
The group has adopted all new and amended accounting pronouncements issued by the IASB that are effective for financial years
commencing 1 April 2016. None of the new or amended accounting pronouncements that are effective for the financial year commencing
1 April 2016 are expected to have a material impact on the group.
Trading profit excludes amortisation of intangible assets (other than software), equity-settled share-based payment expenses relating to
transactions to be settled through the issuance of treasury shares, retention option expenses and other gains/losses, but includes the
finance cost on transponder leases.
Core headline earnings exclude once-off and non-operating items. We believe it is a useful measure of the group’s sustainable operating
performance. However, this is not a defined term under IFRS and may not be comparable with similarly titled measures reported by other
companies.
3. Review by the independent auditor
This condensed consolidated interim report has been reviewed by the company’s auditor, PricewaterhouseCoopers Inc., whose unqualified
report appears at the end of the condensed consolidated interim report.
Notes to the condensed consolidated interim report (continued)
4. Calculation of headline and core headline earnings

2016 2015 2016
Net profit attributable to shareholders 554 610 994
Adjusted for:
– insurance proceeds – (1) (1)
– impairment of property, plant and equipment and other assets 2 – 43
– impairment of goodwill and other intangible assets 24 140 155
– (profit)/loss on sale of assets (1) – 3
– loss on remeasurement of disposal groups classified as held for sale
to fair value less costs of disposal 2 – 88
– gains on acquisitions and disposals of investments (40) (88) (110)
– remeasurement of previously held interest – (24) (348)
– dilution losses/(gains) on equity-accounted investments 71 (129) (104)
– remeasurements included in equity-accounted earnings (57) (45) (125)
– impairment of equity-accounted investments – 1 55
Total tax effects of adjustments (1) 5 54
Total adjustment for non-controlling interest 1 (1) (3)
Headline earnings 555 468 701
Adjusted for:
– equity-settled share-based payment expenses 124 88 218
– recognition of deferred tax assets – (1) (1)
– amortisation of other intangible assets 177 98 230
– fair-value adjustments and currency translation differences 56 36 90
– retention option expense 1 2 2
– business combination losses 1 5 6
Core headline earnings 914 696 1 246
The diluted earnings, headline earnings and core headline earnings per share figures presented on the face of the condensed consolidated
income statement include a decrease of US$11m (2015: US$8m and 31 March 2016: US$20m) relating to the future dilutive impact of
potential ordinary shares issued by equity-accounted investees.
5. Interest received/(paid)
2016 2015 2016
Interest received 29 21 40
– loans and bank accounts 26 19 37
– other 3 2 3
Interest paid (136) (137) (292)
– loans and overdrafts (100) (109) (207)
– transponder leases (20) (16) (33)
– other (16) (12) (52)
Other finance income/(cost) – net (58) (40) (100)
– net foreign exchange differences and fair-value adjustments on derivatives (58) (41) (102)
– preference dividends received – 1 2
6. Profit before taxation

In addition to the items already detailed, profit before taxation has been determined after taking into account, inter alia, the following:
2016 2015 2016
Depreciation of property, plant and equipment 99 93 186
Amortisation 59 40 94
– other intangible assets 46 29 67
– software 13 11 27
Net realisable value adjustments on inventory, net of reversals(1) 15 1 78
– profit/(loss) on sale of assets 1 – (3)
– impairment of goodwill and other intangible assets (24) (140) (155)
– impairment of property, plant and equipment and other assets (2) – (43)
– dividends received on investments 1 – –
– remeasurement of disposal groups classified as held for sale
to fair value less costs of disposal (2) – (88)
– insurance proceeds – 1 1
– fair-value adjustments on financial instruments (1) – (4)
Gains on acquisitions and disposals 39 108 452
– gains on disposal of investments 40 88 110
– remeasurement of contingent consideration 1 (1) 2
– acquisition-related costs (2) (3) (8)
– remeasurement of previously held interest – 24 348
Note
Net realisable value writedowns relate primarily to set-top box subsidies in the video-entertainment segment.
(1)
7. Equity-accounted results
The group’s equity-accounted investments contributed to the condensed consolidated interim financial results as follows:
2016 2015 2016
Share of equity-accounted results 912 635 1 289
– sale of assets 8 2 –
– disposal of investments (206) (118) (251)
– impairment of investments 145 76 180
Contribution to headline earnings 859 595 1 218
– amortisation of other intangible assets 150 78 174
– equity-settled share-based payment expenses 106 77 191
– fair-value adjustments and currency translation differences (3) 4 6
Contribution to core headline earnings 1 112 754 1 589
Tencent 1 183 854 1 797
Mail.ru 27 23 45
Other (98) (123) (253)
8. Goodwill
Goodwill is subject to an annual impairment assessment. Movements in the group’s goodwill for the period are detailed below:
2016 2015 2016
Goodwill
– cost 3 175 2 170 2 170
– accumulated impairment (357) (279) (279)
Opening balance 2 818 1 891 1 891
– foreign currency translation effects 95 (82) (26)
– acquisitions of subsidiaries and businesses 138 65 1 260
– disposals of subsidiaries and businesses – – (7)
– transferred to assets classified as held for sale (7) (155) (155)
– impairment (3) (140) (145)
Closing balance 3 041 1 579 2 818
– cost 3 416 1 974 3 175
– accumulated impairment (375) (395) (357)
9. Investments and loans

The following relates to the group’s investments and loans as at the end of the reporting period:
2016 2015 2016
Investments and loans 8 932 7 115 7 900
– listed investments 7 996 5 915 6 977
– unlisted investments and loans 936 1 200 923
10. Commitments and contingent liabilities

Commitments relate to amounts for which the group has contracted, but that have not yet been recognised as obligations in the statement
of financial position.
2016 2015 2016
Commitments 2 322 3 692 3 254
– capital expenditure 24 54 16
– programme and film rights 1 856 2 318 2 245
– network and other service commitments 166 234 176
– transponder leases 17 896 573
– operating lease commitments 187 128 207
– set-top box commitments 72 62 37
The group operates a number of businesses in jurisdictions where withholding taxes are payable on certain transactions or payments.
In some circumstances, transactions could potentially lead to withholding taxes being payable. Our current assessment of possible
withholding tax exposures, including interest and potential penalties, amounts to approximately US$243.8m (2015: US$224.2m and
31 March 2016: US$216.8m).
11. Disposal groups classified as held for sale
The group classified the assets and liabilities of INET BFA Proprietary Limited, a leading provider of financial data feeds and analysis tools,
as well as the assets and liabilities of various other smaller units, as held for sale during the period ended 30 September 2016.
During the current reporting period, the group concluded the disposal of Heureka and Netretail, following the receipt of regulatory
approval during May and July 2016 respectively. These businesses were classified as held for sale as at 31 March 2016. Refer to note 12 for
further details.
Significant classes of assets and liabilities, classified as held for sale as at 30 September 2016, are detailed in the table below:
2016 2015 2016
Assets 26 317 226
Property, plant and equipment 6 23 28
Goodwill and other intangible assets 7 210 124
Investment in joint venture – – 4
Deferred taxation assets 3 2 1
Inventory 2 44 38
Trade and other receivables 5 24 19
Cash and cash equivalents 3 14 12
Liabilities 5 102 97
Deferred taxation liabilities 1 10 9
Long-term liabilities – 11 2
Accrued expenses and other current liabilities 3 23 35
Bank overdraft – 12 12
The group recognised a loss of US$1.6m (2015: US$nil and 31 March 2016: US$87.7m) on remeasuring the net assets of businesses
classified as held for sale to their fair value less costs of disposal during the period. The fair value of the businesses was determined based
on third-party sales prices. This represents a level 3 fair-value measurement.
12. Business combinations, other acquisitions and disposals

As part of its strategy to consolidate the growing US online classifieds market, the US operations of Wallapop S.L. (Wallapop) were absorbed
into the group’s letgo business during July 2016. As consideration for the contribution of Wallapop’s business and cash of US$45m, Wallapop
was issued with a 45% interest in a newly formed entity, with the group holding the remaining 55% interest. The transaction was accounted
for as a business combination. The total deemed purchase consideration amounted to US$126m, representing the fair value of the equity
interest issued to Wallapop. Given the early-stage nature of the business model, the transaction gave rise to the recognition of goodwill of
US$126m. A non-controlling interest of US$45m was recognised following the business combination.
Various acquisitions were made within the Movile group during the reporting period. Most notably the acquisition by iFood of a controlling
interest in Brazilian food-ordering business Hellofood Brazil and the acquisition by LBS Global Holdings of controlling interests in Optilogistics
S.A.S., a major French specialist in transportation issues and logistics and Systems Teamwork S.R.L., a provider of software solutions and
consulting in supply chain management. The aggregate purchase consideration in these business combinations amounted to US$8m.
The purchase price allocation: intangible assets US$1m, trade and other payables US$1m and with resulting goodwill of US$8m.
The main factor contributing to the goodwill recognised in these acquisitions is the acquiree’s market presence. The goodwill that arose is
not expected to be deductible for income tax purposes. Total acquisition-related costs of US$2m were recorded in “Gains on acquisitions
and disposals” in the income statement regarding the above acquisitions.
Had the revenue and net results of the businesses acquired been included from 1 April 2016, it would not have had a significant effect on
the group’s consolidated revenue or net results.
The following relates to the group’s investments in its equity-accounted investees:
In May 2016 the group, through Naspers Ventures, announced its first investment targeting the education technology market by investing
US$13m (23.6% fully diluted interest) in Brainly, a social learning network. Over 60m students in 35 countries interact with Brainly every
month. In line with this strategy, the group also invested US$60m (8.9% fully diluted interest) in Udemy, an online education marketplace
with over 7m students enrolled, and US$22m (19.2% fully diluted interest) in Codecademy, a leading global platform focused on online
coding education, both during June 2016. The group accounts for these interests as investments in associates.
In July 2016 the group acquired a 49% interest in El Cocinero a Cuerda, S.R.L., the owner and operator of online food-ordering
platforms including Just Eat, Do Eat, and SinDelantal in Latin America for US$15m. The group accounts for its interest as an investment in
a joint venture.
The following relates to significant disposals by the group during the reporting period:
In May 2016 the group disposed of its Czech online comparison-shopping platform Heureka for a cash consideration of US$67m, following
the receipt of regulatory approval. A gain on disposal of US$61m has been recognised in “Gains on acquisitions and disposals” in the
income statement following the transaction.
During July 2016 the group disposed of its Czech online retail and ecommerce platform Netretail for a cash consideration of US$102m.
A loss on disposal of US$28m has been recognised in “Gains on acquisitions and disposals” in the income statement following the
transaction.
13. Financial instruments

The group’s activities expose it to a variety of financial risks such as market risk (including currency risk, fair-value interest rate risk, cash
flow interest rate risk and price risk), credit risk and liquidity risk.
The condensed consolidated interim report does not include all financial risk management information and disclosures required in
the annual financial statements and should be read in conjunction with the group’s annual financial statements as at 31 March 2016.
There have been no material changes in the group’s credit, liquidity or market risks or in key inputs used in measuring fair value since
31 March 2016.
The fair values of the group’s financial instruments that are measured at fair value at each reporting period are categorised as follows:
Fair-value measurements at
30 September 2016 using:
Quoted prices
in active
markets for Significant
identical other Significant
assets observable unobservable
or liabilities inputs inputs
(level 1) (level 2) (level 3)
Assets
Available-for-sale investments 11 1 –
Foreign exchange contracts – 4 –
Currency devaluation features – – 10
Liabilities
Shareholders’ liabilities – – 14
Earnout obligations – – 14
Interest rate swaps – 16 –
Fair-value measurements at
31 March 2016 using:
Quoted prices
in active
markets for Significant
identical other Significant
assets observable unobservable
Assets
Available-for-sale investments 12 – –
Currency devaluation features – – 11
Liabilities
Shareholders’ liabilities – – 13
Earnout obligations – – 22
Interest rate swaps – 21 –
13. Financial instruments (continued)

A reconciliation of the movements in the carrying values of level 3 fair-value measurements is provided below:
30 September 2016
Currency Share-
devaluation holders’ Earnout
features liabilities obligations Total
US$’m US$’m US$’m US$’m
Opening balance 11 (13) (22) (24)
Total gains/(losses) recognised in the income statement 1 (1) 1 1
Total gains recognised as adjustments to the cost of
programme and film rights 6 – – 6
Reclassifications (8) – – (8)
Settlements – – 8 8
Foreign currency translation effects – – (1) (1)
Closing balance 10 (14) (14) (18)
The group has assessed that, if one or more of the inputs used in measuring the fair value of shareholders’ liabilities, earnout obligations
and currency devaluation features were changed to a reasonably possible alternative assumption, it would not have a significant impact on
these fair-value measurements.
31 March 2016
Currency Share-
Opening balance – (29) (39) (68)
Total gains/(losses) recognised in the income statement 8 (4) 3 7
Total gains recognised as adjustments to the cost of programme
and film rights 3 – – 3
Additional obligations raised – (27) (1) (28)
Cancellations/Reclassifications – 4 – 4
Settlements – 43 11 54
Foreign currency translation effects – - 4 4
The group discloses the fair values of the following financial instruments as their carrying values are not a reasonable approximation of
their fair values:
30 September 2016
Carrying Fair
value value
Financial liabilities US$’m US$’m
Capitalised finance leases 1 231 1 274
Publicly traded bonds 2 900 3 119
31 March 2016
Carrying Fair
value value
Capitalised finance leases 836 865
14. Events after the reporting period

In October 2016 the group acquired a 100% interest in Citrus Pay, a leading Indian payments technology player, for US$130m. Citrus Pay
will form part of the Indian operations of PayU, the group’s global online payment service provider.
During October 2016 the group announced the sale of its interests in Allegro.pl and Ceneo.pl, the leading online marketplace and price
comparison businesses in Poland, for US$3.25bn. The transaction is subject to regulatory approval with closing expected in early 2017.
A merger of the group’s Indian travel business with that of MakeMyTrip Limited, another leader in the Indian travel sector, was announced in
October 2016. Following the merger, the group will hold a 40% stake in MakeMyTrip. The transaction is subject to approval by MakeMyTrip
shareholders and regulatory authorities.
15. Pro forma financial information
The group has presented certain revenue and trading profit metrics in local currency, excluding the effects of changes in the composition
of the group (the pro forma financial information) in the tables below. The pro forma financial information is the responsibility of the board
of directors (the board) of Naspers Limited (Naspers) and is presented for illustrative purposes. Information presented on a pro forma basis
has been extracted from the group’s management accounts, the quality of which the board is satisfied with.
Shareholders are advised that, due to the nature of the pro forma financial information and the fact that it has been extracted from
the group’s management accounts, it may not fairly present the group’s financial position, changes in equity, results of operations or
cash flows.
The pro forma financial information has been prepared to illustrate the impact of changes in foreign exchange rates and changes in the
composition of the group on its results for the period ended 30 September 2016. The following methodology was applied in calculating the
pro forma financial information:
1. Foreign exchange/constant currency adjustments have been calculated by adjusting the current period’s results to the prior
period’s average foreign exchange rates, determined as the average of the monthly exchange rates for that period. The local currency
financial information quoted, is calculated as the constant currency results, arrived at using the methodology outlined above,
compared to the prior period’s actual IFRS results. The relevant average exchange rates (relative to the US dollar) used for the most
significant currencies, were: South African rand (2016: 0.0690; 2015: 0.0789); Polish zloty (2016: 0.2572; 2015: 0.2672); Russian rouble
(2016: 0.0154; 2015: 0.017); Chinese yuan renminbi (2016: 0.1512; 2015: 0.1598); Indian rupee (2016: 0.0149; 2015: 0.0155); Brazilian
real (2016: 0.3000; 2015: 0.2958); and Nigerian naira (2016: 0.0037; 2015: 0.0050).
2. Adjustments made for changes in the composition of the group relate to acquisitions and disposals of subsidiaries and equity-accounted
investment as well as to changes in the group’s shareholding in its equity-accounted investments. The following significant changes in
the composition of the group have been adjusted for in arriving at the pro forma financial information:
Reportable Acquisition/
Transaction Basis of accounting segment Disposal
Dilution of the group’s interest in Tencent Associate Internet Disposal
Disposal by Mail.ru of a controlling interest in Headhunter Associate Internet Disposal
Dilutions of the group’s interest in Flipkart and Souq Associate and joint venture respectively Ecommerce Disposal
Acquisition of the group’s interest in Avenida Associate Ecommerce Acquisition
Acquisition of the group’s interest in Avito Subsidiary Ecommerce Acquisition
Acquisition of the group’s interest in letgo Subsidiary Ecommerce Acquisition
Disposal of Netretail Subsidiary Ecommerce Disposal
Disposal of Heureka Subsidiary Ecommerce Disposal
Disposal of Korbitec Subsidiary Ecommerce Disposal
Disposal of Ricardo Subsidiary Ecommerce Disposal
The net adjustment made for all acquisitions and disposals that took place during the period ended 30 September 2016 amounted to a
negative adjustment of US$54m on revenue and a negative adjustment of US$53m on trading profit.
An assurance report issued in respect of the pro forma financial information, by the group’s external auditor, is available at the registered
office of the company.
15. Pro forma financial information (continued)

The adjustments to the amounts, reported in terms of IFRS, that have been made in arriving at the pro forma financial information are
presented in the table below:
Period ended
30 September
2015 2016 2016 2016 2016 2016 2016 2016
A B C D E F(2) G(3) H(4)
Group Group
composition composition Foreign Local Local
disposal acquisition currency currency currency
IFRS adjustment adjustment adjustment growth IFRS growth IFRS
US$’m US$’m US$’m US$’m US$’m US$’m % change % change
Revenue(1)
Internet 3 763 (130) 78 (258) 1 436 4 889 40 30
– Tencent 2 461 (8) – (196) 1 169 3 426 48 39
– Mail.ru 92 (5) – (12) 9 84 10 (9)
– Ecommerce 1 210 (117) 78 (50) 258 1 379 24 14
Video entertainment 1 790 – – (255) 110 1 645 6 (8)
Media 325 (2) – (36) (3) 284 (1) (13)
Corporate services – – – – 1 1 100 100
Intersegmental (17) – – 1 (15) (31)
Economic interest 5 861 (132) 78 (548) 1 529 6 788 27 16
Trading profit(1)
Internet 805 (3) (50) (82) 571 1 241 71 54
– Tencent 1 065 (3) – (87) 526 1 501 50 41
– Mail.ru 36 (2) – (5) 3 32 9 (11)
– Ecommerce (296) 2 (50) 10 42 (292) 14 1
Video entertainment 399 – – (116) (57) 226 (14) (43)
Media 16 – – 1 (5) 12 (31) (25)
Corporate services (6) – – 1 (1) (6) (17) –
Economic interest 1 214 (3) (50) (196) 508 1 473 42 21
Other metrics reported
Development spend
– economic interest 404 (7) – (11) 110 496 27 23
– consolidated 280 (4) – (6) 117 387 42 38
Consolidated revenue 2 983 (94) 74 (333) 328 2 958 11 (1)
Etail revenue 732 (73) 4 (18) 108 753 16 3
Travel revenue 40 – – (3) 30 67 75 68
Classifieds revenue 91 (12) 73 (16) 60 196 76 115
Payments revenue 68 – – (5) 20 83 29 22
Core headline earnings, calculated on a constant currency basis, amounted to US$1 076bn.
Development spend is not an IFRS measure and has therefore been excluded from the assurance report issued by the group’s external
auditor.
Notes
Figures presented on an economic interest basis.
(1) (2)
A + B + C + D + E. (3)
[E/(A + B)] x 100. (4)
[(F/A) - 1] x 100.
INDEPENDENT AUDITOR’S REVIEW REPORT ON INTERIM FINANCIAL STATEMENTS
To the shareholders of Naspers Limited

We have reviewed the condensed consolidated interim financial statements of Naspers Limited in the accompanying interim report, which
comprise the condensed consolidated statement of financial position as at 30 September 2016 and the related consolidated income statement
and condensed consolidated statements of comprehensive income, changes in equity and cash flows for the six-months then ended, and selected
explanatory notes.
Directors’
INDEPENDENTresponsibility for the interim
AUDITOR’S REVIEW financial
REPORTstatements
ON INTERIM FINANCIAL STATEMENTS
The directors are responsible for the preparation and presentation of these interim financial statements in accordance with the International
To the shareholders of Naspers Limited
Financial Reporting Standard, (IAS) 34 Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by the Accounting
Practices
We Committee
have reviewed theand Financialconsolidated
condensed Pronouncements
interimas financial
issued bystatements
the Financial Reporting
of Naspers Standards
Limited in the Council and theinterim
accompanying requirements
report, of the
which
Companies
comprise theAct of South consolidated
condensed Africa, and for such internal
statement control
of financial as theasdirectors
position determine
at 30 September is necessary
2016 to enable
and the related the preparation
consolidated income of interim
statement
financial
and statements
condensed that are statements
consolidated free from material misstatement,
of comprehensive whether
income, due to
changes in fraud
equityorand
error.
cash flows for the six-months then ended, and selected
explanatory notes.
Auditor’s responsibility
Directors’ responsibility for the interim financial statements
Our responsibility is to express a conclusion on these interim financial statements. We conducted our review in accordance with International
Standard on Review
The directors Engagements
are responsible 2410,
for the Review ofand
preparation Interim Financial
presentation of Information
these interimPerformed by the Independent
financial statements Auditor
in accordance withof the
the International
Entity. ISRE
2410 requires
Financial us to conclude
Reporting Standard,whether
(IAS) anything
34 InterimhasFinancial
come to our attentionthe
Reporting, thatSAICA
causesFinancial
us to believe that theGuides
Reporting interimasfinancial statements
issued by are not
the Accounting
prepared
Practices in all material
Committee respects
and in accordance
Financial with theasapplicable
Pronouncements issued byfinancial reporting
the Financial framework.
Reporting This standard
Standards Councilalso
andrequires us to complyofwith
the requirements the
relevant
Companiesethical
Act requirements.
of South Africa, and for such internal control as the directors determine is necessary to enable the preparation of interim
financial statements that are free from material misstatement, whether due to fraud or error.
A review of interim financial statements in accordance with ISRE 2410 is a limited assurance engagement. We perform procedures, primarily
consisting of making inquiries of management and others within the entity, as appropriate, and applying analytical procedures, and evaluate the
Auditor’s responsibility
evidence obtained.
Our responsibility is to express a conclusion on these interim financial statements. We conducted our review in accordance with International
The procedures
Standard in a Engagements
on Review review are substantially
2410, Reviewlessofthan and Financial
Interim differ in nature from those
Information performed
Performed by theinIndependent
an audit conducted
Auditor in accordance
of the with
Entity. ISRE
International
2410 requiresStandards on Auditing.
us to conclude whetherAccordingly,
anything haswe do not
come express
to our an audit
attention thatopinion
causes onus these interim
to believe thatfinancial statements.
the interim financial statements are not
prepared in all material respects in accordance with the applicable financial reporting framework. This standard also requires us to comply with
Conclusion
relevant ethical requirements.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim
A review of interim financial statements in accordance with ISRE 2410 is a limited assurance engagement. We perform procedures, primarily
financial statements of Naspers Limited for the six months ended 30 September 2016 are not prepared, in all material respects, in accordance
consisting of making inquiries of management and others within the entity, as appropriate, and applying analytical procedures, and evaluate the
with the International Financial Reporting Standard, (IAS) 34 Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by
evidence obtained.
the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council and the
requirements
The procedures of the
in aCompanies
review areAct of South Africa.
substantially less than and differ in nature from those performed in an audit conducted in accordance with
International Standards on Auditing. Accordingly, we do not express an audit opinion on these interim financial statements.
Other matter
Conclusion
We have not reviewed future financial performance and expectations expressed by the directors included in the commentary in the
accompanying
Based on our interim
review, financial statements
nothing has come toand
ouraccordingly
attention do thatnot express
causes us an
to opinion
believe thereon.
that the accompanying condensed consolidated interim
financial statements of Naspers Limited for the six months ended 30 September 2016 are not prepared, in all material respects, in accordance
with the International Financial Reporting Standard, (IAS) 34 Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by
the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council and the
requirements of the Companies Act of South Africa.
Other matter
PricewaterhouseCoopers
We have not reviewed Inc.future financial performance and expectations expressed by the directors included in the commentary in the
Director: Brendan
accompanying Deegan
interim financial statements and accordingly do not express an opinion thereon.
Registered Auditor
Cape Town
25 November 2016
PricewaterhouseCoopers Inc.
Director: Brendan Deegan
Registered Auditor
Cape Town
25 November 2016
PricewaterhouseCoopers Inc., 5 Silo Square, V&A Waterfront, Cape Town 8002, P O Box 2799, Cape Town 8000
T: +27 (21) 529 2000, F: +27 (21) 529 3300, www.pwc.co.za
Chief Executive Officer: T D Shango
Management Committee: S N Madikane, J S Masondo, P J Mothibe, C Richardson, F Tonelli, C Volschenk
Western Cape region – Partner in charge: D J Fölscher
The Company's principal place of business is at 2 Eglin Road, Sunninghill where a list of directors' names is available for inspection.
Reg. no. 1998/012055/21, VAT reg.no. 4950174682
PricewaterhouseCoopers Inc., 5 Silo Square, V&A Waterfront, Cape Town 8002, P O Box 2799, Cape Town 8000
T: +27 (21) 529 2000, F: +27 (21) 529 3300, www.pwc.co.za
ADMINISTRATION AND CORPORATE INFORMATION
Directors
J P Bekker (chair), B van Dijk (chief executive), C L Enenstein, D G Eriksson, G Liu, R C C Jafta, F L N Letele, D Meyer,
R Oliveira de Lima, S J Z Pacak, T M F Phaswana, V Sgourdos, M R Sorour, J D T Stofberg, H J du Toit, B J van der Ross
Company secretary
G Kisbey-Green
Registered office
40 Heerengracht, Cape Town 8001
PO Box 2271
Cape Town 8000
South Africa
Transfer secretaries
Link Market Services South Africa Proprietary Limited
13th Floor
Rennie House
19 Ameshoff Street
Braamfontein 2001
PO Box 4844
Johannesburg 2000
South Africa
Sponsor
Investec Bank Limited
ADR programme
Bank of New York Mellon maintains a GlobalBuyDIRECTSM plan for Naspers Limited. For additional information, please visit Bank of New York
Mellon’s website at www.globalbuydirect.com or call Shareholder Relations at 1-888-BNY-ADRS or 1-800-345-1612 or write to: Bank of New
York Mellon, Shareholder Relations Department – GlobalBuyDIRECTSM, Church Street Station, PO Box 11258, New York, NY 10286-1258, USA.
Important information
The report contains forward-looking statements as defined in the United States Private Securities Litigation Reform Act of 1995. Words such
as “believe”, “anticipate”, “intend”, “seek”, “will”, “plan”, “could”, “may”, “endeavour” and similar expressions are intended to identify such
forward-looking statements, but are not the exclusive means of identifying such statements. While these forward-looking statements represent
our judgements and future expectations, a number of risks, uncertainties and other important factors could cause actual developments and
results to differ materially from our expectations. These include factors that could adversely affect our businesses and financial performance.
We are not under any obligation to (and expressly disclaim any such obligation to) update or alter our forward-looking statements, whether as
a result of new information, future events or otherwise. Investors are cautioned not to place undue reliance on any forward-looking statements
contained herein.
www.naspers.com
INTEGRATED ANNUAL REPORT
for the year ended 31 March 2016
2016
Contents
About this report
Scope of this report and assurance 2
Statement of the board of directors on the integrated annual report 3
Forward-looking statements 3
The Naspers group

About Naspers 5
Our purpose 5
What we do 5
How we win 5
Our business 6
Key figures for 2016 14
Operational snapshot 15
Chair’s report 18
Chief executive’s report 24
Our strategy 30
How we manage risk 32
Stakeholder engagement 36
Balancing profit, people and our planet 40
Value-added statement 42
Performance review
Financial review 44
Five-year review 47
Operational review 48
Internet 48
Video entertainment 58
Media 63
Contents (continued)
Non-financial review 64
Sustainable investment 64
Focus areas 65
Contributing to our communities 66
Transformation in South Africa 70
Black economic empowerment partners 72
People 72
Environment 76
Corporate governance
Corporate governance 78
Our board 84
Remuneration report 90
Social and ethics committee report 104
Report of the audit committee 106
Financial
Summarised consolidated annual financial statements 110
Shareholder and corporate information

Administration and corporate information 142
Analysis of shareholders and shareholders’ diary 143
Notice of annual general meeting 144
Form of proxy and notes to the form of proxy 153
Naspers Limited integrated annual report 2016 1

Group Performance Governance Financial Information
About this report
¡¡Scope of this report and assurance

The Naspers integrated annual report combines financial and non-financial information for the year 1 April 2015 to
31 March 2016 for a full understanding of our group’s performance. Supported by our internal reporting processes and
in combination with our strategy, targets and integrated thinking, we manage the needs and expectations of our key
stakeholders to create long-term value for our shareholders. Key metrics are monitored in managing our businesses, and
engagement processes are in place to regulate the relationships with our key stakeholders.Their feedback is provided to
leadership to ensure that stakeholder views and concerns inform strategic decisionmaking.
The integrated annual report was prepared using the guidelines of the Global Reporting Initiative (GRI G4),
recommendations of the King Report on Corporate Governance in South Africa 2009 (King III), requirements of the
South African Companies Act No 71 of 2008, as amended, (Companies Act) and International Financial Reporting
Standards (IFRS). Naspers also took into account the Integrated Reporting Framework issued by the International
Integrated Reporting Council (IIRC) in 2013. This framework follows a principle-based approach and promotes the
concept of the six capitals, which takes into consideration material inputs and resources required to create and sustain
value in the long term. Naspers describes the key components of its value chain (business model) that create and
sustain value for its stakeholders. Naspers’s value creation story takes into account the requirements of Companies Act
regulation 43, as well as King III, which are incorporated into the six capitals as shown below.
This report includes the financial performance of Naspers and its subsidiaries, joint ventures and associates
(the group).The scope of reporting on non-financial performance is indicated in this report. Some South African
subsidiaries publish separate integrated annual reports on www.multichoice.co.za, www.media24.com and
www.novus.holdings.
SOUTH AFRICAN INTEGRATED REPORTING CORPORATE

COMPANIES ACT: FRAMEWORK: GOVERNANCE:
Social and ethics committee Our six capitals King III Code
Financial Ethical leadership Ethical

and corporate
leadership and corporate
Good corporate citizenship
Good corporate citizenship citizenship citizenship
Board and directors*
Board and directors*
Human
Labour and employment
Labour and employment Audit committees*Audit committees*
The governance ofThe
Social and relationship risk*governance of risk*
Social and economic
Social
development
and economic development IT governance* IT governance*
Products and services
Compliance with laws,
Compliance
codes, rules
with laws, codes, rules
and standards* and standards*
Consumer relationship
Consumer relationship
Intellectual Governing stakeholder
Governing
relationship
stakeholder relationship
Environmental health
Environmental
and health and Internal audit* Internal audit*
public safety public safety Natural Integrated reporting
Integrated
and disclosure
reporting and disclosure
* Dealt with in the report of corporate governance.
We have used these icons throughout this report to indicate links between our strategy, material issues and the six capitals.
2 Naspers Limited integrated annual report 2016

About this report (continued)
Group reporting standards are continually being developed to make Forward-looking

disclosure meaningful and measurable for stakeholders.This report excludes statements
financial and non-financial targets or forward-looking statements other than This report may contain forward-
as explained below. looking statements as defined in the
Information extracted from the audited Naspers Limited consolidated United States Private Securities
annual financial statements for the year ended 31 March 2016 has been Litigation Reform Act of 1995. Words
included in this integrated annual report. Refer to page 112 for the such as “believe”, “anticipate”,
PricewaterhouseCoopers Inc. (PwC) report. South African broad-based “intend”, “seek”, “will”, “plan”, “could”,
black economic empowerment (BBBEE) information was verified by “may”, “endeavour” and similar
Empowerlogic (MultiChoice), and AQRate Verification Services (Media24 expressions are intended to identify
and Novus Holdings). such forward-looking statements, but
Where relevant in this report, we have adjusted amounts and percentages are not the exclusive means of
for the effects of foreign currency and acquisitions and disposals. Such identifying such statements. While
adjustments (pro forma financial information) are quoted in brackets after the these forward-looking statements
equivalent metrics reported under IFRS. Refer to page 136 of the summarised represent our judgements and
consolidated financial information for a reconciliation of these metrics with expectations, a number of risks,
the equivalent amounts reported under IFRS. uncertainties and other important
factors could cause actual
¡¡Statement of the board of directors on developments and results to differ
the integrated annual report materially from our expectations.
The audit committee and board reviewed the integrated annual report and These include factors that could
the board approved the report.The summarised consolidated annual financial adversely affect our businesses and
statements were prepared in accordance with IFRS and the Companies Act, financial performance. We are not
while the integrated annual report was prepared using the guidelines of the under any obligation (and expressly
GRI G4, recommendations of King III and the IIRC framework. disclaim any such obligation) to
In our opinion the integrated annual report and financial statements fairly update or alter our forward-looking
reflect the financial position of the group at 31 March 2016 and its operations statements as a result of new
during this period. information, future events or
otherwise. Investors are cautioned
On behalf of the board not to place undue reliance on any
forward-looking statements in this
report.
Koos Bekker
Chair
Links to further related
Cape Town
information within this report
and respective websites
24 June 2016
Click to view videos

The Naspers
group
About Naspers
Our purpose
We build leading companies
that empower people and
enrich communities.
What we do
At heart, we’re entrepreneurs.
We push for performance in
everything we do. We back local
teams and learn from each other.
We’re nimble and seize
opportunities. We do the right thing.
How we win
FOCUS the portfolio around core leadership
positions – develop our platforms.
GROW from these core platforms by leveraging
leadership positions, rolling out our most
successful platforms to new, adjacent business
models and expanding into new geographies.
TRANSFORM our portfolio by making
investments into new, disruptive platforms.

UP
MOCK RE
PICTU
Our business
Founded in 1915, and now operating in more than
130 countries and markets with long-term growth
potential. Naspers builds leading companies that
empower people and enrich communities. It runs
some of the world’s leading platforms in internet,
video entertainment and media.
Naspers companies connect people to each other and the wider

world, help people improve their daily lives, and entertain audiences
with the best of local and global content. Every day, millions of
Shenzhen, China
people use the products and services of companies in which
Naspers has invested, acquired and built, including OLX, Avito,
letgo, Allegro, eMAG, Flipkart, PayU, MultiChoice, ShowMax, Movile,
SimilarWeb and Media24. Similarly, hundreds of millions of people
have made Tencent’s (www.tencent.com; SEHK 00700) and
Mail.ru’s (www.corp.mail.ru; LSE: MAIL) platforms a part of their
daily lives. Looking at our business as a whole (including our share of
associates and joint ventures), over 68% of our revenues are now
derived from the internet and ecommerce segments, while 77% of
our revenues are sourced from outside South Africa.
Every day, millions of people use

the products and services of
companies in which Naspers
has invested.

UP
MOCK RE
PICTU
Our business (continued)
Naspers has its primary listing on the JSE Limited’s stock exchange
(JSE) (NPN.SJ) in South Africa, where it forms part of the Top 10 index
and where most of the trade in its shares takes place. It also has a
level 1 American Depository Receipt (ADR) programme listing on the
London Stock Exchange (LSE) (NPSN) and trades on an over-the-
counter (OTC) basis. International investors are therefore able to buy
and sell Naspers securities either through the appropriate OTC market,
on the LSE or JSE (details on page 142). Naspers’s indirect wholly
owned subsidiary, Myriad International Holdings B.V., also has bonds
listed on the Global Exchange Market of the Irish Stock Exchange (ISE).
Throughout our 100-year history, we have grown by investing in,
acquiring and building leading companies with sustainable competitive
advantages. We believe in the power of local-backed-by-global scale, and
historically our success has been based on spotting consumer trends
with global relevance. We continue to consider new business models to
fuel our next wave of growth, and we look for opportunities to address
societal needs in the markets where we see growth potential, wherever
they are. Where we see a company with promise, we move quickly to
expand and scale it.
Operating in more than
130 countries and markets with

long-term growth potential

NASPERS
CLASSIFIEDS ETAIL MARKETPLACES OCS PAYMENTS
VENTURES
C2C B2C
Ecommerce
Internet
A GLOBAL PLATFORM OPERATOR
Organogram depicts major brands

AFRICA
ENRICHING LIVES
DTT DTH OTHER
Listed
investments
Video entertainment Media

330m
We believe we are the best growth partner for founders, startups
and other investors with global ambition. Our operating model is
different from that of many other companies. We invest in, as well as
run, leading companies. We create our own businesses or invest in early
stage companies, we take promising models and quickly grow them to
buyers and sellers are connected scale, we evolve and grow companies already at scale, and we hold
every month in 40 countries investments in listed companies.
around the world ¡¡Internet

Our internet assets are spread across Eastern and Central Europe,
North America, China, Russia, Latin America, India, Southeast Asia, Africa
and the Middle East. We offer a broad range of services, with sustainable
weight on ecommerce, notably:
■■ Ecommerce platforms
–– Consumer to consumer (C2C)

• Classifieds (general classifieds platforms and a growing presence
in verticals, especially real estate and auto)
–– Business to consumer (B2C)
–– Payments
–– Naspers Ventures
■■ Listed investments
–– Tencent (www.tencent.com)
–– Mail.ru (www.corp.mail.ru)
Our belief that ecommerce will be the largest segment of the

internet in most global markets in future is supported by its growing
traction, in turn fuelled by the proliferation of smartphones.
Ecommerce
Consumer to consumer
Classifieds: The Classifieds business provides mobile and digital local
marketplaces that connect millions of buyers and sellers every month
in 40 countries around the world. OLX, Avito, dubizzle and letgo have
the number one mobile classifieds apps in more than 20 countries.
OLX continues to build the world’s number one classifieds brand
in high-growth markets. letgo is an innovative mobile-only classifieds
platform. Avito is the leading classifieds business in Russia.

A video for this graphic will play on the online version
Business to consumer
B2C remains one of the largest revenue pools with businesses and
models having a strong local bias. We work closely with founders and
CEOs to help them scale and grow their local and regional businesses,
while constantly looking for new disruptive models to emerge.
Payments
PayU is one of the largest payment service platforms in the world,
focusing on markets with long-term growth potential. It has leading
positions across Africa, Central and Eastern Europe, India and Latin
America. PayU’s 250 payment options enable safe transactions in
16 countries for more than 160 000 merchants, allowing them to focus
on reaching the 2.2bn consumers in our markets.
PayU’s broad range of payment solutions is available to customers of
Naspers ecommerce companies as well as third-party platforms. PayU
is a regulated financial institution and holds licences from national banks We believe that ecommerce will
and local regulators. Its products include a digital consumer wallet, a
be the largest segment of the
Payment Card Industry Data Security Standard (PCI DSS) certified
payment gateway, anti-fraud systems and an online Visa/MasterCard internet in most global markets.
acquirer.

Video entertainment: Naspers Ventures
10m
Our Naspers Ventures team seeks new opportunities to back
companies with disruptive potential and exceptional founders to help
them scale globally, and also guides a number of Naspers portfolio
companies, such as Movile and SimilarWeb.
With expertise in ecommerce strategy, product, mobile and user
experience (UX), mergers and acquisitions (M&A), and research and
subscribing households in intelligence, the team keeps Naspers one step ahead of emerging
consumer, technology and competitive trends.
South Africa and more than
50 countries across ¡¡Video entertainment
Through MultiChoice South Africa and MultiChoice Africa, our
sub-Saharan Africa
video-entertainment division brings quality entertainment anytime,
anywhere, on any device to more than 10m subscribing households in
South Africa and in more than 50 countries across sub-Saharan Africa.
Channels and content are sourced from around the world. We also
produce and source local content. Extensive investment in the creation
of content made in Africa, for Africa, showcases and builds local talent in
all stages of content production. As an African business, our investments
have brought social and economic benefits to the communities in which
we operate through access to information, job opportunities,
partnerships and training. We partner with local entrepreneurs,
governments and broadcasters across the continent and tailor our
operations to local needs.
We pioneered pay television (pay TV) in Africa and we have a long
history of introducing cutting-edge technology, such as digital satellite
television, the dual-view decoder, DStv Explora, high-definition channels
and mobile television. We also develop content protection and
access-management technologies for internet, pay TV and mobile
platforms.
Main operations include:

■■ MultiChoice: Leading provider of video-entertainment services,
including online and mobile. The brands DStv, GOtv, BoxOffice and
DStv Catch Up serve over 10m households in 50 African countries.
■■ GOtv: Leading provider of digital terrestrial television (DTT)
video-entertainment services in Africa, with operations in

11 countries and 124 cities.

■■ M-Net: General channel provider that sources content from

international content owners and commissions local productions.
■■ SuperSport: Premier funder and aggregator of sport content for
broadcasting across the African continent.
■■ MWEB: Consumer-focused internet service provider in South
Africa.
■■ Irdeto: Global provider of content security management and
delivery for pay-media companies. Media24 is South Africa’s leading
■■ ShowMax: ShowMax, an online subscription video-on-demand
publisher, with more than
40
(SVOD) service supplying an extensive catalogue of TV shows and
movies launched during the year under review.
¡¡Media
Since 2000 the print and publishing businesses have been organised
under the umbrella brand, Media24. It is South Africa’s leading publisher,
with more than 40 magazines and 80 newspapers reaching more than
13m monthly unique browsers across its digital platforms. The group
has interests in traditional and digital media, printing, distribution, book magazines and 80 newspapers
publishing, ecommerce, job classifieds and financial data. Most of its
reaching more that 13m monthly
businesses are market leaders in their sectors and the Media24 group
continues to adapt to the changing media landscape. Media24’s activities unique browsers across its digital
are conducted primarily in South Africa, with some operations in platforms
neighbouring countries and expansion into select territories in the
rest of Africa. Main operations include:
■■ Media24: Publisher of newspapers and magazines in South Africa.
■■ 24.com: Digital publisher in Africa.
■■ Careers24: A job classifieds platform in South Africa.
■■ Spree: An online fashion retailer in South Africa.
■■ Novus Holdings Limited (listed on the JSE in March 2015,
previously Paarl Media Group): A printing and manufacturing group

in Africa.
■■ Book publishing: Operates in the South African trade-publishing
market through Jonathan Ball Publishers and NB Publishers. Via Afrika

is a publisher of educational content in print and digital format.

Key figures for 2016
Revenue(1) US$’m Trading profit(1) US$’m
15 000 2 500
12 000 2 000
9 000 1 500
6 000 1 000
3 000 500
2012 2013 2014 2015 2016 2012 2013 2014 2015 2016
0 0
Core HEPS US$ Free cash flow US$’m
300 500
250 400
200 300
150 200
100 100
50 0
2012 2013 2014 2015 2016 2012 2013 2014 2015 2016
0 (100)
Dividend per share SA cents Development spend(1) US$’m
600 1 000
500 800
400
600
300
400
200
100 200
2012 2013 2014 2015 2016 2012 2013 2014 2015 2016
0 0
Note
(1)
Including associates and joint ventures on a proportionate basis.
Information presented for the 2013 and 2012 financial years have been translated to US dollar using the average exchange rates
prevailing over the relevant financial year.

UP UP
MOCK RE MOCK RE
PICTU PICTU
Operational snapshot
¡¡Users and services
The main battleground for all internet service categories remains mobile
internet. In a changing ecommerce landscape, B2C and classifieds are
growing fast, and business models are evolving to match customers’
rising expectations.
OLX is one of the world’s largest classifieds groups. Given the
evolution towards mobile, we committed to a US$100m investment
by acquiring a controlling interest in letgo, a hyperlocal marketplace
optimised specifically for mobile use, allowing us to pursue new markets Avito – fastest growing
such as the US. The consolidation with Wallapop in the US subsequent ecommerce site in Russia –
35m
to year-end will give letgo increased scale. Avito, the leading classifieds
site in Russia, with more than 35m monthly unique visitors, is the fastest
growing ecommerce site in Russia.
In B2C we have leading market positions in most of the countries in
which we operate, including Poland, Romania, South Africa, India and the
Middle East. We lead the market in online travel transactions in India,
monthly unique visitors
and online food delivery in Brazil.
The consolidated PayU brand gives buyers and sellers efficient and
secure payment solutions.
Tencent is building next-generation online-to-offline (O2O) services
by investing and partnering with leading companies such as JD.com,
58.com, Dianping and Koudai. User engagement is stimulated by
providing local services – from transportation and lifestyle, to restaurant
bookings and movie tickets. Weixin and WeChat have reached 762m
combined monthly active users (www.tencent.com).
Mail.ru continues to build internet and mobile products and services
in line with its ‘communitainment’ strategy, with a focus on its social
network platforms, VKontakte and Odnoklassniki (www.corp.mail.ru).
Moscow, Russia

Operational snapshot (continued)
A greater selection of MultiChoice’s TV everywhere strategy offers DStv Premium

customers access to a greater selection of entertainment via their
entertainment via mobile
mobile devices – with more than 800 hours of DStv Catch Up
devices with more than content and a selection of 45 linear channels to stream from
800
(including events channels) and over 500 DStv Catch Up titles.
The DStv Catch Up service is now available to DStv Compact
subscribers, providing up to 180 hours of on-demand viewing.
The launch of DStv Now in the prior year enables DStv
Premium customers to watch the latest movies, series, live sport and
DStv Catch Up content on their tablets or smartphones – anywhere,
hours of DStv Catch Up
any time. MultiChoice also introduced an enhanced kids catalogue,
DStv Kids, on the personal video recorder (PVR) and through the
DStv Now app. Since the launch of ShowMax we have created a
recognised brand in the South African market that has already
become part of popular culture.
Our news and content businesses are investing in digital,
particularly mobile delivery, and diversifying their portfolios while
managing costs in a challenging trading environment.
¡¡Our people
With over 27 000 (2015: 24 000) (including joint ventures, but

excluding associates) permanent employees in some 130 countries,
we have an opportunity to make a difference to our stakeholders.
As competition for the best talent is increasing in most markets, our
group human resources team is addressing this challenge by focusing
on critical issues:
■■ Attracting talent with capabilities that are in short supply globally,
such as mobile technology and ecommerce general management.

■■ Ensuring our reward packages remain competitive.
■■ Ensuring Naspers remains an attractive place to work, and a
respected partner and investor for entrepreneurs and founders.

■■ Supporting skills and capability development.

Operational snapshot (continued)
¡¡Socio-economic development
Core to sustainability are our economic activities. Naspers’s products

and services directly affect local societies where we operate. We have
businesses in many communities, all with different challenges. Each business
aims to make a difference to its local community by contributing in line with
its strengths and know-how.
The print and video-entertainment segments have a rich history of
contributing to sport and industry bodies. This continued during the year,
but with a focused approach to elected areas where they want to make
a difference.
SuperSport remains the biggest funder of local sport in Africa.
The MultiChoice Diski Challenge, a countrywide initiative in South Africa,
focused on youth development through a reserve league for the Premier
Soccer League (PSL), has been well received. We will also continue with the
SuperSport Let’s Play initiative. Some US$325m was spent on local sport
and content during the financial year. M-Net’s Magic in Motion Film and TV
Academy provides an extensive internship programme in film-making.
Media24 focuses on education, digital media training and enterprise
development. Its flagship corporate social investment (CSI) project, WeCan24,
offers digital journalism training to high school learners and teachers across
South Africa, enabling them to publish their school and other local news on
the free platform. In its first year WeCan24 reached nearly 350 schools and
trained more than 1 000 learners and 500 teachers. The company also
continues to play a meaningful role in developing independent publishers of
community titles. Over the years, more than 360 000 learners in some 1 000
schools have benefited from Media24’s education in the classroom initiatives,
including publishing supplementary educational material in its flagship weekly
magazines Huisgenoot,YOU and DRUM.
The Allegro charity platform in Poland (charytatywni.allegro.pl) connects eMAG Foundation invests
an online community willing to help others with relevant non-governmental
in education – over
organisations seeking funds.
10 000
The eMAG Foundation invests in education in Romania. For example, its
Aiming for the Olympiad project sponsors 14 education training centres to
reach almost 1 900 pupils, while over 10 000 pupils enjoy the facilities of
nine highly equipped laboratories.
The Tencent Charity Foundation in China has made investments in
education programmes, public welfare initiatives and disaster relief efforts, pupils enjoy facilities of nine
while Tencent employees devote their spare time to assist the Tencent highly equipped laboratories
Charity Foundation in implementing its initiatives.

Cape Town, South Africa
Chair’s report
¡¡Overview
We are pleased to present our integrated annual report for the year to
31 March 2016 to stakeholders.
Naspers delivered a solid performance this year, against a volatile
macroeconomic backdrop. Improved competitive positions and further
scale contributed to overall financial performance.
While the internet segment continued to grow rapidly, our video-
entertainment segment has borne the brunt of falling commodity prices,
which in turn drove African currencies down and weakened consumer
sentiment.The video-entertainment segment earns revenues in local currency
while incurring a substantial portion of its costs (content and transponder
capacity) in United States dollar (US dollar). When local currencies weaken,
margins and the financial performance of the business are impacted. By
contrast, our ecommerce businesses tend to incur costs and revenues in the
same currency, and the US dollar strength has much less of an impact.
In our Classifieds business, trading losses in the core portfolio were
markedly reduced and we are making solid progress with our etail businesses.
As announced in April 2016, Naspers has changed its financial reporting
from South African rand (SA rand) to US dollar to better reflect its
While our international multinational nature and cost base. In preparing consolidated numbers the
financial performance of the businesses are consolidated in their respective
internet ventures scaled functional currencies and then translated to US dollar. Given the weakness in
pretty well, our African emerging market currencies over the past year, the year-on-year performance
is affected by this translation.
video-entertainment Core headline earnings, which we consider a reliable indicator of
sustainable earnings, grew 21% to US$1.2bn with consolidated development
business bore the brunt of
spend down 14% to US$708m.
falling commodity prices. On a 10-year view, the group has grown segment revenues at a
Koos Bekker compound annual rate of around 19%, and trading profits at 18%.Taking a
longer view, our market capitalisation has grown from R2.3bn (US$622m)
on listing in 1994 to R903bn (US$61bn) at the end of March 2016 and
peaking at a new high of over R1trillion on 31 May 2016.

Chair’s report (continued)
Revenue(1) CAGR 19%

US$’m
15 000
12 000
9 000
6 000
3 000
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
0
Note
(1)
Information presented above for periods before the 2014 financial year has been translated to US dollar using the average exchange rates
Trading profit(1) CAGR 18%

US$’m
2 500
2 000
1 500
1 000
500
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
0
Note
(1)
Information presented above for periods before the 2014 financial year has been translated to US dollar using the average exchange rates

There are now over ¡¡Governance
3bn
As a multinational group our risks differ by jurisdiction, as detailed in the
risk management section of this report. The board conducts the group’s
business with integrity, applying appropriate corporate governance
policies and principles. Where Naspers subsidiaries are governed by
independent boards of directors, these apply suitable governance
practices and their committees are mandated to comply with relevant
internet users around the requirements. Naspers has a legal compliance programme, detailed on
page 79.
world Compliance with applicable listings requirements of the JSE Limited
(JSE), London Stock Exchange (LSE) and Irish Stock Exchange (ISE)
is monitored by the audit and risk committees of the board.
The Naspers board is informed of subsidiary activities via a
disciplined reporting structure. Strategies and business plans for financial
and non-financial elements of operations are regularly reviewed. Part of
management’s remuneration is based on performance against targets
(financial and operational), individual and group objectives, and is linked
to strategic objectives.
We continually evaluate areas where governance can be improved.
This is detailed in our application of King III in the governance
frameworks of Naspers, MultiChoice and Media24 on page 79.
¡¡Environment in which we operate

In 2015 a number of global factors affected markets and economies,
including falling oil and commodity prices, and a stronger US dollar.
In January 2016 the International Monetary Fund (IMF) revised its
global growth forecast for this year to 3.4% (from 3.6%). The picture
for emerging-market and developing economies is mixed and forward
visibility is low.
There are now over 3bn internet users around the world. In most
of our markets internet use continues to grow, driven by incremental
broadband and mobile adoption. Mobile is leading the charge as the
most disruptive innovation in the technology/internet space. This,
together with relatively low penetration of ecommerce in our focus
markets, allows our internet businesses to deliver strong growth despite
a volatile macroeconomic backdrop.
Although internet access is creating opportunities for our online
businesses, the video-entertainment segment needs to adapt fast as

media consumption shifts online. Technology in PVRs is making

on-demand television a reality and, in sub-Saharan Africa, the advent
of DTT TV networks is addressing a mass market that cannot afford
satellite video entertainment. ShowMax recorded a good start in South
Africa with a deeper and more customised content offering than
competitors and with a focus on service delivery.
Each country and business in our portfolio has its own uncertainties.
We believe operating in multiple countries across several businesses
should diminish aggregate risk as volatility and short-term shocks come
and go, while current cycles will reverse in time.
¡¡Managing sustainability
Naspers invests in creating useful products and services for customers
that, in time, will yield a sustainable return to investors and benefit our
stakeholders. We are equally mindful of our obligations as a responsible
corporate citizen to respect the natural environment and limit our
impact as far as possible.
In addition to a structured approach to our sustainability strategy, as
summarised below, our governance model and ethical principles are
communicated throughout the group.
Flowing from our business activities, we invest in countries where we
operate. We create business for local suppliers, employ people and pay
taxes and levies to governments, which in turn benefit communities.
Our products and services directly affect local societies. Since
each community has its own challenges, each business makes a
difference to this community by contributing in line with its strengths
and know-how.
Our people are a priority. There is a global shortage of talent and, in
key disciplines, we focus on attracting, developing and retaining the best
people.
The board determines strategy and is ultimately responsible for
overseeing group performance. Management teams across our
businesses implement these strategies, guided by the group’s code
of business ethics and conduct.
The board is responsible for the integrity of our integrated reporting. We focus on attracting,
It has tasked the audit and risk committees to oversee sustainability developing and retaining
issues and to ensure information is reliable. the best people.

The board recommends that In our social interactions, we focus on challenges such as education,
skills development and environmental sustainability. Our aim is to
the annual gross dividend be
improve the living conditions of our employees, their families and the
increased 11% to communities in which we operate, ultimately balancing profit, people
520
and planet.
For more details, refer to the governance and sustainability section
on our corporate website, www.naspers.com.
¡¡Dividend
SA cents The board recommends that the annual gross dividend be increased
11% to 520 SA cents (previously 470 SA cents) per listed N ordinary
share, and 104 SA cents (previously 94 SA cents) per unlisted
A ordinary share. If confirmed by shareholders at the annual
general meeting on Friday 26 August 2016, dividends will be payable
to shareholders recorded in the books on Friday 16 September 2016.
It will be paid on Monday 19 September 2016. The last date to trade
cum dividend will be Tuesday 13 September 2016 (shares therefore
to trade ex dividend from Wednesday 14 September 2016). Share
certificates may not be dematerialised or rematerialised between
Wednesday 14 September 2016 and Friday 16 September 2016,
both dates inclusive.
The dividend will be declared from income reserves. It will be subject
to a dividend tax rate of 15%, yielding a net dividend of 442 SA cents
per listed N ordinary share and 88.4 SA cents per unlisted A ordinary
share to those shareholders not exempt from paying dividend tax. Such
dividend tax will amount to 78 SA cents per listed N ordinary share
and 15.6 SA cents per unlisted A ordinary share. The issued ordinary
share capital as at 24 June 2016 was 437 920 115 N ordinary shares
and 907 128 A ordinary shares. The company’s income tax reference
number is 9550138714.
¡¡Directors
During the financial year several changes to the board occurred.
In our social interactions, we As reported last year, Ton Vosloo as non-executive chair, as well as
focus on challenges such as independent non-executive directors Boetie van Zyl and Yuanhe Ma,
education, skills development retired from the board on 17 April 2015. We have expressed our
and environmental sustainability. gratitude before, but wish to reiterate that Ton Vosloo was an
outstanding chair, and Boetie van Zyl and Yuanhe Ma exceptional

directors. In addition, I rejoined the board as non-executive chair.

Non-executive director, Francine-Ann du Plessis, also resigned from
the board with effect from 29 May 2015.
On 1 April 2016, subsequent to year-end, Guijin Liu and
Hendrik du Toit were appointed as independent non-executive
directors. Guijin is highly experienced in international affairs. He is
Dean of the China-Africa International Business School, Zhejiang
Normal University and a past Chinese ambassador to South Africa.
Hendrik is the chief executive of Investec Asset Management and a
director of Investec plc and Investec Ltd.
In terms of the company’s memorandum of incorporation one third
of non-executive directors retire annually and reappointment is not
automatic. Nolo Letele, Roberto Oliveira de Lima, Cobus Stofberg and
Debra Meyer retire by rotation at the annual general meeting but, being
eligible, offer themselves for re-election.
At the annual general meeting shareholders will be asked to confirm
these appointments and to consider the re-election of these directors
(see notice on page 146).
Members of the audit committee are Don Eriksson, Ben van der
Ross and Rachel Jafta. The board recommends shareholders reappoint
them as audit committee members.
In compliance with the Companies Act, shareholders will be asked
to consider these proposals at the annual general meeting. Directors’
curricula vitae are on pages 84 to 87.
Our board members provided most valuable guidance and support.
We appreciate the leadership of our top executives under Bob van Dijk,
as well as the commitment of our partners and people around the
world. Thank you for the initiative you showed.
Koos Bekker
Chair
24 June 2016

Bengaluru, India
Chief executive’s report

¡¡Overview
The internet has given rise to a new age where power is shifting from large
vertically integrated corporations towards ‘platforms’. Platforms come in
different shapes and forms, but the most effective have common
characteristics.They pool fragmented customers.This can create major
network effects: the more customers on a platform, the more valuable it
becomes.The most powerful platforms are built on high-frequency needs.
Platforms tend to have attractive economics, particularly if one owns
the customer interface.
From an obsession to understand consumer behaviour, a key
characteristic of our group, we build technology platforms with global
potential. Our aim is to anticipate changes in consumer behaviour.
Our platforms – currently in ecommerce, online services, video
entertainment and media – matter in the lives of our customers.
Naspers has solid platforms in its global portfolio. For example,
video entertainment and the Classifieds model address lasting consumer
needs, are sustainably monetisable, and have extended into other markets.
As the world around us is changing, we are continuously adapting our
Our teams have
approach to shifting realities. We evolve by staying true to our roots –
delivered meaningful being nimble and creating winning platforms in close partnership with
progress in building the entrepreneurs.
global customer ¡¡Performance in context

platforms of the future. On an economic-interest basis, in local currency terms, excluding M&A,
revenue increased 22% to US$12.2bn, driven by strong growth from
Bob van Dijk
Tencent (www.tencent.com) and ecommerce on the back of revenue
growth in classifieds, travel and etail. Consolidated revenues were
US$5.9bn, down 10% year on year, primarily on the impact of currency
Click to view video translation. Excluding the impact of currency translation, as well as
acquisitions and disposals, consolidated revenues improved 11%.

Chief executive’s report (continued)
Continuing the trend of recent years, over 67% of total segment

revenues came from the internet and ecommerce operations. Only
around 23% of revenue is now sourced in South Africa.
Some US$961m was invested in developing our online services, new
classifieds markets (primarily the US) via our mobile app-only letgo
platform, ShowMax and consumer-facing offerings in PayU. Development
spend declined in established classifieds, video-entertainment and etail
platforms as these increase monetisation and scale.
Trading profit grew by 18% to US$2.2bn, again driven by strong
growth from Tencent. Trading profit growth was boosted by lower losses
in classifieds, consolidated etail and payments, offset by the 17% decline in
video-entertainment profitability due to US dollar costs, local currency
Currency movements relative
revenues and a decline in sub-Saharan DTH customers outside
to US dollar:
South Africa.
31 March 2015 to
We raised capital of US$2.5bn in December 2015 before transaction
31 March 2016
costs, with almost half used to acquire a controlling stake in Avito, a
leading classifieds business in Russia. Furthermore, a portion of the
% change
proceeds from the equity raise was used to repay borrowings. As a
result, consolidated net gearing dropped to 12%. Euro 6
Key developments in our business units are summarised below
(including associates and joint ventures on a proportionate basis): South African rand (22)
■■ Internet: This segment, which includes our ecommerce activities
Russian rouble (15)
and listed investments, benefited from good growth in Tencent and
ecommerce and delivered revenues of US$8.2bn, an increase of Polish zloty 2
18% (31%) year on year.Trading profit was up 38% for the same period
Brazilian real (13)
to US$1.6bn. Driven by strong mobile engagement,Tencent again
performed well, with non-GAAP profit attributable to shareholders Indian rupee (6)
growing by 31%.
■■ Ecommerce: This segment recorded another successful year. Nigerian naira 0
Given the different stages of maturity and revenue structure of our Angolan kwanza (49)
ecommerce models, our etail and marketplaces activities currently

Our DTT network is substantially generate the bulk of segment revenues. Etail delivered solid revenue
growth of 12% (27%) despite aggressive competition in many of our
in place, with GOtv now operating target markets, with notable contributions from Flipkart (India), Souq
in 11 countries and (Middle East and North Africa) and eMAG (Central and Eastern Europe).
124
Marketplaces recorded improved margins with limited revenue growth.
The ecommerce business model relies on the continued growth and
success of existing businesses while identifying and successfully integrating
new investments. Accordingly, we continue investing to fuel long-term
growth as reflected in acquiring a controlling stake in Avito in December
2015 for an additional investment of US$1.2bn. We also committed to
invest US$100m for a controlling interest in letgo, a more contemporary
cities, serving over 2.2m mobile app-only product that allows us to pursue new markets, such as
customers the US where incumbents have not adequately addressed the transition
to mobile.
■■ Video entertainment: This segment generated revenues of US$3.4bn,
down 11% (up 10%) year on year. Apart from the currency devaluations
noted earlier, performance was hampered by US dollar-denominated
costs and increased competition for content.The total customer base
was 10.4m at year-end, net growth of 185 000.
Given the severity of currency devaluations and resulting impact on
our businesses, we implemented significant subscription price increases
in most markets in sub-Saharan Africa at a time when consumers find
their real disposable income decreasing. This resulted in customer losses
in many of our markets and a loss of 288 000 DTH customers. Our
South African base was more resilient, adding over 325 000 DTH
customers. Macroeconomic headwinds are likely to prevail for a while
longer and, in the year ahead, we will absorb the full impact of currency
and customer declines, which will continue to depress financial
performance in the near term. Our strategy is to focus on the mid and
lower segments of the market where there is still room for growth.
While early indications are encouraging after content changes and a
commitment to maintain pricing in most sub-Saharan markets, current
volatility remains a significant risk.
Consolidated development spend for the segment declined year on
year as DTT services scaled. ShowMax and DTT in sub-Saharan Africa
outside South Africa accounted for the bulk of development spend.
Our DTT network is substantially in place, with GOtv now operating
in 11 countries and 124 cities, serving over 2.2m customers. Given the
uncertainty about analogue switchoffs (the migration of terrestrial

television broadcasting from analogue to digital format), we have chosen

to focus on content, service delivery, decoder sales and retention.
■■ Media: Sectoral and macroeconomic headwinds affected Media24’s
topline growth with revenues declining 20% (2%).Year-on-year trading
profit improved marginally to US$29m despite continued investment in
new initiatives.These delivered satisfactory topline growth of 8%.

¡¡Significant acquisitions
The group invested US$1.5bn during the year on acquisitions in the
ecommerce sector and also disposed of some businesses. Key transactions
included:
■■ Acquisitions
–– In December 2015 an additional 49% interest was acquired in the

group’s associate Avito AB (Avito), the leading online classifieds
platform in Russia. The total cash purchase consideration was
US$1.23bn. The additional investment resulted in the group obtaining
control of Avito and holding a 67.5% interest in Avito on a fully diluted
In December 2015 an additional
basis directly following the investment.
49%
–– In May 2015 US$10m was invested in Ambatana Holdings B.V.
(Ambatana), an entity operating a hyperlocal classifieds marketplace
app under the letgo brand. A further US$50m was invested in
Ambatana during September 2015, resulting in the group holding
a 67.5% interest on a fully diluted basis at the date of the additional
investment.
–– During April 2015 we invested US$41m in joint venture Konga interest was acquired in the
Online Shopping Limited (Konga). Following the additional investment, group’s associate Avito AB (Avito),
the group continues to exert joint control over Konga with its 50.9%
interest on a fully diluted basis. the leading online classifieds
–– During May 2015 we invested US$10m in joint venture Souq Group platform in Russia
Limited (Souq) as part of a funding round. Souq undertook another
funding round during July 2015 in which Naspers did not participate.
We now hold a 36.4% interest in Souq on a fully diluted basis.
–– US$20m was invested in available-for-sale investment Avenida Inc.
(Avenida) during July 2015. The transaction resulted in Avenida
becoming an associate and the group now holds a 23.4% interest
in Avenida on a fully diluted basis.

During December 2015 –– US$54m was invested in associate Takealot Online (RF) Proprietary
Limited (Takealot) during August 2015 as part of a funding round.
US$2.5bn ■■
The group holds a 42.4% interest in Takealot on a fully diluted basis.
Disposals
–– During September 2015 we disposed of our interest in subsidiary
Ricardo.ch AG for US$248m following approval of the transaction
capital was raised
by regulatory authorities.
–– The group disposed of its interest in subsidiary Korbitec Proprietary
Limited during November 2015 for US$33m following the receipt
of regulatory approval.
–– During March 2016 we disposed of our interest in subsidiary
PayProp Group Services Proprietary Limited for US$10m.
■■ Capital raising
–– During December 2015, 18 167 848 new N ordinary shares were
placed with qualifying institutional investors at a price of R1 975 per
share, raising gross proceeds of approximately US$2.5bn before
transaction costs.The placing represented approximately 4.3% of
Naspers’s issued N ordinary share capital prior to the share issuance.
–– In July 2015 a 10-year US$1.2bn bond was issued by subsidiary
Myriad International Holdings B.V. The bond matures in July 2025
and carries a fixed interest rate of 5.5% per annum.

¡¡Investor engagement
We are committed to provide timely, transparent and relevant information,
which helps the investing public understand our business, governance,
financial performance and prospects in a competitive environment. We
disseminate information through a broad range of channels (including
stock exchange news services (SENS), the corporate website and
news distribution service providers).This is supplemented by direct
communication such as investor conference calls, group presentations
and one-on-one meetings.
Following the release of interim and full-year results, we conducted
roadshows in South Africa, the United Kingdom and the United States of
America. We also attended a number of investor conferences in these
regions, as well as in Asia. During the year we had more than 500 direct
interactions with equity and debt investors, involving 17 of our executives,
through a combination of meetings and teleconference calls.
¡¡Investing for growth

Over the past century Naspers has evolved from a single-country
newspaper group and early investor in mobile telephony in South Africa

to a multinational video-entertainment leader and a prominent global

consumer internet and ecommerce group.
Our ecommerce business has scaled rapidly on the back of substantial
investment. We now have one of the largest ecommerce audiences in the
world and we are gaining share from our competitors, most importantly
on mobile devices.This means we are becoming a largely mobile-services
company. Classifieds, etail and online payments are transforming
ecommerce and we are investing to meet this demand. Similarly, in our
video-entertainment business, we have invested to accommodate platform
shifts from linear television services to connected video experiences.
We are playing to win by investing in proven business models that can
become strong cash generators if executed well, such as classifieds, etail
and DTT. In addition, we invest in new opportunities, such as online travel
and mobile-only services, including letgo and other value-added services.
We believe this strategy remains sound – our aim is to deliver value to
our shareholders over the medium to long term and to being an asset
to the communities in which we operate. In 2015 we established Naspers
Ventures, which combines funding with the deep, global operating
experience of the Naspers group, to provide a unique resource to
identified entrepreneurs to build their businesses around the world.
¡¡People
Change is fundamental and rapid in our operating industries, and an
important part of our competitive advantage lies in the quality of our
people. We invest to create an attractive environment for all our people:
entrepreneurs, engineers, leaders and professionals at all levels. We provide
our people with a meaningful purpose, and the opportunity to learn and We provide our people with
grow in an environment based on solid values, underpinned by a
competitive reward strategy.
a meaningful purpose and
Around the world, our people are proving their commitment, opportunity to learn.
innovation and agility.The support and guidance of the Naspers board,
as well as the boards of our subsidiaries, associates and joint ventures,
is integral to our success.Your contributions are deeply valued.
Bob van Dijk

Chief executive
24 June 2016

Our strategy
¡¡What we do: Building winning platforms

The internet has given rise to a new age where power is shifting from large vertically integrated corporations
towards ‘platforms’. Platforms come in different shapes and forms, but the most effective have common
characteristics. They pool fragmented customers. This can create major network effects: the more customers on a
platform, the more valuable it becomes. The most powerful platforms are built on high-frequency needs. Platforms
tend to have attractive economics, particularly if one owns the customer interface.
To achieve our goal of

building winning platforms,
we aim to:
l} Be a focused operator of
platforms in which we
believe, maintaining
above-market growth
|2
rates while improving
profitability and growing
in adjacent markets.
Focus on sizeable economies with
strong internet user growth.
Despite our historical focus on
non-Western economies, letgo
illustrates that we will also invest in
more mature markets like the US
if we identify potentially disruptive
platforms.
3} Rapidly expand when we
find a model with promise
(ie classifieds).
Continue to place selective,

|4
strategic bets on emerging
platforms that could represent
the next wave of growth for the
company.
5} Be the most desired partner

for successful entrepreneurs in
high-growth markets.

Our strategy (continued)
As the world around us changes, we continually adapt our approach and balance this with staying true to our
roots – being nimble and creating winning platforms in close partnership with entrepreneurs.
For a fuller understanding of the group in context, key indicators in our major operating regions are summarised
below:
Selected statistics of key focus markets

Internet GDP per Ecommerce size Ecommerce
Population penetration capita (B2C) growth
2015 2015 2015 2015 2015 – 2018
calendar year calendar year calendar year calendar year calendar year
‘m % US$’000 US$’bn % Classifieds B2C Payments Other
World 7 351 42 10.1 3 036 18 Y = Naspers presence
Largest global economies with significant Naspers presence
China 1 361 53 8.3 912 32 Y Y Y Y
India 1 274 18 1.8 47 28 Y Y Y Y
Indonesia 256 27 3.6 16 32 Y
Brazil 205 57 9.8 108 14 Y Y Y Y
Russia 143 69 8.8 63 30 Y Y Y Y
South Africa 53 52 7.1 13 41 Y Y Y Y
Poland 38 67 13.5 29 17 Y Y Y
Ukraine 45 37 2.1 3 19 Y Y Y
Romania 20 52 8.8 3 16 Y Y Y
Nigeria 180 38 2.8 1 16 Y Y
Total share (%) 49 40

Data sources: IDC Internet Database (Q2 2015 version), Euromonitor (2016), International Monetary Fund (2015), and Internet Live
stats for internet penetration (2016).
¡¡Looking ahead
We focus on internet and video entertainment to create value over the medium to longer term for our
shareholders. While we plan to expand our business mainly through organic growth, we are also prepared
to strengthen our position with appropriate acquisitions, subject to a robust evaluation process.
In the year ahead, the focus is on continuing to deliver topline growth while scaling the more established
ecommerce businesses. Naspers will invest in long-term growth opportunities such as ShowMax, letgo and ibibo,
and seek out further new promising models. In video entertainment, the loss of DTH subscribers and falling
currencies in sub-Saharan Africa will have a significant impact on earnings and cash flows. It could take some
time before the plans implemented to reinvigorate growth and cut costs have a positive impact.

How we manage risk

Risk management is integral to the daily operations of
our businesses. As a multinational group with activities
in over 130 countries, Naspers is exposed to a wide
range of risks that may have serious consequences.
While the diversified nature of the group spreads this
exposure, it does add complexity.
¡¡Risk philosophy
Naspers identifies and manages risk in line with international best
corporate governance practice, applying the relevant rules and
regulations.
Management and the board run a process of identifying major risks
in each of the managed business units, using topdown and bottomup
approaches. These are reported to the risk committees of the
respective boards, together with tolerance levels and mitigation plans.
We assess the level of risk we wish to bear, given potential returns.
Major risks from a group perspective are summarised on page 34.
The diversified nature of the group helps spread risk, particularly in
terms of global political and economic instability, market development,
regulatory matters and currency fluctuations. Identifying risk and
developing plans to manage risks are part of each unit’s business plan.
These are assessed biannually by the risk committee and by the board.

How we manage risk (continued)
¡¡Risk policy
The group’s risk profile is based on a formal and planned approach to
risk management. Risk identification, management and reporting are
embedded in business activities and processes.
The group’s risk policy applies to all operations where Naspers has
over 50% ownership and management control. The policy applies to
risks the group faces in executing its strategy, operations, reporting and
compliance activities and is reviewed annually. Some group companies
have specific risk management functions whose output is reviewed by
the Naspers risk committee.
Risk management supports, advises on, formulates, oversees and
manages the risk management system and monitors the group’s risk
profile, ensuring major risks are identified and reported at the
appropriate level in the group.
¡¡Risk framework
The Naspers enterprise-wide risk management (ERM) framework is
designed to ensure significant risks and related incidents are identified,
documented, managed, monitored and reported in a consistent and
structured manner across the group. It is modelled on the COSO
ERM(1) framework, and ISACA’s Risk IT(2) framework for information
technology (IT).
The group’s risk profile is based

(1)
ommittee of Sponsoring Organisations of Treadway Commission: 2004 Enterprise
C on a formal and planned approval
Risk Management – Integrated Framework.
(2)
ISACA: 2009 Risk IT framework (based on COBIT). to risk management.

orte
d
➙ Mo
nit
or
p e
Re
d
Strategic and Regulatory and
➙
➙
operational compliance
Risk
Ident
d
nage
Human Financial and
capital reporting
ifi e d
Ma
➙ Health and safety

➙
D ocu m ented
¡¡Major risks
We follow a process of identifying major risks in each of our managed business units, which includes both topdown
and bottomup approaches. These are reported to the risk committees of the respective boards, together with
tolerance levels and plans for mitigation. The group then assesses the level of risk we wish to bear, given potential
returns. From a group perspective, major risks include:
Our risks How we manage the issue

Competition The group operates in fiercely competitive Significant resources are devoted to analysing competitors,
and technical markets. While new technology threatens the emerging trends in technology and consumer demand, and
innovations future of existing businesses, in ecommerce developing new products and services. We plan to invest in
we also face sector specialists, traditional earlier-stage companies to identify opportunities for our
retailers and new mobile disruptors. We may markets sooner and stay ahead of competitors.
be caught off guard by new technologies or
startups, or by current competitors.


Our risks How we manage the issue
Key management The group relies on individuals with detailed Succession plans are prepared annually, with specific focus on
knowledge of our businesses and markets. recruiting and retaining entrepreneurs, management and
engineers.
Global and The Naspers group operates globally in Although we can hardly change such developments, we
political market markets that are sensitive to political, monitor them as best we can and adjust quickly.
developments
economic and other events that may
influence its activities.
Legislation and The industries we operate in are subject to We are strengthening our regulatory and tax teams, increasing
regulation increasing regulation.The video-entertainment engagement with regulators, improving our relationships and
businesses throughout Africa face growing services to our customers, and strengthening our corporate
regulatory scrutiny and changes in regulation and public communications. We always strive to comply with
are expected, which, if not adequately applicable laws and regulations, and cooperate with regulators
mitigated, could have a significant financial in countries where we operate.
impact. Failure or delays in obtaining or
renewing approvals could also affect the
business. Furthermore, tax authorities around
the world are increasingly questioning the
structures and transfer pricing of international
groups. In some of the countries we operate
in, tax regulation is opaque.
Currency The video-entertainment segment has In 2015 it became clearer that price increases and our hedging
fluctuations and significant input costs in foreign currency, but policy would not be enough to offset this risk if current
repatriation of bills in local currency. It also has cash trapped conditions persist long term. We therefore need to boost
cash in countries such as Angola and Nigeria.The growth and cut costs, including renegotiating content purchase
weakening of the SA rand and sub-Saharan agreements.
currencies over the past year has had a
profound impact on customer growth and
cash flows from this business.
Funding While our balance sheet is strong with We have a broad range of options to fund expansion and a
gearing at 12%, the material change in the fully funded business plan. Furthermore, we are focused on
financial outlook of the video-entertainment reinvigorating growth and cutting costs in our video-
business has an impact on group funding, debt entertainment segment.
capacity and ratings.
Technical The internet is subject to numerous risks, Our businesses aim to manage any identified cyber and other
failures and including technical failure, attacks, viruses and information security risks to levels that are considered
cyber security piracy. Globally, cyber risks and related crimes acceptable and build necessary resilience into systems and
are a growing concern. operations. We also conduct rigorous vulnerability assessments
to identify and mitigate sizeable risks.The video-entertainment
services are mostly delivered to customers via satellite, and any
damage or destruction may disrupt services. Mitigating
procedures range from backup capacity to built-in redundancy.
The cost of each mitigating option is considered against the
likelihood and impact of the risk occurring. In some cases, the
result is that satellites or other key technical components are
unprotected or only partially covered.
For a detailed review of Naspers’s material issues and how we manage these, refer to

Stakeholder engagement
EMPLOYEES
Employee newsletters, surveys,
management briefings and
intranet sites
SHAREHOLDERS AND
INVESTORS
Communication and
engagement through a dedicated
investor relations unit
REGULATORS
Engage with opinion
formers and regulators
to assist in developing
policy
CUSTOMERS
Measure customer satisfaction
using the net promotor score.
Interact with customers by using
social media
INDUSTRY
Participating in industry
groups to develop shared
practices

Stakeholder engagement (continued)
¡¡Stakeholders’ issues and response
Internet
STAKEHOLDERS RESPONSE
CUSTOMERS Most of our internet businesses have adopted the net promoter score (NPS) metric to
measure customer satisfaction. We focus on providing the best experience to all our
customers, whether they are consumers, merchants or partners. On the merchant side,
we are committed to working with upstream and downstream partners to provide
quality solutions for their businesses. We also use customer satisfaction (CSAT) scores to
measure the degree to which our products and services meet customers’ expectations.
REGULATORS We engage with legislators through our public policy teams in each region to operate in
an efficient and positive regulatory environment, and as part of our compliance activities.
Group businesses belong to relevant industry bodies and associations to support the
development of specific sectors.
EMPLOYEES Our most important asset is our people. At heart we are entrepreneurs, so we push
for performance, back local teams and learn from each other.
We aim to be recognised for providing meaningful work, opportunities to learn and

grow, and rewards for a job well done. In this culture we believe our people will be
motivated to achieve by taking personal responsibility for high performance.
Group companies set and communicate targets that are translated into local and
personal goals to ensure everyone understands the bigger picture. We encourage our
teams to discuss performance to enable everyone to learn and grow, supported by
ongoing education and training. We find new ways to listen and engage with our teams
about making Naspers the best place to work at.

Video entertainment
CUSTOMERS The video-entertainment group has a number of points for customer engagement: the
call centre, email, SMS and social media platforms (such as the DStv Forum, Twitter and
Facebook). Customer insights from email research and field trial panels are used in
product development.
INDUSTRY AND The video-entertainment group plays an active and constructive role in the broadcast
BUSINESS industry in the countries in which it operates. In South Africa, as a member of the
PARTNERS National Association of Broadcasters, it raises industry issues with the Department of
Communications, the regulator, the Independent Communications Authority of South
Africa (Icasa), and the parliamentary portfolio committee on communications. It is
represented on the information and communications technology (ICT) policy review
panel assisting the Minister to review legislation governing the sector. In 2016 it
participated in a number of industry workshops and policy-formulation processes and
regularly engaged with suppliers and business partners to develop shared practices.
Investment in local content has deepened, with competitively priced productions that
resonate with our audiences.
SHAREHOLDERS The group holds regular meetings with shareholders and investors to discuss strategy,
AND INVESTORS performance and material issues. It also communicates via presentations (such as the
annual and interim results reports) and annual general meetings.
REGULATORS In South Africa we participate in regulatory processes initiated by Icasa to develop an

environment conducive to the growth of the ICT sector. The group also engages with
opinion leaders and regulators to assist with policy development and is subject to
regulation by the Broadcasting Complaints Commission of South Africa (BCCSA). We
work closely with the BCCSA to ensure compliance as South Africa moves from an
analogue to a digital environment. In the rest of Africa we engage with regulators in the
countries in which we operate.
EMPLOYEES The video-entertainment group uses a number of platforms (from print to electronic and
face-to-face engagements) to interact with employees and keep them informed. In South
Africa the group also has a workplace forum to represent employees’ interests and
interacts with the company. The group communicates with local communities through
its corporate citizenship activities.

Media24
CUSTOMERS Media24’s divisions are active on social media platforms. Editorial teams use Facebook
and Twitter to engage with audiences on topical issues, share and promote content from
their latest print and digital offerings, and test new ideas. Business units conduct client
satisfaction surveys with advertising agencies, readers and digital audiences through
various channels, including customer service call centres and surveys to determine
NPS ratings.
SHAREHOLDERS Media24 keeps shareholders informed of developments by posting the integrated annual
report, publishing provisional and interim reports in local newspapers and online, holding
annual general meetings where shareholders may ask questions, and by updating
company websites (www.media24.com and www.welkomyizani.co.za).
INDUSTRY Media24 is a member of local and international industry bodies and attends regular
meetings. In South Africa these include: participation in the Publishers Support Services
(PSS) (which has replaced the industry body Print and Digital Media South Africa) as well
as engagement with various organisations such as the Audit Bureau of Circulations of
South Africa (ABC), the Print Research Council (PRC), the South African National
Editors’ Forum (Sanef), the South African Publishers Association (Pasa), the Media
Development and Diversity Agency (MDDA), the Association of Independent Publishers
(AIP) and the Advertising Standards Authority (ASA). Novus Holdings is a member of
the Print Industries Federation of Southern Africa (Pifsa) and attends international
industry events to remain abreast of developments.
REGULATORS Print media is regulated by the press code and the ASA. Media24 abides by the codes
and rulings of these regulatory bodies.
EMPLOYEES Media24 is an employer of choice, providing an inspiring work environment. Ongoing

staff engagement includes management briefings and roadshows, weekly electronic
newsletters, workshops, knowledge-sharing sessions on industry topics, an annual
leadership conference and staff surveys. Workplace forums representing employees
regularly interact with management. Media24 invests substantially in leadership training
and development.

Balancing profit, people and our planet

Naspers runs platforms that
package content to create
communities. We connect
people by distributing media
products and conducting
ecommerce. Our products
and services play a
developmental role in
societies where we operate
by employing people,
improving quality of life and
stimulating the economy.
Naspers is not only a business; as a responsible corporate citizen we

give back to our communities. Through numerous projects (see the
sustainability section on www.naspers.com), we touch the lives of
millions of people around the world.
Education is one of our most important contributions to Africa. We
help to improve literacy levels through print and digital media, from
newspapers and magazines to school books and digital ventures,
including social networking.
Naspers is operated as a sustainable business, both in terms of the
Education is one of our most environment and long-term profitability. We view this as a journey, and
important contributions to we endeavour to ensure our values and philosophy demonstrate this.
Africa. The section on non-financial performance (page 64) focuses mostly on
social and environmental projects with more detail on our website.

Poznan, Poland
Balancing profit, people and planet (continued)
By harnessing our global infrastructure and ability to innovate and

adapt in a changing world, we aim to address education, skills
development and environmental sustainability. We hope to improve the
living conditions of our employees, their families and the communities in
which we operate, ultimately balancing profit, people and our planet.
The value-added statement on page 42 illustrates how the group
distributes its earnings and how much it retains for reinvestment.
Naspers has a significant effect on the economy of sub-Saharan
Africa. In the review period, we contributed more than US$800m (or
as much as 25% of the total wealth we created) to local governments
where we operate. This comprises various taxes and skills development
levies and is nearly five times what we pay shareholders in dividends.
In addition, the jobs we create stimulate further economic activity.
In the past year we paid US$1bn (31% of wealth created) to
employees, including salaries, bonuses and benefits, and the cost of
training and participating in group share incentive schemes. We provide
jobs to over 27 000 (2015: 24 000) (excluding joint ventures and
associates) permanently employed people and contribute materially
to the countries in which we operate. We contributed more than
To fund our growth, we rely on investors and finance providers, who US$800m (or as much as
25%
are compensated by dividends, share price appreciation and interest
payments. This accounts for 13% of total earnings distributed. The
remaining 31% has been reinvested to ensure we maintain a sustainable
group.
of the total wealth we created)

to local governments where we
operate

Value-added statement
for the year ended 31 March
Value added is defined as the value created by the activities of a business and its employees and is calculated as
revenue less the cost of generating that revenue. The value-added statement reports on the calculation of value
added and its application across stakeholder groupings. This statement shows the total wealth created and how
it was distributed, taking into account the amounts retained and reinvested in the group.
31 March 2016 31 March 2015 %

US$’m US$’m change
Revenue 5 930 6 569 (10)

Cost of generating revenue 3 975 4 345 (9)
Value added 1 955 2 224 (12)
Income from investments 1 329 1 535 (13)
Wealth created 3 284 3 759 (13)
Wealth distribution:
Employees
Salaries, wages and benefits 1 015 1 131 (10)
Providers of capital 432 399 8
Finance cost 292 247 18
Dividends paid 140 152 (8)
Governments
Total tax paid 813 939 (13)
Reinvested in the group 1 024 1 290 (21)
Depreciation and amortisation 278 296 (6)
Other capital items (115) (103) 12
Retained earnings 861 1 097 (22)
Wealth distributed 3 284 3 759 (13)
Value-added statement Value-added statement

US$’bn US$’bn
Reinvested in the Tax paid to Reinvested in the Tax paid to

group governments group governments
31% 25% 34% 25%
2016 2015
31% 13% 30% 11%

Employees Providers of capital Employees Providers of capital

Performance
review
Performance review
¡¡Financial review
As announced on 18 April 2016 and in view of the growing international

spread of its business, the group has changed the presentation currency
for financial reporting purposes from South African rand (SA rand) to
United States dollar (US dollar). These are the group’s first results
reported in US dollar.
Revenues grew 6% (22%) to US$12.2bn, driven by growth from
Tencent (www.tencent.com) and from ecommerce on the back of
revenue growth in classifieds, travel and etail. Consolidated revenues were
US$5.9bn – down 10% year on year – primarily due to the impact of
currency translation. Excluding the currency translation, as well as the
impact of acquisitions and disposals, consolidated revenues improved 11%.
Development spend, measured on an economic-interest basis, was
stable at US$961m, while consolidated development spend reduced
14% to US$708m. Classifieds development spend, excluding investment
in new markets through letgo, declined by a meaningful US$59m,
DTT development spend in the video-entertainment segment reduced
US$143m and consolidated etail platforms development spend
dropped US$26m, as all three businesses continued to increase
monetisation and scale. New areas of investment include: ibibo’s hotels
offering; building new classifieds markets (primarily the US) via the
mobile app-only letgo platform; ShowMax; and developing consumer-
facing offerings in PayU. Together these accounted for development
spend of US$192m. Losses in our equity-accounted etail investments
widened by US$68m as they build their platforms and grow revenues
The group has changed the to outpace competition.
presentation currency for Trading profit increased 18% (38%) to US$2.2bn, driven by
expansion of 39% (43%) in the group’s share of Tencent’s trading profit.
financial reporting from SA rand Lower losses in classifieds and DTT, combined with ibibo’s air-travel
to US dollar. business turning profitable and a reduction in PayU’s PSP losses as it
scales, also boosted growth. These positives were offset by new

Performance review (continued)

¡¡Financial review (continued)
investments discussed above and a decline in video entertainment’s

profitability. With significant US dollar costs, local currency revenues
and a loss in sub-Saharan DTH customers, trading profit in the
video-entertainment segment declined 17%.
IFRS operating profit declined from a positive US$161m to a
negative US$177m in the current year, mainly due to the effects
of currency weakness in the video-entertainment segment and
impairments, as discussed below. The group’s share of equity-accounted
results was 13% lower at US$1.3bn, largely due to one-off gains of
US$498m in the prior-year figure. In the current year, the group’s share
of equity-accounted earnings includes one-off gains of US$251m and
impairment losses of US$180m recognised by our associates and joint
ventures. The contribution to core headline earnings by equity-
accounted investments, adjusted for these capital items, was up
25% to US$1.6bn.
The group recognised impairment losses of US$251m during the year, Revenues grew 6% to
including US$53m relating to Nigerian equity-accounted etail investment,
US$12.2bn
Konga. As reported in the first half, the group wrote off US$140m on its
Brazilian online comparison shopping (OCS) business, Buscapé, which
faced headwinds. As announced in February 2016, the group waived the
preference share debt owed by Welkom Yizani Investments, the largest
black economic empowerment structure in the South African print media
industry.This gave rise to an impairment of US$29m.
The group’s Czech etail and ecommerce business, Netretail,
and OCS platform, Heureka, were classified as held for sale on
30 September 2015. At year-end, the group recognised a writedown
to fair value less costs of disposal of US$88m for Netretail.The sale of
these businesses was subject to regulatory approval as at 31 March 2016.
Subsequent to year-end, approval was received for the Heureka sale and
we consequently recognised a gain on disposal of approximately US$61m.


¡¡Financial review (continued)
Net interest expense on borrowings rose 19% to US$170m due

to increased interest obligations after the US$1.2bn bond issued in
July 2015.
Core headline earnings increased by 21% (49%) to US$1.2bn on the
back of Tencent’s contribution.
Consolidated free cash outflow of US$38m was recorded, marginally
higher year on year. Lower capital expenditure in the video-
entertainment business, a US$118m reduction in development spend
and higher dividends from associates were offset by weaker cash flow
from the sub-Saharan Africa video-entertainment business.
Following the US$2.5bn equity raise in December 2015, consolidated
net gearing dropped to 12%. Some US$1.2bn of the proceeds was used
for the acquisition of a controlling stake in Avito.
Significant acquisitions
Details of significant acquisitions appear in the summarised consolidated
annual financial statements under business combinations and other
acquisitions (page 129).
Summarised consolidated annual financial

statements
The summarised consolidated annual financial statements appear on
pages 116 to 140 of this report. The complete consolidated annual
financial statements for the year ended 31 March 2016 are on our
website, www.naspers.com.
Core headline earnings

increased by
21%
to US$1.2bn


¡¡Five-year review
US$’m 2016 2015 2014 2013(2) 2012(2)

Income statement items,
including equity-accounted
investments on an economic-
interest basis
Revenue 12 224 11 541 9 919 8 976 7 628
Trading profit 2 246 1 901 1 536 1 675 1 587
Statement of financial position
on a consolidated basis
Total assets 16 723 12 936 12 213 11 180 10 598
Total equity 10 654 6 903 6 477 6 047 6 464
Total liabilities 6 069 6 033 5 736 5 133 4 134
Other information
Development spend(1) 961 953 781 503 381
Core headline earnings per share
(US cents) 298 255 216 259 250
Dividend per N ordinary share
(SA cents) (proposed) 520 470 425 385 335
Weighted average number of
N ordinary shares (’000) 417 575 403 576 395 078 385 064 375 653
Notes
(1)
(2)
Translated from SA rand into US dollar at the average exchange rate for the relevant year.


¡¡Operational review ¡
Internet
Revenue* US$’m
IFRS: +18%
LC: +31% 10 000
Internet
8 000
Naspers operates platforms that offer customers fast,
6 000 intuitive and secure environments to communicate,
4 000
entertain and shop. Our ecommerce services span
general and vertical classifieds, B2C, specialised online
2 000
services such as travel and food delivery, and payments
2015 2016
0 platforms. In the Naspers Ventures unit we acquire and
operate disruptive platforms. The internet segment
EBITDA* US$’m
benefited from good growth in Tencent and ecommerce
IFRS: +32%
to deliver revenues of US$8.2bn, up 18% (31%) year on
2 000
year. Trading profit was 38% higher at US$1.6bn.
1 500
Listed investments
Tencent
1 000
Tencent again performed well in an increasingly competitive environment
in China. Through new and expanded services and the excellent
500
management of Pony Ma, Martin Lau and their teams, it remained
2015 2016 the largest platform operator in China.
0
In the past year the internet contributed to daily life in China even
more, facilitated by an ongoing transition from desktop PC to mobile.
Trading profit* US$’m Messaging and social networking continued to account for the highest
IFRS: +38% time spent on smartphones, while search queries have now moved
LC: +44% 2 000 primarily to mobile. Online shopping became increasingly widespread,
especially in lower-tier cities, and ecommerce transaction volumes
1 500 showed healthy growth rates. Online advertising activity shifted decisively
from PC to mobile. Users proved increasingly willing to pay for digital
1 000 content such as movies, television series and music.
Weixin/WeChat (the mobile communication, social and commerce
500
platform), QQ Instant Messaging (QQ IM) and QZone (the social
network) anchored Tencent’s leadership in social networking and
2015 2016 communication in China. By the end of March 2016, combined monthly
0
active users of Weixin and WeChat reached 762m, up 39% year on year.
* Including associates and joint ventures QQ IM and QZone increased the number of monthly active users on
on a proportionate basis.
LC = local currency. mobile devices to 658m and 588m respectively. Weixin maintains its
strong market position through richer functionality and by connecting


¡ Operational review ¡
Internet (continued)
more third-party services to meet the daily needs of its users. It is now
one of the key distribution platforms in China for online-to-offline
(O2O) services, including search for local restaurants and services, meal
delivery and on-demand transportation. Mobile QQ is following Weixin
in developing a similar open-platform strategy.
The mobile games market in China grew rapidly in the past year,
becoming the largest of its kind globally. Tencent continued to lead the
mobile and online games market. Mobile remains a key growth driver
for the online advertising market, particularly in search, video, news and QZone increased the number of
social platforms. Advertising on Tencent’s social platforms, including monthly active users on mobile
Weixin Moments, Weixin Official Accounts, QQ and QZone, drove
excellent growth in advertising revenues. Mobile also brought dynamic devices to
658m
evolution to payments and internet finance. The explosive rise in social
payments drove the growth of Weixin and QQ payment services. As
example, gifting digital red envelopes via Weixin Pay has become a
major tradition during the Chinese New Year, with a record RMB8bn
worth of red envelopes sent via this platform on New Year’s Eve – an
eightfold increase on the year prior.
Revenues for the year were RMB102.9bn, up 30% annually.
Non-GAAP profit attributable to shareholders (Tencent’s measure
of normalised performance) grew by 31% to RMB32.4bn. Online
value-added services revenue rose 27% to RMB80.7bn and advertising
revenue was up 110% to RMB17.5bn. During the year Tencent
continued to invest aggressively in existing services and new areas,
including video, finance, cloud, payments and healthcare.
Tencent is listed on the Hong Kong Stock Exchange and extensive
information is available on its website, www.tencent.com.
Mail.ru
Mail.ru offers leading platforms in Russia for gaming, social networking,
email, portal, search, instant messaging and online finance. Russia is the


sixth-largest internet population globally, with a user base of 103m

increasingly accessing the internet via mobile devices.
Mail.ru continues to build internet and mobile products and services in line
with its ‘communitainment’ strategy, with mobile daily users of its leading social
network platforms,VKontakte and Odnoklassniki, exceeding those on desktop
for the first time. Mail.ru’s My Target programmatic ad platform has opened up
the mobile advertising market in Russia and is recording strong growth rates,
especially mobile and VKontakte.
Mail.ru is expanding internationally with a range of communication tools
and entertainment products. Building on its position as the largest platform in
Russian online gaming, a key new gaming title, Armored Warfare, was released
in Europe, North America and Russia.
Total revenue for the year was up 11% to RUB36.3bn. Advertising
contributed 40% of the total with revenues of RUB14.7bn, up 19% year on
year. While brand advertising declined slightly, target and web contextual ads
grew 62% and 46% respectively. Massively multiplayer online (MMO) games
revenues grew 6.3% compared to the previous year to RUB8.95bn, driven by
the continued success of Skyforge and Armored Warfare. Community internet
value-added services (IVAS) revenues increased 5.4% in 2015 to RUB12.5bn.
Mail.ru’s depository receipts are listed on the LSE. Further information is
available at www.corp.mail.ru.
Ecommerce
Naspers has a broad portfolio of ecommerce businesses organised by
functional lines, including classifieds, B2C, payments and other specialised online
Revenue split services.This focus allows us to move faster and build scale more rapidly, while
enabling the businesses to share knowledge, technology and expertise more
Other effectively. This segment recorded a bright year. Revenue grew 6% (24%) to
Travel 3% Etail US$2.6bn.
3% 62% Ecommerce is a strategic area of expansion and we are investing in our
platforms to build leadership and scale, deliver superior customer experiences
and expand the market.
2016 Given the differing stages of maturity, timelines to monetisation and the
nature of the various ecommerce models, most ecommerce revenues are
currently generated from the B2C businesses. A number of ecommerce
businesses are still in early stages. We are making investments in these
businesses, particularly in our classifieds, B2C and travel operations, to drive
8% 13%
Classifieds Marketplaces growth, improve our products and customer experience, and expand the
5% 6% group’s geographic footprint. We will continue to invest in these businesses
Payments Naspers ventures in future.


B2C Classifieds
Focusing on attractive growth markets
OLX is a
Etail leader across
1.7
growth
Nine companies, markets
bn
17
40+ countries monthly
markets visits
#1 in almost all businesses

Travel
Marketplaces goibibo: #1 in hotel booking
3.7m transactions – growing at
429% year on year
redBus: #1 in bus ticketing –
growing 59% year on year
iFood:
More than
Allegro #1 in Poland
Payments
800 000
orders per month
One brand, 16 markets

250+ payment options
100 000 + Measures and analyses

5m apps and
merchants 80m websites

Consumer to consumer (C2C)

Classifieds
Strong progress was made across our markets, while managing to reduce spending levels as we faced fewer competitive
battles and business matured.The global footprint expanded by entering a new exciting market.The Classifieds portfolio
now comprises 40 markets with 34 leading positions, 10 of which are being monetised.
We continue to invest through acquisitions where there is opportunity. In the financial year 2016, Naspers increased
its investment in the Russian classifieds leader, Avito, to a majority stake.
Mobile remains a priority. During the year we invested in letgo, an app-only classifieds offering that is already capturing
share in exciting markets such as the US.
Fuelled by a focus on strong execution, market share increased in most countries. We are also establishing ourselves
as the global leader in classifieds by creating adjacent verticals to our leading horizontal positions in key markets. Led by
industry veterans, Stradia (auto brand in India) and Storia (real estate brand in Indonesia) launched in the last fiscal
quarter.
The Classifieds team continues to create a global technology platform adapted to local needs.The aim is more speed
at higher quality than any other platform, making the OLX group the industry benchmark.
As part of an ongoing initiative to transform OLX into the world’s largest C2C marketplace, we completed
rebranding to OLX by converting all the group’s Middle Eastern/North African platforms from dubizzle to OLX, except
for the UAE where we serve dual branding.
Global
footprint
40
COUNTRIES
20+
OFFICES
2 000+
Mobile leadership Scale EMPLOYEES
35bn+
#1 app 4.3+ 1.7bn+ MONTHLY PAGE
20+ COUNTRIES (1) APP RATING MONTHLY VISITS
VIEWS
Note:
(1)
Google play store; shopping/lifestyle categories
Excludes letgo, includes associates on a proportionate basis


Business to consumer (B2C)

B2C covers nine companies in 17 markets across four continents.
Allegro Group
Allegro had a successful year and reported solid results. It accelerated
growth rates for gross merchandise value and revenue while maintaining
strong margins in its core business. Particularly, the B2C business is growing
faster than the market. For the first time Allegro complemented its B2C
business by selling directly to customers (first party) to fill supply gaps and
set expectation levels for pricing and service delivery to its marketplace
sellers (third party).
Allegro has also added a new revenue stream – advertising. Clients are
either brands or marketplace sellers in various formats, leveraging Allegro’s
highly frequented platform without compromising the overall user
experience.
eMAG
eMAG is a clear market leader in its home market of Romania. Margins have
improved by expanding marketplace services (third party) and private labels,


while increased scale has generated better leverage in headcount and

marketing-related cost. This will support future profitability, first in
Romania and then at group level.
eMAG has also expanded into nearby growth markets where it can
take advantage of its brand, platform and delivery capabilities.
Flipkart
Flipkart is widely regarded as the ecommerce pioneer in India. In
addition to growth and scale, it has concentrated on driving use of its
mobile app. As a result, Flipkart has mobile market share of over 50%
with more than a third of Indian Android users having installed its app,
according to SimilarWeb.
At the same time, Flipkart has accelerated its third-party marketplace
business. The Indian market has enjoyed hyper growth in recent years and
is expected to become the second-largest ecommerce market in the
world over time. This has generated a competitive environment, with
Flipkart competing mainly with Amazon India and Snapdeal for market
share.
Souq
Souq is a market leader in the Middle Eastern/North African region, with
the UAE and Saudi Arabia accounting for the largest share of revenues.
Revenue growth remains good on the back of the high mobile share of
transactions, combination of first-party and third-party offerings on the
site, and enhanced own last-mile delivery services to customers. The
business is focused on maintaining its leadership and growth while driving
operating efficiencies.
Takealot
Takealot has become a market leader in South Africa. The business
is growing fast and gaining online market share. As the domestic
ecommerce market is still at an early stage, the focus is to further
mature and scale this business.
Flipkart has mobile market share
Konga
of over 50% with more than a
Nigeria faced a tough macroeconomic environment in 2015 due to the
third of Indian Android users impact of falling oil prices and currency, fuel shortages, as well as political
having installed its app, according unrest in the north. Konga is accordingly refining its strategy by promoting
to SimilarWeb. third-party marketplace services, focusing on key cities and early adopters
of online shopping.


Markafoni
Markafoni operates a leading online fashion retailer in Turkey, which started
as a flash-sales site of off-season products. The business is focusing on
increasing its in-season selection of branded products and offering more
convenient ways for customers to receive their orders.
Travel
ibibo Group has emerged as the online travel market leader in India in
terms of transactions, focusing mainly on bus, air and hotel platforms. Hotel
has been a key investment focus given the size of this market and online
disruption potential. Based on a technology-orientated and service-
orientated strategy that ensures best selection at good prices, the resulting
growth has allowed ibibo to take a leadership position against incumbents.
In bus ticketing, redBus maintains its leading share in a market
characterised by network effects and fragmented bus operators. Based
on its success in India, redBus is expanding internationally, starting with
Singapore and Malaysia.
Payments
US$11bn
Total processed volume
US$3bn
Total processed volume
55% operational growth
US$2bn
Total processed volume US$1bn
15% operational growth Total processed volume
55% operational growth
• Global footprint
Rio de Janeiro, Brazil

The payments segment was built through organic growth and selective
acquisitions. It now operates under one global brand, PayU, and is
PayU is present across present across 16 countries and organised in three main regions:
16
Latin America, Europe, Middle East and Africa (EMEA), and India.
Its main competitive advantage is to serve online merchants through
local payment platforms, enabling a large and unique choice of local
payment types (250+ payment types) used by consumers and simplicity
of integration.
PayU serves a large number of small online businesses, as well as
some of the most sophisticated brands in select geographies.
countries and organised in three
main regions: Latin America, Naspers Ventures
Naspers Ventures partners with entrepreneurs to build leading
EMEA (Europe, Middle East and technology companies in high-growth markets. We identify companies
Africa), and India and founders with high potential and the ambition to scale globally,
quickly impacting the communities where they operate and providing
them with tailored support that enables them to be leaders in their
chosen markets.
Naspers Ventures leverages the global reach, knowledge and
resources of Naspers, one of the largest technology investors in the
world, to enable an environment that helps entrepreneurs build, grow
and scale their businesses. With in-depth experience in more than
130 markets and countries around the world, the Naspers Ventures
team thrives on the unconventional and unprecedented to do what
it takes to help its companies succeed.


Movile
Movile operates a wide range of mobile services in Latin America and is
selectively expanding into other global markets. Its growing core mobile
carrier-related value-added services business geographically spreads
across the South American continent.
Movile focuses on B2C-orientated smartphone app-based services,
especially in the online-to-offline (O2O) mobile segment in Latin
America:
■ PlayKids is a mobile app for children up to age of seven that was
spun off from the value-added services business and expanded

globally.
■ iFood is the online food-delivery market leader in Brazil and Mexico,
and expanding across Latin America.

Movile continues to expand its footprint in other mobile O2O
services, including mobile entertainment ticketing service, Ingresso
Rápido, and logistics and same-day delivery services, TruckPad and
Rapiddo.
SimilarWeb
SimilarWeb.com is a free web ranking and competitive analysis tool.
The platform is based on data technology that includes traffic and
user-engagement stats for websites and mobile apps. Given the
importance of data analytics in our broader portfolio, SimilarWeb
measures and analyses over 3m apps and 80m websites, providing
deep insight into traffic flows and consumer behaviour in the mobile
and web-based online world. In the past year SimilarWeb added
product functionality, including user-engagement metrics for apps
in multiple markets.


¡¡Operational review
Video entertainment
¡
Revenue* US$’m
IFRS: -11%
LC: +10% 4 000
Video entertainment
3 500
3 000
Given the headwinds across most of sub-Saharan Africa,
2 500
2 000
mainly due to the rout in commodity prices, coupled
1 500 with severe currency weakness, the video-
1 000 entertainment business faced a challenging year.
500
2015 2016
0 Weak local currencies across key markets, coupled with increased
competition for content, have affected the cost base and therefore
EBITDA* US$’m profitability. We bill customers in local currency which exacerbates
-13% the net negative impact of currency weakness against the US dollar
1 000 (the greater proportion of our costs are US dollar denominated).
To counter this, we were forced to increase subscription prices, but
800 in an environment of shrinking real disposable income, price increases
have resulted in heavy customer losses across most of our key markets.
600
A net 38 000 new DTH customers were added to the base. The
400 DTT base grew by 147 000 customers, bringing the closing DTT and
DTH base to 10.4m customers.
200
Robust strategies have been implemented to boost growth and
2015 2016 expand the business over the longer term, by increasing value and
0
focusing on our goal of building the leading video-entertainment business
in Africa. At the same time, there is a focus on reducing costs through
Trading profit* US$’m
monitoring of non-performing content and non-value-adding activities.
IFRS: -17%
LC: +25% 800
Innovation and customer service
700
Making content available to our customers anywhere, anytime is key to
600
our long-term growth. We remain focused on developing and enhancing
500
innovative products and delivering great local and international content
400
on multiple platforms.
300
Our flagship DStv Explora remains a key differentiator and is available
200
to customers at increasingly competitive prices. BoxOffice is now
100
2015 2016 available in 16 territories across Africa, while the Express from the
0
US service, which makes content available at the same time it is first
* Including associates and joint ventures broadcast in the US, is growing in popularity. The DStv Catch Up
LC = local currency.
offering has been improved. Similarly, the connected Explora ensures


Video entertainment (continued)
Our African footprint

“A world of entertainment, anywhere, anytime”
MAURITANIA MALI
NIGER CHAD SUDAN
SENEGAL
KINO
BURFASA
GUINEA
NIGERIA
CÔTE ETHIOPIA
D’IVOIRE GHANA CENTRAL AFRICAN SOUTH
REPUBLIC SUDAN
CAMEROON
UGANDA
KENYA
GABON CONGO
DEMOCRATIC
REPUBLIC OF
THE CONGO
TANZANIA
Joint ventures The DTT base grew by 147 000

Franchises ANGOLA customers, bringing the closing
Agents ZAMBIA E
Own operations ZAM
BIQ
U
DTT and DTH base to
10.4m
ZIMBABWE MO
NAMIBIA MADAGASCAR
BOTSWANA
SOUTH
AFRICA
customers


customers have access to a more extensive library of the latest content.

The DStv Now and SuperSport apps have enhanced their search
capabilities and introduced a recommendation engine. The value added
by these apps, such as improved bit-rate technologies and download
functionality, has made them compelling to customers. The launch of
ShowMax added greater depth to our customer offering and further
boosted the anywhere, anytime proposition.
Customer retention, customer service and general cost control
remain key focus areas going forward.
Content
SuperSport strengthened its position as a world-class sport-content
JHB 48655/OJ
provider and entertained customers with investments in local and

As seen on DStv
international content on all platforms throughout our broadcast

RUGBY WORLD CUP 2015.
territories. Sport enthusiasts enjoyed the production and broadcast
ALL 48 GAMES LIVE IN HD ON SUPERSPORT. of top events, including the 2015 Rugby World Cup, 2016 ICC World
Only SuperSport can ensure you don’t miss a minute of the heart-racing action
with a dedicated 24 hour rugby channel, live streaming on the SuperSport App,
supersport.com and DStv Now. Plus you get 6 magazine shows to help you keep
pace with the Tournament action.
Twenty20, All Africa Games, Cosafa Cup and Copa America. SuperSport
#SSRUGBY
The Event Mark is protected by Trade Mark and Copyright. TM © Rugby World Cup Limited 2008 – 2015. All rights reserved.
remains the biggest funder of sport in Africa and continues to invest in

local sport leagues at all levels.
Sport enthusiasts enjoyed the M-Net continues to carry great local and international content.
In response to the growing popularity of reality format shows like The
production and broadcast of top
Voice and Idols, and M-Net’s own shows such as Our Perfect Wedding
events, including the 2015 Rugby and Date My Family, regional versions of these shows are also being
World Cup, 2016 ICC World produced. In territories where we operate, we continue to invest in
Twenty20, All Africa Games, production facilities and partner with local production houses.
Investment in local content has deepened, with competitively priced
Cosafa Cup and Copa America.
productions that resonate with our audiences.


Regulatory
Video-entertainment operations are regulated by relevant bodies across
the continent. Various competition and consumer investigations are
under way and the companies continue to cooperate with regulators.
Regulations are under constant review and we regularly engage with
authorities, whom we consider key stakeholders. The businesses
continue to face regulatory pressure. The Eutelsat 36C satellite was
successfully launched on
Competition
The competitive landscape is fluid, and video consumption on mobile 24 December 2015, providing
platforms continues to grow. This year, various over-the-top (OTT) new capacity to MultiChoice
players entered the territories in which we operate, while aspiring
Africa
international groups with large budgets continue to explore investments
across Africa. Regional competitors with sizeable local-content budgets
have also emerged. In response, MultiChoice is expanding its delivery
platforms and improving its products and services.
Business continuity
The Eutelsat 36C satellite was successfully launched on
24 December 2015, providing new capacity to MultiChoice Africa.
This marks an investment to improve infrastructure and allows us to
provide extended services to our customers.
An additional satellite for MultiChoice South Africa will become
available in December 2016. This will further enhance the DStv service
through the addition of more content or channels.


ShowMax
ShowMax is the Naspers group’s SVOD service. It was launched in
August 2015, and offers a comprehensive selection of movies and
TV series from leading Hollywood studios, as well as local African
shows produced on the continent.
Customers are able to watch ShowMax on mobile devices such
as smartphones and tablets, on laptops as well as smart TVs and
other media players. Customers are able to download content to
their smartphones or tablets to watch on the move or when they
do not have an adequate internet connection.
Despite the short-term challenges of a suboptimal broadband
infrastructure in key markets, after seven months, we have created
a recognised brand in the South African market that has already
become part of popular culture.


Media
Media Revenue*
IFRS: -20%
LC: -2%*
US$’m
800
700
600
Media24 delivered a solid financial performance despite 500
a decline in print media advertising and circulation 400
300
revenues due to structural shifts in the industry and
200
a weak South African economy. Savings in the mature 100
print publishing operations lifted the overall trading 2015 2016
0
performance, and several initiatives are under way to
further reduce the cost base and improve efficiencies. EBITDA* US$’m
In parallel, the Media24 group continues to invest to build momentum 60

in its growth portfolio comprising digital media through 24.com, its
50
efashion business, Spree, and online job classifieds platform, Careers24.
In the past year, 24.com realigned its digital media operations for 40
commercial and product focus, especially for mobile. Accelerating the 30

migration of audiences and advertisers onto digital platforms is key to
20
Media24’s future – mobile web and apps now account for roughly 80%
of traffic and 70% of page views across 24.com’s publishing network. 10
2015 2016
0
Trading profit* US$’m

IFRS: +32%
LC: +59%* 30
25
20
15
10
5
2015 2016
0
* Including associates and joint ventures

LC = local currency.


¡¡Non-financial review
¡¡Sustainable investment
Sustainable development and economic, social and
environmental protection are global imperatives that
present both opportunities and risks for business. As
a leading media company, Naspers is positioning itself
to meet these challenges.
As our business expands, we aim to contribute to the

communities in which we operate; develop our own
people; contribute to economic prosperity; and
minimise our impact on the environment. In formulating
this policy, we analysed areas where the group can
contribute to sustainable development in the markets
in which it operates.
Think local, employ local, back
Source: Sustainable development policy.
local. We endeavour to employ
local citizens in the countries in As a for-profit organisation, Naspers invests in developing its business to
which we operate to empower provide useful products and services to its customers and a sustainable
return to investors. Flowing from these activities, we invest in countries
the communities where we have
where we operate by creating demand for local suppliers, employing
a presence. As a result, we drive people and contributing to the community via direct and indirect taxes.
for diversity and support The group operates in different communities, each with unique
initiatives such as black challenges. Understanding that our products and services directly
impact local societies, each business aims to make a difference to its
economic empowerment.
community by contributing in line with its strengths and know-how.


¡¡Non-financial review (continued)
For example, the print and video-entertainment segments have a

rich history of contributing to the arts, culture, education, sport and
industry academies and bodies. The ecommerce businesses are
actively engaging online and offline communities in various projects
supporting education, community initiatives, sustainable
transportation, ecology and healthy living.
For a detailed review of our initiatives, refer to the sustainability
section at www.naspers.com.
Focus areas
Ongoing educational initiatives include:
■■ SuperSport provides leadership development and scholarships for
academic studies.
■■ The M-Net Magic in Motion Academy: Launched in 2014, the M-Net
Magic in Motion Academy aims to develop young South Africans in

the film and TV industries by selecting top-performing graduates for
a 12-month internship. They receive on-the-job training and get the
34
opportunity to work with some of the country’s most experienced
producers. The first group of 12 interns graduated in March 2016,
and in the year ahead, 20 interns will be attending the academy.
■■ Media24 provided several bursaries to students to complete their
honours degrees in journalism in South Africa, sponsored two

talented black female employees to complete their master’s degrees
in journalism at Columbia University and offered 34 internships
to graduates in journalism, commerce, computer science and
multimedia. The Media24 Academy and News division also provided
digital media training to 200 members of the Association of
Independent Publishers. internships offered by
Media24 to graduates


The Let’s Play Schools Physical ■■ The eMAG Foundation aims at investing in education in Romania
supporting teachers and students to improve their performance.
Education Challenge involved eMAG strongly believes in supporting the sustainable development
more than of Romanian society through investment in education and research.
403 000
Contributing to our communities
MultiChoice is active in communities across Africa, particularly
initiatives that deal with societal concerns. During the financial year, it
invested over R56m in targeted initiatives. An example is SuperSport’s
children Let’s Play, now in its 11th year. Let’s Play encourages primary school
children to participate in sport to counter the rising trend of young
children adopting unhealthy adult social habits (inactivity, smoking,
alcohol and drug abuse). This philosophy of good corporate citizenship
and contributing to African economies is also evident in ongoing
investments into the TV production and sport sectors with M-Net
and SuperSport focusing on local content across the continent.
SuperSport, in partnership with the Department of Basic Education,
Sport and Recreation South Africa, the Physical Education Institute
of South Africa and Unicef SA, launched the biggest school sport
initiative of its kind – the Let’s Play Schools Physical Education
Challenge. The challenge was targeted at 10- and 11-year-old children
and reached 477 primary schools. It involved more than 403 000
children and was part of the 10-year anniversary celebrations of Let’s
Play (Let’s Play celebrated its 10th birthday in November 2015).
The MultiChoice Diski Challenge is a football-focused programme
in South Africa that includes a tournament for the reserve Premier
Soccer League clubs, life skills and leadership development for young
players, a broadcasting internship and scholarships for players and
production interns, as well as an opportunity for community television
channels to broadcast Diski matches for free. Our aim is to help
create a new breed of football players and broadcasting professionals,
while bringing the best sport entertainment to customers’ screens.
The second season of the MultiChoice Diski Challenge started in
September 2015 and built on the success of the inaugural season
(where 41 players were promoted to the first teams of their
respective clubs). Season 2 was expanded into a one-round league
with 120 matches. This move bolstered the competitiveness of the
league and saw 523 players taking part in the reserve league. A total
of 36 production interns got the opportunity to work in the field as


part of a live broadcast crew. These talented youngsters helped

broadcast 44 matches live on SuperSport and community television
channels. The crew included two female camera operators and
15 women who fulfilled various key roles. Eleven players across the
various teams took part in the U23 national team and were chosen to
represent South Africa at the Olympic qualifiers where they qualified
for the 2016 Olympic Games.
M-Net’s Magic in Motion Academy welcomed 12 interns in
March 2015. The academy is developing talent and equipping
promising young people with skills, knowledge and practical
experience in the film and TV industries. At the end of the year each
intern receives a commissioning brief from M-Net to produce, in
conjunction with their production company, their first production.
Graduate students have the opportunity to showcase their work at
film festivals and win an international scholarship in film production.
In 2016 we launched the M-Net Magic in Motion Film Academy.
Designed to bridge the gap between theoretical knowledge and
practical implementation, the academy is focused on delivering highly
employable professionals into a rapidly growing industry. In addition
to on-the-job training, they were tasked with creating, producing and
directing movies for broadcast on the Mzansi Magic channel, ensuring
that what they learnt, was put into practice. They produced four
feature films – ILizwi, The Ring, Forgotten and #LIT – which received
great reviews.
Media24’s social responsibility initiatives, totalling R60m in the
review period, are focused on education, digital media training and
enterprise development. It continues to play a meaningful role in
developing independent publishers of community titles. Apart from
the digital media training provided to 200 independent publishers,
Media24 ran a training and internship programme for black journalists
with disabilities in partnership with the NGO ThisAbility. The group
supports digital education in communities through four Via Afrika
Digital Education Centres, refurbished shipping containers fitted with
Android tablets and preloaded with the latest educational
programmes, apps and textbooks developed by educational publisher
Via Afrika. All the primary school training centres offer free or
sponsored internet connectivity. Data and educator training is also
provided. Numerous initiatives are also supported by the in-house
programme Volunteers24 through which staffers can give back to
their communities.


CASE STUDY:
WeCan24
WeCan24 (www.wecan24.co.za)
is Media24’s flagship corporate
social responsibility (CSR) project.
It is a national online news
network for schools.
Via Afrika Digital Education Centre (refurbished shipping containers)
Through the project, Media24 provides digital training to teachers and learners with a keen
interest in the media industry and give them the necessary tools and skills to set up their own
digital school news websites.
In the past year WeCan24 trained more than 1 000 learners and 500 teachers and reached
nearly 350 schools. It also arranged numerous opportunities for WeCan24 cub reporters to
interview South African newsmakers and celebrities.
The project is steered by Media24 and rolled out by the group’s enterprise development
partners Clothes to Cash Exchange and ForwardFund. Our partners arrange WeCan24 training
sessions with teachers and learners at schools in all nine provinces in South Africa and identify
networking opportunities with key provincial and national governmental and industry partners.
Media24 employee volunteers present on a wide range of topics at all the training sessions.
Our experts include journalists, editors, marketers, photographers and designers.
The programme’s key outcomes are to:

¡ provide digital media training on a large scale
¡ entrench citizen journalism in society
¡ position Media24 as the leader in providing free digital training to under-resourced schools
and teachers
¡ position journalism and the media industry as attractive career options for young South
Africans, and
¡ encourage small business development through our enterprise development partner Clothes
to Cash Exchange.


Allegro All For Planet Foundation is focused on ecology,

sustainable transportation and a healthy lifestyle. Ride for Kilometers is a
flagship project of the foundation that was held last year for the fourth
consecutive year. Uniquely, it encourages local communities to compete
– by simply riding a bike and collecting kilometres – for foundation-
branded bike racks installed in their cities. So far more than
1 000 colourful bike racks have been installed in more than
100 locations across Poland. In 2015 participants collected a total of
3 700 000km. Employees take part too, and this year they collectively
rode 57 000km, with the winner covering 3 700km in just one month.
The video case study can be seen at: https://vimeo.com/142257576.
Allegro actively contributes to the growth and development of
technology skills in Poland. It coorganises external events such as
Atmosphere, holds technological meetings at its offices (JUG, ADG,
Startup Weekends) and supports Polish universities by teaching
technology to the younger generation (eg in Poznań, Warsaw and
Krakow). Finally, Allegro focuses on the education of the youngest by
organising regular software development classes (CoderDojo) and
cooperating with the Children’s University located in Krakow.
Tencent Foundation was established in 2007 and was the first charity
foundation set up by a Chinese internet company. The charity platform
operated under the Tencent Foundation is one of the largest public
donation platforms in China. As of 31 March 2016 more than 62m
donations among Chinese internet users were made via the charity
platform, with the total amount of charitable giving exceeding RMB1bn.
As of 31 March 2016 Tencent and Tencent employees have donated
over RMB1.7bn to the Tencent Foundation, supporting various
charitable and philanthropic causes.
Responding to the corporate call ‘to be the most respected internet
company’, Tencent employees founded the Tencent Volunteers’
Association. Currently, Tencent has a volunteer force of more than
4 500 employees. Tencent volunteers are always participating in
charitable and philanthropic activities in a variety of areas, including
education, poverty relief, disability aid and environmental protection.

Johannesburg, South Africa

Transformation in South Africa

It is important for Naspers to ensure it complies with local legislation
and its workforces reflect local demographics. Naspers respects the
dignity and human rights of individuals and communities wherever it
operates. We aim to make a positive and enduring contribution to the
social and economic development of South Africa, and recognise the
role we can play by leveraging our resources and the goodwill of
our staff.
MultiChoice
Monitored against the information and communications technology
(ICT) sector code of good practice for broad-based black economic
empowerment (BBBEE), MultiChoice South Africa retained a level 2
ENRICHING LIVES
BBBEE rating, with several notable achievements in important areas
of transformation.
Entities in the MultiChoice South Africa group are subject to the ICT
sector code, which will inevitably be aligned to the revised Department
of Trade and Industry (DTI) codes of good practice.
The performance indicators in the revised codes are more stringent,
which will mean a drop in the performance of South African companies
across all industries. MultiChoice South Africa is taking active steps to
manage its BBBEE status. Impact assessments and alignment work done
to date indicate that this will not be as substantial a drop in
performance as initially anticipated.
For further details on MultiChoice’s BBBEE scorecard, refer to .
Three years ago shares in Phuthuma Nathi (PN) and Phuthuma
Nathi 2 (PN2) (launched in 2006 and 2007 respectively) began trading
on an over-the-counter platform. In the current year PN and PN2,
which collectively hold 20% of the issued share capital in MultiChoice


South Africa, settled the loan held by MIH Holdings Proprietary

Limited under the preference share agreements. In 2014 the Registrar
of Securities Services (the Registrar) indicated that all traditional
over-the-counter trading platforms should regularise their affairs in
terms of the Financial Markets Act, 2012. PN, PN2 and Welkom Yizani
continue to build on the positive engagement they have had with the
Registrar and remain committed to complying with any directives and/
or conditions issued by the Registrar.
Media24
Media24 continues to drive transformation as a strategic and
commercial imperative. In terms of the latest scorecard prepared by
its black economic empowerment (BEE) verification agency, Media24
attained a level 4 status with a 100% procurement recognition on BEE
spend under the revised BEE Codes.
For further details on Media24’s BBBEE scorecard, refer to .
Welkom Yizani, Media24’s BBBEE scheme, launched 10 years ago,
remains the biggest BEE share offer in the South African print media Welkom Yizani, Media24’s
industry with around 92 000 shareholders. During the financial period,
Naspers agreed to waive US$29m (R400m) in preference share debt
BBBEE scheme, launched 10 years
and accrued interest owed by Welkom Yizani. ago, remains the biggest BEE
The first Apex Future Leaders, a two-year executive management
share offer in the South African
programme aimed at driving transformation and black representation
at management level, was successfully completed in March 2016. Four print media industry with around
92 000
of the six participating black managers were placed in permanent
management roles and one has returned to a specialist finance role in
the company. In the new fiscal year, the programme will be expanded
to offer 40 places for talented black employees in Media24 and a
further 10 for staff of the Government Communication and
Information System. shareholders


Headcount by region* Black economic empowerment partners

Media24, MultiChoice and other group companies have combined their
buying power in South Africa in a centralised bargaining company,
South Africa APAC CommerceZone. Suppliers’ BEE performance is evaluated against
60% 7% specific criteria.
People
2016 At heart, we are entrepreneurs. We focus on attracting the world’s best
talent to build leading companies that empower people and enrich
communities. We build outstanding products that are used by millions
of people every day.
Talent, particularly in the fields of ecommerce, technology and
1% 18%
Middle East Europe engineering, is scarce globally. As such, being seen as an attractive and
10% 4% meaningful place to work, is key to our strategy.
Rest of Africa LatAm During the year we brought new talent into the group at all levels
and strengthened our focus on people across the organisation, providing
many new opportunities to existing employees. The group employs over
27 000 (2015: 24 000) (including joint ventures, but excluding
Headcount by business* associates) permanent employees in some 130 countries.
We empower
Media24 Ecommerce
We back local teams and learn from each other. We encourage diversity
25.78% 31.45%
in our teams and in our thinking. Our people are empowered to be
responsible and make decisions because we trust them to do a great
job. We believe in them and we want them to share their talent and
2016 expertise across the group. Through the Naspers Academy and local
learning and development initiatives, we invest in our people so they
can build their skills, their expertise and ultimately, their careers.
Each year we organise internal networking and learning events to
32.93% 9.85% bring together teams and communities of expertise, often from across
MultiChoice SA MultiChoice Africa the group, to share ideas and learn from internal and external experts.
In the review period, over 9 000 employees attended one or more
* Excludes associates and joint ventures. events of this nature.
We perform
We push for performance in everything we do, and we move fast to
capitalise on opportunities others have not seen. We agree on clear


and ambitious goals, have continuous conversations about achieving The group employs over
27 000
even more and reward our people for what they deliver and how they
deliver it. We encourage innovation from all our people. To attract and
retain the skills on which our sustainability depends, and to reward
superior performance, most of our group companies grant share
options/appreciation rights to their employees under a number of
equity compensation plans. permanent employees in some
We matter
130 countries (including joint
We matter to the communities we serve and, wherever we operate, ventures, but excluding associates)
we hold ourselves to high standards. Our code of business ethics and
conduct defines our commitment to conducting business fairly, ethically
and with integrity. This code, and related policies, is communicated to
group employees and available on www.naspers.com.
Many of our companies invest in corporate social responsibility
programmes and we encourage our people to support these by
investing their time. Wherever we operate we employ local people and
we create supportive, flexible and pleasant environments to help them
perform at their best while developing their skills. We focus on the
ongoing development of our managers, as creating an environment
where our people feel cared for, listened to and supported in their
ambitions, is ultimately in their hands. Together we are all responsible
for the positive impact we have on our stakeholders.
People development
Developing our talent is a critical enabler of present and future success,
as well as playing a vital role in the motivation and retention of our
Gender*
people. Most of our businesses around the world have a learning and
development agenda focused on their own specific needs. This is
influenced by factors such as what the business is aiming to achieve, Male Female
the maturity level of the business, the opportunities and challenges it is 52% 48%
tackling, its competitive landscape, and the demographic nuances of the
region or countries in which it operates. At group level we base our
people development focus on four key areas:
■■ Reinforcing the leadership pipeline and accelerating the growth of
2016
top talent.
■■ Cascading a strong performance culture.
■■ Supporting the ongoing development and growth of our businesses
and equipping our people with new skills for tomorrow.

* Excludes associates and joint ventures.


MultiChoice: Employment equity ■■ Developing core business skills in ecommerce, video entertainment
and media.
For example, we focus on developing our leaders in order to build a
Foreign Black pipeline of ready-now successors, share knowledge rapidly around the
1% 86% world, support new business acquisitions, and accelerate the pace of
change in our maturing businesses.
Diversity and inclusion

2016 Employment equity
In line with local legislation, and our own employment policy, we value
diversity in the workplace. It aligns our company with our customers
and encourages tolerance and understanding. Just as importantly, it
White
13% cultivates a vibrant working environment conducive to innovative
thinking.
MultiChoice: Employment equity South Africa

The breakdown of the MultiChoice and Media24 groups’ annual
employment equity statistics is shown below. Under South African
Female Male
46% 54% Department of Trade and Industry definitions, black people include
black Africans, coloureds and Indians who are citizens of South Africa by
birth or descent or who became citizens by naturalisation before 1994.
2016 Work environment and welfare

Maintaining a healthy, safe workplace at all our sites is a priority to
achieve the lowest possible harm rate on duty. Health and safety
committees – comprising responsible, trained individuals – ensure
regulatory compliance. Appropriate medical emergency and disaster-
recovery plans have been devised.
Annual occupational health and safety risk control audits or reviews
are conducted by the larger operational entities and improvements
implemented as required. Significant matters are reported to and
monitored by the Naspers risk committee.


Media24’s distribution and printing operations use contractors. Most Media24: Employment equity
of these people are from disadvantaged backgrounds and receive
training from Media24 on executing their jobs safely and effectively. The
nature of the print business, which owns and manages distribution White Black
networks and printing facilities, makes this the area in the group with 37% 63%
the greatest inherent risk for injuries on duty.
Monitoring: Media24’s safety, health and environment committee

monitors related issues in that group. Media24 and MultiChoice conduct 2016
annual health, safety and environmental compliance audits, as well as
building scans. Injuries on duty are stringently monitored.
Medical benefits: Medical aid membership or private health insurance

is compulsory in most group operations, with the employer contributing
a portion of the monthly premium.
Some group companies provide post-retirement healthcare benefits. Media24: Employment equity
This is based on an employee remaining in service until retirement age,
which is between 60 and 65 in most cases, and completing a minimum
Female Male
service period. 49% 51%
Wellness: Several wellness programmes are operated by group

subsidiaries in a preventative approach to employee health.
Employee relations: The group complies with labour legislation in its

2016
operating areas. In South Africa, MultiChoice and Media24 submit
statutory reports.
In regions where child labour is prevalent, our assessments have
found that the risk of child labour and forced or compulsory labour is
low in the group. Where children are used in local productions, strict
compliance to their regulated conditions of employment is enforced.

Irdeto, Hoofddorp, The Netherlands MultiChoice City, Randburg, South Africa
¡¡Environment
The group’s diverse operations range from printing plants
to transactional internet platforms. Each type of business
has a unique effect on the environment, requiring different
mitigating responses.
Our gross measured carbon footprint (scope 1 and 2) is 176 131 tonnes of
CO2e, of which scope 2 (electricity usage) is 94% (2015: 177 945 tonnes of
CO2e). Direct (scope 1 and 2) emissions were measured at locations across
South Africa, Poland, the Netherlands and Nigeria. The South African print
operations remain the largest contributor (67%) to the group’s total
measured carbon emissions. Through improvement and sustainable
technological innovation, Naspers strives to minimise its impact on the
environment.
The adequacy of generator capacity in South Africa and Nigeria were
evaluated again. While the capacity is adequate, the running and
maintenance costs of generators are substantially higher than standard
electricity costs.
The group manages its impact on the environment, mainly through
deploying technology and recycling initiatives at facilities and a shift from
printed products to electronic formats. In South Africa options for
alternative sources of energy (other than the current coal base) are limited.
Managing environmental impacts

MANAGING IMPACT RESPONSE
Risk assessments identify Our most direct impact on the environment is from Novus Holdings
operations where direct (70% of total carbon emissions).
impact on the environment The internet businesses inherently have a lower impact on the environment.
is most significant. Through some of their trading activities, they stimulate buying and selling
used or recycled goods in a paperless environment.

MANAGING IMPACT RESPONSE
We use, where possible, A number of initiatives are reducing our carbon footprint and supporting
advanced technologies our sustainability campaign. Energy-efficiency initiatives in some businesses
to reduce impact on the include:
environment. ¡ movement-activated lights
¡ energy-efficient air conditioners
¡ consolidating data centres
¡ power factor correction and load balancing, and
¡ automatic hibernation of PCs.
Waste management initiatives include:
¡ recycling office waste more appropriately, and
¡ installing ewaste bins for customers and employees to safely dispose of
obsolete electronic devices.
Irdeto, our content protection and access-management technologies
business, has offices in The Netherlands designed and built as a green
building.This sustainable office meets the GreenCalc score B.
MultiChoice City, based in South Africa and home to our video-
entertainment segment, is Green Star rated, a rating received from the
Green Building Council of South Africa. Other than the initiatives mentioned
above, the building also offers a grey water reticulation system and heating
and cooling systems and processes to trap and disperse natural light.
Printing operations apply Throughout Novus Holdings, equipment is in place to collect and recycle
leading emission-reduction dust particles from the printing process.
technology to minimise
and responsibly dispose of
waste.
We monitor environmental Irdeto operates in line with ISO 9001 and ISO 27001, with its
compliance standards at our implementation of both standards regularly audited by an external
facilities and participate in certification body.
third-party reviews.
We measure and report on As disclosed above. No fines were received.

our carbon footprint.
Where possible, we use Novus Holdings was the first African printing organisation to receive the
environmentally responsible Forest Stewardship Council (FSC) chain-of-custody certification.This is an
energy sources, invest in independent international verification that can track printed products from
improving energy efficiency their point of origin to responsible, well-managed forestry, and controlled
and design energy-efficient and recycled sources.
facilities.

Corporate governance
The board of directors conducts the ¡¡Introduction

group’s business with integrity by Compliance with the JSE Limited’s stock exchange
(JSE) Listings Requirements, applicable London
applying appropriate corporate Stock Exchange (LSE) Listings Requirements and
governance policies and practices. The the Irish Stock Exchange Listings Requirements is
monitored by the audit and risk committees of the
group continues to enhance and align
board.
policies, systems and processes to The board’s executive, audit, risk, human
embed sound corporate governance resources and remuneration, nomination, and social
and ethics committees fulfil key roles in ensuring
principles and ethical standards. good corporate governance. The group uses
independent external advisers to monitor
regulatory developments, locally and internationally,
to enable management to make recommendations
Stakeholders to the Naspers board on matters of
Company Board Investor corporate governance.
secretarial relations
Board committees Our aim is to keep abreast of
regulatory developments, further
enhance our governance standards,
MultiChoice/Media24 replication
monitor and ensure compliance
with relevant laws and regulations,
Exte
t
audi
and cultivate a thriving ethical

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Inter
geographies in which the

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Group segments’ management
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Listed
ort
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disclosure, keeping in
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Risk mind the best interests

management Our operating businesses
support of our stakeholders,
and disclosing what is
relevant and critical
Group levels of authority and policies and charters to the sustainability
of the group.
Corporate strategy
Our values Code of business ethics and conduct

Corporate governance (continued)
¡¡Application of and approach ¡¡Business ethics

to King III The group’s code of business ethics and conduct is
The board, its committees, and the boards and available on .
committees of subsidiaries MultiChoice and This code applies to all directors and employees
Media24 are responsible for ensuring the in the group. Ensuring that group companies adopt
appropriate principles and practices of the King appropriate processes and establish supporting
Code of Governance Principles and the King Report policies and procedures is an ongoing process.
on Corporate Governance in South Africa (King III) Management focuses on policies and procedures
are applied and embedded in the governance that address key ethical risks, such as conflicts of
practices of group companies. interest, accepting inappropriate gifts and
A disciplined reporting structure ensures the unacceptable business conduct.
Naspers board is fully apprised of subsidiary The human resources and remuneration
activities, risks and opportunities. All controlled committee is the overall custodian of business
entities in the group are required to subscribe to ethics. Unethical behaviour by senior staff members
the relevant principles of King III. Business and is reported to this committee, along with the
governance structures have clear approval manner in which the company’s disciplinary code
frameworks. was applied. The social and ethics committee has
Naspers has an internal control oversight forum a monitoring role.
comprising the chief financial officers (CFOs) and Naspers is committed to conducting its business
risk and internal audit managers of Naspers, on the basis of complying with the law, with integrity
Naspers ecommerce, MultiChoice and Media24, the and with proper regard for ethical business
Naspers company secretary, the company secretary practices.
of MultiChoice and Media24 and group general Whistle-blowing facilities at most subsidiaries
counsel. The forum was tasked to ensure the enable employees to anonymously report unethical
Naspers group’s governance structures and business conduct.
framework are employed in the in-scope entities
in the group during the financial year. Compliance ¡¡Compliance framework
and progress are monitored by the audit and risk
Naspers has a legal compliance programme that
committees and reported to the board.
involves preparing and maintaining inventories of
In 2016 the group reviewed its application of
material laws and regulations for each business unit,
the King III principles and is satisfied that it has
implementing policies and procedures based on
substantially applied the King III principles.
these laws and regulations, establishing processes to
For a review of Naspers’s application of King III,
supervise compliance and mitigate risks, monitoring
go to .
compliance, implementing effective training and
awareness programmes and reporting to the
various boards and management on the
effectiveness of these efforts.

¡¡Intellectual majority of board members are non-executive

At Naspers we strive to keep pace with the rapid directors and independent of management. To
pace of global technological development by placing ensure that no one individual has unfettered powers
a priority on innovation to meet the evolving needs of decision-making and authority, the roles of chair
of our customers. We create intellectual capital and chief executive are separate.
through the development of organisational and At 31 March 2016 the board comprised seven
knowledge-based intangibles, including intellectual independent non-executive directors, four
property rights and assets; organisational systems non-executive directors and three executive
and procedures; and brand and reputational value. directors, as defined in the Listings Requirements
of the JSE. Five directors (36%) are from previously
¡¡Penalties disadvantaged groups and two directors (14%) are
female. These figures are above the average for
Because MultiChoice operates in a highly regulated
JSE-listed companies.
environment in South Africa, compliance is
important. The company participates in the
The chair
regulatory process affecting its industry through
The chair, Koos Bekker, is a non-executive director.
various public forums and debates, providing inputs
Fred Phaswana acts as lead director in all matters
on formulating standards and strategies for this
where there may be an actual or perceived conflict
industry.
of interest.
MultiChoice and M-Net received fines of
R45 000 from the self-regulatory body, the
The chief executive
Broadcasting Complaints Commission of South
The chief executive reports to the board and is
Africa (BCCSA). These relate to failure by channels
responsible for the day-to-day business of the group
to provide correct classification information,
and implementing policies and strategies approved
resulting in MultiChoice and M-Net contravening
by the board. Chief executives of the various
the BCCSA Code.
businesses assist him in this task. Board authority
In the past year there were no environmental
conferred on management is delegated through the
accidents, nor were any environment-related fines
chief executive, against approved authority levels.
imposed by any government.
Bob van Dijk is the appointed chief executive.
¡¡Governance structure
Orientation and development
The board
An induction programme is held for new members
Composition
of the board and key committees, tailored to the
Details of directors at 31 March 2016 are set out
needs of individual appointees. The company
on page 89.
secretary assists the chair with the induction and
Naspers has a unitary board, which fulfils
orientation of directors, and arranges specific
oversight and controlling functions. The board
training if required.
charter sets out the division of responsibilities. The

Conflicts of interest board members, using an evaluation questionnaire.

Potential conflicts are appropriately managed to The chair of the nomination committee discusses
ensure candidate and existing directors have no the results with each director. A consolidated
conflicting interests between their obligations to the summary of the evaluation is discussed by the
company and their personal interests. Any interest board. The lead independent director leads the
in contracts with the company must be formally discussion on the performance of the chair.
disclosed and documented. Directors must also
adhere to a policy on trading in securities of the Board committees
company. While the whole board remains accountable for the
performance and affairs of the company, it delegates
Independent advice certain functions to committees and management
Individual directors may, after consulting with to assist in discharging its duties. Appropriate
the chair or chief executive, seek independent structures for those delegations are in place,
professional advice at the expense of the company accompanied by monitoring and reporting systems.
on any matter connected with discharging their Each committee acts within agreed, written terms
responsibilities as directors. of reference. The chair of each committee, all of
who are non-executive directors, reports at each
Meetings and attendance scheduled board meeting.
The board meets at least five times per year, or The chair of each committee is required to
more as required. The executive committee attends attend annual general meetings to answer questions.
to matters that cannot wait for the next scheduled The established board committees in operation
meeting. Non-executive directors meet at least during the financial year are: executive committee,
once annually without the chief executive, financial audit committee, risk committee, human resources
director and chair present, to discuss the and remuneration committee, nomination
performance of these individuals. committee, and the social and ethics committee.
Details of attendance at board and committee The board is satisfied that the committees properly
meetings are provided on pages 88 and 89. discharged their responsibilities over the past year.
Evaluation Internal control systems

The nomination committee carries out the annual As part of the overall management of risk, the
evaluation process. The performance of the board system of internal controls in all material subsidiaries
and its committees, as well as that of the chair of and joint ventures under the company’s control
the board, against their respective mandates in aims to prevent and detect any risk materialising
terms of the board charter and the charters of its and to mitigate any adverse consequences thereof.
committees, is appraised. The committees perform The group’s system of internal controls is designed
to provide reasonable, and not absolute, assurance
self-evaluations against their charters for
on the achievement of company objectives,
consideration by the board. In addition, the
including integrity and reliability of the financial
performance of each director is evaluated by other

statements; to safeguard, verify and maintain Internal audit

accountability of its assets; and to detect fraud, An internal audit function is in place throughout the
potential liability, loss and material misstatement, group. The head of internal audit reports to the
while complying with regulations. For those entities chair of the Naspers audit committee, with
in which Naspers does not have a controlling administrative reporting to the financial director.
interest, the directors representing Naspers on A large part of the internal audit fieldwork is
these boards seek assurance that significant risks co-sourced.
are managed and systems of internal control are
effective. Non-audit services
All internal control systems have shortcomings,
The group’s policy on non-audit services provides
including the possibility of human error or flouting
guidelines on dealing with audit, audit-related, tax
of control measures. Even the best system may
and other non-audit services that may be provided
provide only partial assurance. In the dynamic
by Naspers’s independent auditor to group entities.
environment in which the company operates,
It also sets out services that may not be performed
management regularly reviews risks and the design
by the independent auditor.
of the internal controls system to address these,
assisted by the work and reports from internal audit
IT governance
on the adequacy and operational effectiveness of
Information technology (IT) governance is
controls, which may indicate opportunities for
integrated in the operations of the Naspers
improvement. The external auditor considers
businesses. Management of each subsidiary or
elements of the internal control systems as part
business unit is responsible for ensuring effective
of its audit and communicates deficiencies when
processes on IT governance are in place.
identified.
Internal audit provides assurance to management
The board reviewed the effectiveness of controls
and the audit committee on the effectiveness of IT
for the year ended 31 March 2016, principally
governance.
through a process of management self-assessment,
including formal confirmation in the form of
Company secretary
representation letters by executive management.
The company secretary, Gillian Kisbey-Green, and
Consideration was given to input, including reports
group general counsel (legal compliance officer), are
from internal audit and the external auditor,
responsible for guiding the board in discharging its
compliance and the risk management process.
regulatory responsibilities. David Tudor was
Where necessary, programmes for corrective
appointed group general counsel effective 1 June
actions have been initiated.
2015. Prior to that, André Coetzee, who retired on
Nothing has come to the attention of the board,
31 March 2014, was acting group legal counsel.
external or internal auditors to indicate any material
Directors have unlimited access to the advice and
breakdown in the functioning of internal controls
services of the company secretary. She plays a
and systems during the year under review.
pivotal role in the company’s corporate governance
and ensures that, in accordance with the pertinent

laws, the proceedings and affairs of the board, the

company itself and, where appropriate, shareholders
are properly administered. She is also the company’s
compliance officer as defined in the Companies Act
and delegated information officer. The company
secretary monitors directors’ dealings in securities
and ensures adherence to closed periods. She
attends all board and committee meetings.
As required by JSE Listings Requirement 3.84(i),
the board has determined that the company
secretary, who is a chartered accountant (SA)
with more than 20 years’ company secretarial
experience, has the requisite competence,
knowledge and experience to carry out the duties
of a secretary of a public company, and has an arm’s
length relationship with the board.
Investor relations
Naspers’s investor relations policy can be found on
www.naspers.com. It describes the principles and
practices applied in interacting with shareholders
and investors. Naspers is committed to providing
timely and transparent information on corporate
strategies and financial data to the investing public.
In addition, we consider the demand for
transparency and accountability on our non-financial
(or sustainability) performance. In line with King III,
Naspers recognises that this performance is based
on its risk profile and strategy, which includes
non-financial risks and opportunities.
The company manages communications with
its key financial audiences, including institutional
shareholders and financial (debt and equity) analysts,
through a dedicated investor relations unit.
Presentations and conference calls take place after
publishing interim and final results.

Our board
KOOS BEKKER (63) led the founding team of the M-Net/MultiChoice pay-television
business in 1985. He was also a founder of the cellular telephony company MTN.
Koos headed the MIH group in its international expansion and entry into the
internet until 1997, when he became chief executive of Naspers. He serves on the
boards of other companies in the group and associates. On 31 March 2014 he
retired as chief executive of Naspers and stepped down from the board. On 17 April
2015 he was reappointed to the Naspers board and succeeded Ton Vosloo as
non-executive chair. His academic qualifications include BAHons plus an honorary
doctorate in commerce from Stellenbosch University, an LLB from the University of
the Witwatersrand and an MBA from Columbia University, New York.
BEN VAN DER ROSS (69), who holds the qualification DipLaw (University of Cape
Town) and is an admitted attorney, is chair of Strategic Real Estate Management
Proprietary Limited that manages the Emira Property Fund. He also serves, inter alia,
on the boards of FirstRand Limited, MMI Holdings Limited, Distell Limited and Lewis
Group Limited.
RACHEL JAFTA (55) holds the degrees MEcon and PhD, and is professor of
economics at Stellenbosch University. She joined Naspers as a director in 2003 and
was appointed a director of Media24 in 2007. She is a member of the South African
Economic Society, director of Econex, chair of the Cape Town Carnival Trust, a
member of the management committee of the Bureau for Economic Research at
Stellenbosch University and a member of the international advisory board of
Fondação Dom Cabral Business School, Brazil. Rachel is a member of the human
resources and remuneration committee of Media24 and chair of the nomination
committee of Media24. She was appointed chair of the Media24 board in April 2013
and on 9 June 2015 she was appointed to Naspers’s audit and risk committees.
CRAIG ENENSTEIN (47) is the CEO of Corridor Capital, LLC, an operationally

intensive private equity firm focused on the lower-middle market. Corridor Capital,
LLC is based in Los Angeles and was founded by Craig in 2005. He holds an MBA
in finance (Wharton School of Business), an MA in international studies (Lauder
Institute, University of Pennsylvania) and a BA (University of California, Berkeley).

Our board (continued)
FRED PHASWANA (72) holds the qualifications MA (Unisa) and BComHons (Rand
Afrikaans University, now University of Johannesburg), and obtained a BA (philosophy,
politics and economics) from Unisa in 2000. He joined Naspers as a director in 2003.
He recently stepped down as chair of the Standard Bank Group and of Standard
Bank of South Africa Limited and he is joint chair of the Mondi Group.
BOB VAN DIJK (43) was appointed chief executive of Naspers Limited in April 2014.
He has over a decade of general management experience in online growth business,
as a founder and entrepreneur and later with eBay and Schibsted, spanning the online
marketplaces, online classifieds and etail segments. He was vice-president and general
manager of eBay Germany and Europe Emerging Markets. He started his career in
McKinsey with a focus on mergers and acquisitions and media. Bob has an MBAHons
from INSEAD and an MSc (cum laude) in econometrics from Erasmus University
Rotterdam.
STEVE PACAK (61), a chartered accountant (SA), began his career with Naspers at
M-Net in 1988 and has held various executive positions in the Naspers group. He is
a non-executive director on the Naspers board and a director of MultiChoice South
Africa Holdings and other companies in the wider Naspers group. He was appointed
an executive director of Naspers in 1998.
ROBERTO OLIVEIRA DE LIMA (65) from Brazil is a board member of Telefonica

Brasil, Rodobens Negócios Imobiliarios, Grupo Pao de Açucar in Brazil and Edenred
in France. Roberto has been CEO of Natura Cosmeticos in Brazil since September
2014. He also serves as board member on a pro bono basis in Centro de Pesquisas
Tecnológicas – CPqD and Fundação Mata Atlantica.
MARK SOROUR (54) joined the Naspers group in 1994, heading up business
development and corporate finance globally. Following a tour of duty in Hong Kong
and Amsterdam, he returned to Cape Town as group chief investment officer. Since
then he has had global responsibility for all investment activities. Mark is a qualified
chartered accountant (SA) holding a BCom and DipAcc. He is an executive director
on the Naspers board.

DEBRA MEYER (49) is professor of biochemistry and executive dean of the faculty
of science at the University of Johannesburg. She was a Fulbright Scholar at the
University of California, Davis, where she obtained a PhD in biochemistry and
molecular biology. She has completed modules in media strategy and academic
leadership at Harvard and Gibs (University of Pretoria) and makes regular
contributions to several newspapers and magazines. Debra serves as trustee or
board member of several organisations.
COBUS STOFBERG (65) is a founder member of M-Net in 1986. He served as CEO

of the MIH group from 1997 to 2011, and has been instrumental in the expansion
of the group. Prior to joining M-Net, he was a partner of Coopers & Lybrand
(predecessor of PricewaterhouseCoopers Inc.). Cobus holds a BComLaw and LLB
from Stellenbosch University, BComptHons from Unisa and qualified as a chartered
accountant (SA).
BASIL SGOURDOS (46) was appointed financial director of Naspers in July 2014.
A qualified chartered accountant (SA), he worked at PricewaterhouseCoopers Inc.
from 1989 to 1994.Thereafter he joined Naspers, initially as the finance manager of
the South African operations division in MultiChoice and then as chief financial officer
of our investment in the Thai-listed United Broadcasting Corporation Pcl, where he
remained for 10 years. Basil then spent two years in Amsterdam as general manager
of pay-television business development globally, before being appointed as group chief
financial officer of MIH in January 2009. He held this position until he became
financial director of the Naspers group on 1 July 2014.
DON ERIKSSON (71) is a chartered accountant (SA) and an honorary life member
of the Institute of Directors of Southern Africa (IoDSA). Don is chair of Oakleaf
Insurance Company Limited, Insurance Group Managers Limited, Renasa Insurance
Company, Summerfield Retirement Village and the remuneration committee of
Discovery Health Medical Scheme. He is also chair of the audit, risk and social and
ethics committees, as well as an independent non-executive director of Naspers
Limited. Don served on the council of IoDSA for a number of years and was a
partner at Coopers & Lybrand (now PricewaterhouseCoopers Inc.).

NOLO LETELE (66) joined M-Net in 1990 and pioneered MultiChoice’s expansion
outside South Africa. In 1995 he moved to Ghana, where he served as West African
regional general manager. In 1999 he was appointed chief executive of MultiChoice
SA, and later served as MultiChoice group chief executive until 2010, when he was
appointed executive chair of the MultiChoice South Africa Holdings board. Nolo has
won several awards including Media Man of the Year in 2001 (Saturday Star –
Business Report); Media Owner of the Year in 2003 (Financial Mail Adfocus); and the
Lifetime Africa Achievement Prize for media development in Africa (Millennium
Excellence Foundation). Nolo is a chartered engineer with an honours degree in
electronic engineering (UK). He sits on the boards of several companies, including
Naspers.
HENDRIK DU TOIT (54) is chief executive officer at Investec Asset Management

and an executive director of Investec plc and Investec Limited. He joined the
Investec Group in 1991 as founding member of Investec Asset Management. Under
his stewardship, Investec Asset Management grew from a small South African startup
to an international specialist asset management firm entrusted with over
US$105bn* of client assets. Hendrik has served on the Leadership Council of the
Sustainable Development Solutions Network, a global initiative for the United
Nations since 2014. In 2016 he became a commissioner on the Business and
Sustainable Development Commission. In 2016 he was appointed as a non-
executive director of Naspers Limited. Hendrik holds an MPhil in economics and
politics of development from Cambridge University, as well as an MCom in
economics and international finance (cum laude), BComHons in economics (cum
laude) and a BComLaw from Stellenbosch University.*
GUIJIN LIU (70) graduated from Beijing University of International Studies in 1971
and joined the Ministry of Foreign Affairs. He served in the general office of MFA,
various Chinese embassies (South Africa, 2001 to 2007) and in the Department
of African Affairs for many years. Guijin is experienced in international affairs,
particularly regarding relations between China and the developing world, such as
Africa. He contributed to international conferences of the United Nations, the
African Union and other organisations representing China. Recently he participated
in high-level academic forums like the World Economic Forum and the Summer
Davos. Guijin currently serves as Dean of the China-Africa International Business
School, Zhejiang Normal University, PRC and is president of the Chinese Society
of Asia and Africa Studies.
* As at end December 2015.

¡¡Directors and attendance at meetings

Six board
meetings were
Date first held during
appointed in Date last the year.
current position appointed Attendance: Category
T Vosloo(1) 6 October 1997 30 August 2013 1 Non-executive

J P Bekker(2) 17 April 2015 28 August 2015 6 Non-executive
Independent
F-A du Plessis(3) 23 October 2003 30 August 2013 1 non-executive
Independent
H J du Toit(4) 1 April 2016 1 April 2016 Not applicable non-executive
Independent
C L Enenstein 16 October 2013 28 August 2015 6 non-executive
Independent
D G Eriksson 16 October 2013 28 August 2015 6 non-executive
Independent
G Liu(4) 1 April 2016 1 April 2016 Not applicable non-executive
Independent
R C C Jafta 23 October 2003 29 August 2014 6 non-executive
F L N Letele 22 November 2013 22 November 2013 6 Non-executive
Independent
D Meyer 25 November 2009 29 August 2014 5 non-executive
Independent
R Oliveira de Lima 16 October 2013 16 October 2013 6 non-executive
Independent
Y Ma(1) 16 October 2013 16 October 2013 1 non-executive
S J Z Pacak 15 January 2015 28 August 2015 6 Non-executive
Independent
T M F Phaswana 23 October 2003 28 August 2015 6 non-executive
M R Sorour 15 January 2015 28 August 2015 5 Executive
V Sgourdos 1 July 2014 29 August 2014 6 Executive
Independent
J D T Stofberg 16 October 2013 16 October 2013 6 non-executive
B van Dijk 1 April 2014 29 August 2014 6 Executive
Independent
B J van der Ross 12 February 1999 28 August 2015 6 non-executive
Independent
J J M van Zyl(1) 1 January 1988 29 August 2014 1 non-executive
Notes
(1)
Retired 17 April 2015.
(2)
Appointed as a non-executive director and chair with effect from 17 April 2015.
(3)
Resigned 29 May 2015.
(4)
Appointed 1 April 2016.

¡¡Committees and attendance at meetings

Human
resources
and Social
Executive Audit Risk remuneration Nomination and ethics
committee committee(1) committee committee(1) committee(1) committee
One Four Four Seven Five Three
meeting meetings meetings meetings meetings meetings
held during held during held during held during held during held during
the year. the year. the year. the year. the year. the year.
Attendance: Attendance: Attendance: Attendance: Attendance: Attendance: Category
T Vosloo(3) √ 0 √ 0 √ 1 √ 1 Non-executive
J P Bekker(2) √ 1 √ 6 √ 4 Non-executive
Independent
F-A du Plessis(4) √ 0 √ 0 non-executive
Independent
D G Eriksson(5) √ 4 √ 4 √ 3 non-executive
Independent
R C C Jafta √ 4 √ 4 √ 7 √ 5 √ 3 non-executive
F L N Letele √ 3 Non-executive
Independent
D Meyer √ 3 non-executive
S J Z Pacak √ 1 √ 4 Non-executive
Independent
T M F Phaswana(6) √ 1 √ 5 √ 5 non-executive
V Sgourdos √ 1 √ 4 √ 3 Executive
Independent
J D T Stofberg(7) √ 6 √ 4 non-executive
Independent
J J M van Zyl(3) √ 0 √ 0 √ 0 √ 1 √ 1 √ 0 non-executive
Independent
B J van der Ross √ 4 √ 4 non-executive
B van Dijk √ 1 √ 4 √ 3 Executive
E Weideman √ 3 Non-executive
Notes
√ Member.
(1)
Executive directors attend meetings by invitation.
(2)
Appointed as a non-executive director and chair with effect from 17 April 2015. He attends the audit and risk committees’ meetings
by invitation.
(3)
(4)
(5)
Appointed chair of the audit committee 17 April 2015.
(6)
(7)
Appointed alternate on the committees to Koos Bekker 17 April 2015.

Remuneration report
This report sets out our remuneration Policies and practices align the remuneration and
incentives for executives and employees to the
policy for non-executive directors, group’s business strategy. Group companies are
executive directors and staff, as well responsible for developing their own policies
and benefits within the parameters of group
as its implementation.
remuneration policy and local laws, as well as each
company’s needs.
¡¡Key aspects of the
Naspers has an integrated and balanced
remuneration policy
approach to its reward strategy that aligns
■■ Non-executive directors: The highly
stakeholder interests. Accordingly, individual reward
competitive markets we operate in, and the
components are aligned to the business-specific
global competition we face, require us to
value drivers of the group. Our primary objectives
continually evaluate the expertise of our board.
include promoting superior performance; directing
At the annual general meeting held in August
employees’ energies to key business goals; achieving
2015, shareholders approved a revised payment
the most effective returns for employee spend; and
structure for non-executive directors to ensure
addressing diverse needs across differing cultures.
we attract and retain suitable talent – refer to
pages 93 to 95.
Non-executive director
Executives: As with non-executive directors,
remuneration
■■
we need to recruit and keep vital executive skills

Non-executive directors receive annual
in a competitive, global market. Our three-tier
remuneration as opposed to a fee per meeting,
remuneration structure aligns the interests of
which recognises their ongoing responsibility for
executives and shareholders:
efficient control of the company. This is augmented
–– fixed salary
by compensation for services on committees of the
–– executives receive short-term performance
board and the boards of subsidiaries. A premium is
bonuses by achieving annual targets, and
payable to the chairs of boards and committees.
–– longer-term incentives mirror shareholder
Remuneration is reviewed annually, and is not
gains, with executives being rewarded for their
linked to the company’s share price or performance.
contribution to the performance of their
Non-executive directors do not qualify for share
business unit by receiving a portion of
allocations under the group’s incentive schemes.
medium-term gains made by shareholders –
Supported by independent advice, the human
page 84.
resources and remuneration committee makes its
recommendations to the board, which, in advance,
¡¡Remuneration strategy and annually recommends the remuneration of
policy non-executive directors for approval by
Naspers’s remuneration strategy aims to attract, shareholders.
motivate and retain the best leaders, entrepreneurs,
creative engineers and employees to create
sustainable shareholder value.

Remuneration report (continued)
Executive remuneration executive is agreed annually in advance, and based

At executive level, our focus is on the most on targets that are verifiable and aligned to the
appropriate balance between guaranteed annual specific business unit’s annual business plan, risk
remuneration and individual incentive plans linked management policy and strategy. Where targets
to creating shareholder value. are not met, no bonus is paid.
In this context, Naspers usually has a three-tiered
structure for remuneration: Long-term incentives
■■ guaranteed pay for performing the contractual These are generally share-based schemes using
role Naspers N shares or shares/appreciation rights in
■■ short-term annual individual performance bonus: relevant business units. These awards normally vest
based on actual achievement against appropriate over four or five years and must be exercised within
personal and business unit targets for the five to 10 years from the date of grant. These
financial year, and incentives are not free: employees are offered the
■■ long-term incentives: share-based incentive share/appreciation right at market value on the day
schemes, which are aligned with shareholders’ of the award. They benefit only if they, together with
net gains. colleagues in that unit, create additional value over
At senior level, we aim to tailor compensation the next four or five years. The performance
structure to the needs of the specific business. condition is therefore to create net new value
above the value on the date of issue. This aligns
Guaranteed pay employee and shareholder interests.
This includes base pay and may contain a car Various remuneration committees in the group
allowance, pension, medical and other optional review share-based awards annually. In addition, if
benefits. a group company employs people during the year,
Remuneration packages are reviewed annually awards may be made on appointment. Guidelines
and benchmarked against similar market positions for making awards have been set.
to ensure they are fair and sensible. In some cases, No awards are made during closed periods,
independent consultants provide benchmarks. We backdating is prohibited, and there is no repricing
have no specific group policies to, for example, pay or automatic regranting of underwater shares/
the median wage as the requirements of a group appreciation rights. There is no automatic
serving a multitude of countries differ widely. entitlement to bonuses or early vesting of
share-based incentives if an executive leaves the
Short-term bonus company. A cap applies to the number of shares/
Most executives have an annual bonus scheme that appreciation rights that may be awarded in
may comprise a variable component for surpassing aggregate and to any individual.
business unit financial and operational objectives, as
well as fixed amounts for achieving specific discrete
personal objectives. This incentive plan for each

Service contracts Retirement and re-election of

Executives’ contracts comply with terms and directors
conditions of employment in the local jurisdiction. All non-executive directors are subject to
Top executives’ contracts do not contain golden retirement and re-election by shareholders every
parachute clauses and none automatically trigger three years. Additionally, non-executive directors
a restraint payment. are subject to election by shareholders at the first
Non-executive directors are subject to suitable opportunity for interim appointments.
regulations on appointment and rotation in terms of The names of non-executive directors submitted for
the company’s memorandum of incorporation and election or re-election are accompanied by brief
the South African Companies Act. biographical details to enable shareholders to make
an informed decision on their election. The
Approval and implementation reappointment of non-executive directors is not
The board, based on the recommendation of the automatic.
human resources and remuneration committee,
approves the remuneration policy. Implementation
is delegated to the Naspers human resources and
remuneration committee. The boards of subsidiaries
follow a similar practice, within the parameters of
the Naspers remuneration policy. The remuneration
policy is put to shareholders at the annual general
meeting for a non-binding vote.
¡¡Non-executive directors
Non-executive directors’ terms of
appointment
The board has clear procedures for appointing and
orientating directors. The nomination committee
periodically assesses the skills represented on the
board and determines whether these meet the
company’s needs. Annual self-evaluations are done
by the board and its committees. Directors are
invited to give their input in identifying potential
candidates. Members of the nomination committee
propose suitable candidates for consideration by the
board. A fit and proper evaluation is performed for
each candidate.

Non-executive directors’ remuneration

Using the services of an external consultant, two points of reference are used to develop a proposal for non-
executive directors’ remuneration:
■■ average board compensation of the Top 10 JSE companies, and
■■ average board compensation of Naspers’s industry peers internationally, ie competitors in the same broad field
and of similar scale.

These figures were aggregated and an average obtained. To err on the side of caution, 80% of this aggregated
benchmark was used as suitable compensation. The current structure and remuneration approved by shareholders
at the annual general meeting on 28 August 2015 are outlined below:
31 March 2017
(approved at the
annual general
31 March meeting on
2016 28 August 2015)
Board
1.1 Chair* 2.5 times member 2.5 times member
1.2 Member US$164 000 US$172 200
All members: Daily fees when travelling to and
attending meetings outside home country US$3 500 US$3 500
Committees
1.3 Audit committee: Chair 2.5 times member 2.5 times member
1.4 Member US$40 400 US$42 420
1.5 Risk committee: Chair 2.5 times member 2.5 times member
1.6 Member US$24 000 US$25 200
Human resources and
1.7 remuneration committee: Chair 2.5 times member 2.5 times member
1.8 Member US$28 400 US$29 820
1.9 Nomination committee: Chair 2.5 times member 2.5 times member
1.10 Member US$15 300 US$16 065
1.11 Social and ethics committee: Chair 2.5 times member 2.5 times member
1.12 Member US$21 000 US$22 050
Other
1.13 Trustee of group share schemes/other personnel
funds R44 190 R46 400
* The non-executive chair of Naspers does not receive additional remuneration for attending meetings, or being a member of, or chairing
any committee of the board, or for attending Tencent board and committee meetings.
Remuneration of non-executive directors for the year ending 31 March 2017 was approved by shareholders at the
annual general meeting held on 28 August 2015. Remuneration for the year to 31 March 2018, based on a 5%
increase year on year, will be proposed at the annual general meeting in August 2016.

Non-executive directors’ emoluments for the financial year to 31 March 2016
2016 2015
US$’000 US$’000
Fees for services as directors 3 368 2 376

Fees for services as directors of subsidiary companies 535 492
3 903 2 868
Individual non-executive directors received the following remuneration and emoluments in the current financial
year:
2016 2015
Committee and Committee and
Directors’ fees trustee fees Other fees Directors’ fees(1) trustee fees Other fees
Paid Paid Paid Paid Paid Paid Paid Paid Paid Paid Paid Paid
by by by by by by by by by by by by
com- sub- com- sub- com- sub- Total com- sub- com- sub- com- sub- Total
Non-executive pany sidiary pany sidiary pany sidiary 2016 pany sidiary pany sidiary pany sidiary 2015
directors US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000
J P Bekker(1) 480 20 — 500

F-A du Plessis(2) 41 13 54 119 44 163
C L Enenstein(3) 217 50 267 190 50 240
D G Eriksson 206 46 209 35 496 119 54 28 39 240
R C C Jafta 206 59 161 9 435 119 69 38 9 235
F L N Letele 206 21 227 119 9 128
Y Ma(4) 28 28 190 190
D Meyer 192 20 21 11 244 119 23 9 5 156
R Oliveira de Lima(3) 231 50 281 190 50 240
S J Z Pacak(3)(5) 234 35 24 15 185 493 39 42 2 16 135 234
T M F Phaswana(1) 234 42 276 115 115
J D T Stofberg 234 234 169 169
B J van der Ross 206 64 270 119 28 147
J J M van Zyl(4) 28 22 50 119 94 213
T Vosloo(4) 48 48 398 398
2 791 180 577 70 — 285 3 903 2 124 188 252 69 — 235 2 868

Notes
(1)
(2)
(3)
Compensation for assignments.
(4)
(5)
The comparative for “other fees paid by subsidiary” has been restated as a payment made in April 2015 related to March 2015.
General notes
Directors’ fees include fees for services as directors, where appropriate, of Media24 Proprietary Limited, MultiChoice South Africa Holdings
Proprietary Limited and NMS Insurance Services Limited. An additional fee may be paid to directors for work done as directors with specific
expertise.
Committee fees include fees for attending meetings of the audit committee, risk committee, human resources and remuneration
committee, nomination committee, and social and ethics committee. Committee and trustee fees include, where appropriate, fees to be
considered by shareholders at the annual general meeting on 26 August 2016 for services as trustees of the group share-based schemes.
Non-executive directors are subject to regulations on appointment and rotation in terms of the company’s memorandum of
incorporation and the South African Companies Act.

¡¡Executive remuneration equity compensation vehicle for long-term

Executive remuneration is guided by the group incentives for the group. RSU grants are used to
policy (refer to page 91) and tailored for individual attract and retain critical talent: mid-level individuals
in the organisation, such as engineers and those
companies.
employees with specialist skills sets. It will act as an
important retention tool throughout the four-year-
Long-term incentives
phased vesting period.
Supported by the recent findings of remuneration
The group’s numerous share-based incentive
experts, we believe our long-term share-based
schemes are set out in equity compensation
incentive schemes are more effective than one in
benefits in the notes to the annual financial
which an individual is set targets over five years and
statements on www.naspers.com.
paid a bonus on achieving that, because:
At 31 March 2016 the group held 3 393 909
■■ Companies in our industry can only budget
(2015: 3 679 466) Naspers N ordinary shares
accurately for the year ahead, not five years on
as treasury shares to settle outstanding options
where targets can only be based on guesswork
under certain group share incentive schemes. The
prepared by executives themselves.
expected dilutive effect of these treasury shares
■■ A complete misalignment of shareholders’ and
on the group’s earnings, on a per-share basis, was
executives’ interests may occur. As an example,
1 US cent per N ordinary share (2015: 1 US cent).
an executive may meet the targets, but the
In accordance with schedule 14 of the JSE
company’s share price may decline because
Limited Listings Requirements and the South African
a competitor outperforms it, resulting in the
Companies Act, at the annual general meeting in
executive receiving a long-term bonus while
August 2011 shareholders approved that up to
the shareholder loses value.
40 588 541 Naspers N ordinary shares (some 10%
All our equity plans are benchmarked to the of Naspers’s N ordinary share capital at 31 March
external market. We subscribe to the concept of 2010) may be issued for the group’s share-based
value creation and pay for performance. Grants are incentive schemes. During the financial year to
generally made to employees, who, through their 31 March 2016, 548 797 new N ordinary shares
individual and collective efforts, drive the creation of had been so issued.
shareholder value. We aim to align the interests of
our employees and shareholders by offering Pension and medical benefits
employees (as many as is practicable) the During the year group companies made
opportunity to become shareholders themselves. contributions for executive directors to appropriate
In keeping with our policy to offer competitive pension schemes. The rate of contribution is variable
packages, a proposal to introduce a restricted stock and is considered in total compensation, based on
unit (RSU) scheme based on Naspers shares, similar the pensionable salary of these individuals. The value
to those offered by many global internet firms with of contributions for each executive director appears
which we compete for talent, was approved by in the summary of directors’ emoluments. No
shareholders at the annual general meeting on non-executive directors of Naspers contributed
28 August 2015. This RSU scheme is not aimed at to any group pension fund in 2016.
senior and executive management and will not
replace the group’s share option and share
appreciation rights plans, which remain the primary

Guaranteed package increases

In the 2016 financial year the overall fixed salary increase for the Naspers group varied across the jurisdictions
where we operate. In determining salary increases we consider local economic indicators such as inflation and
cost-of-living changes, overall movement in the local (and, where appropriate, regional and global) labour market,
any collective bargaining agreements and, most importantly, the performance of the individual employee.
Where appropriate, the committee annually benchmarks the total compensation of Naspers senior executives,
and considers this along with individual and company performance when awarding compensation. The committee
uses external consultants to benchmark the remuneration of its senior executives.

Executive directors’ emoluments for the financial year to 31 March 2016
Pension
contribution
Annual cash paid on
bonuses and behalf of
performance- director to
related the pension
Salary payments scheme Total
US$’000 US$’000 US$’000 US$’000
2016
V Sgourdos
Paid by other companies in the group 799 337 94 1 230
M R Sorour
Paid by other companies in the group 582 1 199 298 2 079
B van Dijk
Total 2 409 2 104 469 4 982
2015
S J Z Pacak
Paid by other companies in the group 98 — 11 109
V Sgourdos
M R Sorour
B van Dijk
Total 2 298 2 147 491 4 936
Note
On 30 June 2014 Steve Pacak retired as financial director, but remained on the board as an alternate non-executive director. On
15 January 2015 he was appointed as a non-executive director. Only the comparative figure is shown in the table.

Annual performance payments for Basil Sgourdos, Executive directors’ contracts

Mark Sorour and Bob van Dijk are based on No executive director has a notice period of more
financial, operational and discrete personal than one year. No executive director’s service
objectives, approved by the human resources and contract includes predetermined compensation on
remuneration committee in advance. Bob van Dijk’s termination exceeding one year’s salary and
bonus is capped at a maximum of the annual total benefits.
cost to company and is entirely linked to achieving
the group business plan as approved by the board ¡¡Shareholding
and personal targets. Mark Sorour is responsible for Directors’ interests in the group’s
mergers, acquisitions and divestitures and therefore share incentive schemes
holds a highly commercial role with a direct and The executive directors of Naspers are allowed to
significant impact on the group’s success. His bonus participate in group share-based incentive schemes.
is capped at double the annual total cost to Executive directors who retire and become
company. Basil Sgourdos’s bonus is primarily driven non-executive directors are allowed to retain their
by the financial performance of the group and share options/appreciation rights under the rules of
certain corporate governance objectives. His annual the group’s share-based incentive schemes only if
performance cap is 50% of the total cost to they serve on group boards. A summary of
company. executive directors’ participation in Naspers scheme
No other remuneration is paid to executive shares, in relation to shares not yet released at
directors. Remuneration is earned for services 31 March 2016, is set out below. Full details can be
rendered in conducting the business of the group. found in note 42 on page 126 of the consolidated
Interests in group share-based incentive schemes annual financial statements.
are set out on pages 98 to 101.

MIH (Mauritius) Limited share incentive scheme (Naspers share options)
Number of Purchase Release Value of

Name Offer date N shares price period option(1)
V Sgourdos(2) 19/09/2011 7 082 R350.00 19/09/2016 R171.45
02/07/2016 R169.68 to
02/07/2012 22 247 R436.83 to 02/07/2017 R182.57
11/07/2016 R289.65 to
11/07/2013 27 360 R770.00 to 11/07/2018 R344.19
04/09/2017 R594.64 to
04/09/2014 22 409 R1 380.78 to 04/09/2019 R695.10
18/09/2018 R765.98 to
18/09/2015 6 741 R1 742.96 to 18/09/2020 R914.29
25/09/2018 R748.89 to
25/09/2015 1 378 R1 702.64 to 25/09/2020 R894.66
11/07/2016 R289.65 to
B van Dijk 11/07/2013 20 094 R770.00 to 11/07/2018 R344.19
28/03/2017 R503.76 to
28/03/2014 832 000 R1 155.00 to 28/03/2019 R581.92
Notes
(1)
The value of the option represents the fair value on grant date in accordance with IFRS.
On 29 December 2015 Basil Sgourdos sold 71 122 Naspers N ordinary shares at average market prices ranging between R2 095.00
(2)
and R2 134.47 per share in the MIH (Mauritius) Limited Share Trust.
MIH Holdings share incentive scheme (Naspers share options)

Number of Purchase Release Value of
Name Offer date N shares price period option(1)
M R Sorour(2) 19/09/2011 11 128 R350.00 19/09/2016 R175.85
02/07/2016 R176.49
02/07/2012 37 078 R436.83 to 02/07/2017 to R188.10
11/07/2016 R276.34
11/07/2013 41 040 R770.00 to 11/07/2018 to R334.75
28/03/2017 R483.39
28/03/2014 30 000 R1 155.00 to 28/03/2019 to R568.24
04/09/2017 R568.46
04/09/2014 28 011 R1 380.78 to 04/09/2019 to R676.96
18/09/2018 R765.98
18/09/2015 10 111 R1 742.96 to 18/09/2020 to R914.29
25/09/2018 R748.89
25/09/2015 2 067 R1 702.64 to 25/09/2020 to R894.66
Notes
(1)
On 14 August 2015 Mark Sorour sold 29 667 Naspers N ordinary shares at average market prices ranging between R1 700.00 and
(2)
R1 707.00 per share in the MIH Holdings Share Trust.

Directors’ interests in other group share-based incentive schemes

A summary of executive directors’ participation in other Naspers group share-based incentive schemes in relation
to shares not yet released at 31 March 2016, is set out below. Full details can be found in note 42 on page 126 of
the consolidated annual financial statements.
Incentive Offer Number Purchase Release Value of

Name scheme date of ARs price period option(1)
M R Sorour(2) Flipkart Limited SAR 10/09/2014 2 469 US$63.64 10/09/2016 US$21.20

to 10/09/2019 to US$26.04
Flipkart Limited SAR 11/09/2015 4 714 US$63.64 11/09/2016 US$19.81
to 11/09/2020 to US$26.75
Naspers Global 12/09/2014 53 973 US$15.58 12/09/2016 US$4.48
Ecommerce SAR to 12/09/2019 to US$5.26
Naspers Global 17/09/2015 43 034 US$18.59 17/09/2016 US$4.99
MIH China/MIH TC 2008 17/01/2014 24 000 US$42.95 17/01/2017 US$10.43
SAR to 17/01/2019 to US$11.54
SimilarWeb Limited SAR 10/09/2014 1 380 US$1.45 10/09/2016 US$0.44
to 10/09/2019 to US$0.55
to 17/09/2020 to US$3.16
Konga SAR 11/09/2015 5 834 US$8.57 11/09/2016 US$2.6
to 11/09/2020 to US$3.60
ShowMax SAR 18/09/2015 11 111 US$18 18/09/2016 US$7.87
to 18/09/2020 to US$10.28
Souq SAR 11/09/2015 2 915 US$17.15 11/09/2016 US$3.80
to 11/09/2020 to US$5.31
Takealot SAR 11/09/2015 5 470 R111.04 11/09/2016 US$41.90
to 11/09/2020 to US$61.26
B Sgourdos Naspers Global 17/09/2015 48 413 US$18.59 17/09/2016 US$4.99
ShowMax SAR 18/09/2015 5 556 US$18 18/09/2016 US$7.87
to 18/09/2020 to US$10.28
B van Dijk Flipkart Limited SAR 10/09/2014 292 684 US$63.64 10/09/2016 US$21.20
to 10/09/2019 to US$26.04
Naspers Global 12/09/2014 5 972 907 US$15.58 12/09/2016 US$4.48
to 10/09/2019 to US$0.55

Notes
(1)
On 18 August 2015 Mark Sorour exercised options in a group share-based incentive plan and received 913 Naspers N ordinary shares
(2)
in settlement of the gain made on exercising the options. He then sold 233 073 Naspers N ordinary shares at average market prices
ranging between R1 682.00 and R1 730.08 per share. On 15 December 2015 Mark Sorour exercised options in a group share-based
incentive plan and received 34 435 Naspers N ordinary shares in settlement of the gain made on exercising the options. He then sold
14 560 Naspers N ordinary shares at average market prices ranging between R1 988.04 and R2 000.00 per share and retained the
remaining 19 875 Naspers N ordinary shares. The remaining 19 875 Naspers N ordinary shares were sold on 18 December 2015 at
average market prices ranging between R2 067.00 and R2 072.10 per share.
Directors’ interest in Naspers shares

The directors of Naspers have the following interests in Naspers A ordinary shares on 31 March 2016:
31 March 2016 31 March 2015

Naspers A ordinary shares Naspers A ordinary shares
Beneficial Beneficial
Name Direct Indirect Total Direct Indirect Total
J J M van Zyl(1) — — — 745 — 745

J D T Stofberg(2) — 166 166 — 130 130
Notes
(1)
Retired 17 April 2015. Only the comparative figure is shown in the table.
The increase in the number of A ordinary shares year on year is the result of the capitalisation award of A ordinary shares made on
(2)
26 November 2015 to the holders of all A ordinary shares in accordance with the company’s memorandum of incorporation (MOI).
Koos Bekker and Cobus Stofberg each have an indirect 25% interest in Wheatfields 221 Proprietary Limited, which
controls 168 605 Naspers Beleggings (RF) Beperk ordinary shares, 16 860 500 Keeromstraat 30 Beleggings (RF)
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 2016 or 31 March 2015.

The directors of Naspers (and their associates) had the following interests in Naspers N ordinary
shares as at 31 March:
31 March 2016 31 March 2015

Naspers N ordinary shares Naspers N ordinary shares
Beneficial Beneficial
Name Direct Indirect Total Direct Indirect Total
J P Bekker(1)
— 4 688 691 4 688 691 — 4 688 691 4 688 691
F-A du Plessis(2) — — — — — —
C L Enenstein — — — — — —
D G Eriksson — — — — — —
R C C Jafta — — — — — —
F L N Letele 737 — 737 737 — 737
Y Ma(6) — — — — — —
D Meyer — — — — — —
R Oliveira de Lima — — — — — —
S J Z Pacak(3) 646 510 252 548 899 058 728 510 272 548 1 001 058
T M F Phaswana — 3 530 3 530 — 3 530 3 530
V Sgourdos(4) — 31 952 31 952 — 82 647 82 647
M R Sorour(5) 9 034 11 128 20 162 9 034 106 383 115 417
J D T Stofberg 159 831 291 888 451 719 159 831 291 888 451 719
B J van der Ross — 400 400 — 400 400
B van Dijk — — — — — —
J J M van Zyl(6) — — — 50 361 150 796 201 157
T Vosloo(6) — — — — 160 000 160 000
816 112 5 280 137 6 096 249 948 473 5 756 883 6 705 356
On 1 April 2016 Hendrik du Toit and Guijin Liu were appointed independent non-executive directors. Neither
holds any Naspers A or N ordinary shares. There have been no further changes to the directors’ interests in the
table above between the end of the financial year and 24 June 2016.

Notes
(1)
(2)
Resigned 29 May 2015. Only the comparative figure is shown in the table.
On 17 July 2015 Steve Pacak sold 50 000 Naspers N ordinary shares at average market prices ranging between R1 911.01 and
(3)
R1 900.00 per share in the Naspers share incentive trust. On 11 December 2015 Steve sold 11 909 Naspers N ordinary shares at
average market prices ranging between R2 025.00 and R2 030.01 per share in the Naspers share incentive trust. On 17 December
2015 he sold 38 091 Naspers N ordinary shares at average market prices ranging between R2 060.00 and R2 080.90 per share in
the Naspers share incentive trust. On 22 January 2016 Steve’s family trust sold 10 000 Naspers N ordinary shares at average market
prices ranging between R1 830.50 and R1 871.81 per share. Furthermore, on 25 January 2016 the family trust sold 5 000 Naspers
N ordinary shares at average market prices ranging between R1 815.12 and R1 924.98 per share.
On 29 December 2015 Basil Sgourdos sold 71 122 Naspers N ordinary shares at average market prices ranging between R2 095.00
(4)
and R2 134.47 per share in the MIH (Mauritius) Limited Share Trust.
(5)
On 14 August 2015 Mark Sorour sold 29 667 Naspers N ordinary shares at average market prices ranging between R1 700.00 and
R1 707.00 per share in the MIH Holdings Share Trust and 95 255 Naspers N ordinary shares at average market prices ranging
between R1 700.00 and R1 727.00 per share in the MIH (Mauritius) Limited Share Trust. On 18 August 2015 Mark exercised options
in a group share-based incentive plan and received 913 Naspers N ordinary shares in settlement of the gain made on exercising the
options. He then sold 233 073 Naspers N ordinary shares at average market prices ranging between R1 682.00 and R1 730.08
per share. On 15 December 2015 Mark exercised options in a group share-based incentive plan and received 34 435 Naspers N
ordinary shares in settlement of the gain made on exercising the options. He then sold 14 560 Naspers N ordinary shares at average
market prices ranging between R1 988.04 and R2 000.00 per share and retained the remaining 19 875 Naspers N ordinary shares.
The remaining 19 875 Naspers N ordinary shares were sold on 18 December 2015 at average market prices ranging between
R2 067.00 and R2 072.10 per share.
(6)
Retired 17 April 2015. Only the comparative figure is shown in the table.
Rachel Jafta
Chair: Human resources and remuneration committee
24 June 2016

Social and ethics committee report

The purpose of this report is to outline how the –– the Organisation for Economic Co-operation
social and ethics committee has discharged its and Development (OECD) recommendations
responsibilities as set out in section 72 of the South regarding corruption
African Companies Act No 71 of 2008, as amended –– the Employment Equity Act, and
(the Act), and regulation 43 of the Companies –– the Broad-based Black Economic
Regulations 2011 (the regulation), issued in terms Empowerment Act.
of the Act. ■■ Corporate citizenship, including the company’s:
–– promotion of equality, prevention of unfair
discrimination, and reduction of corruption
¡¡Composition
–– contribution to development of the
The social and ethics committee comprises
communities in which its activities are
non-executive and executive directors, and certain
predominantly conducted or within which
key members of management. On 17 April 2015 its products or services are predominantly
Don Eriksson replaced Boetie van Zyl on his marketed, and
retirement as chair of the social and ethics –– record of sponsorship, donations and
committee. This committee met three times during charitable giving.
the financial year. The company secretary also acts ■■ Environmental, health and public safety matters,
as the secretary of the committee. Details of including the impact of the company’s activities
attendance at meetings are provided on page 89. and of its products or services.
■■ Consumer relationships, including the company’s
¡¡Responsibilities advertising, public relations and compliance with
The committee’s responsibilities cover the group’s consumer protection laws.
South African operations: MultiChoice and Media24. ■■ Labour and employment, including:
Its mandate, set out in its charter, is aligned with the –– the company’s standing in terms of the
committee’s statutory responsibilities as set out in International Labour Organization Protocol
(ILO) on decent work and working conditions.
the regulations. The committee monitors:
■■ Social and economic development, including the
■■ The company’s employment relationships and its
contribution toward the educational
company’s standing in terms of the goals and
development of its employees.
purposes of: ■■ Matters within its mandate to be brought to the
–– the 10 principles set out in the United Nations
attention of the board as the occasion requires.
Global Compact Principles

Social and ethics committee report (continued)

■■ Matters within its mandate to be reported to the ¡¡Conclusion

shareholders.
The committee is of the view that the group takes
its environmental, social and governance
¡¡Discharge of responsibilities responsibilities seriously. Appropriate policies, plans
The committee reviewed: and programmes are in place to contribute to social
■■ Employment equity plans for its South African
and economic development, good corporate
businesses. citizenship, environmental responsibility, fair labour
■■ Performance in regard to black economic
practices and good consumer relations.
empowerment (BEE) as measured against the No substantive non-compliance with legislation
Department of Trade and Industry’s (DTI’s) and regulation, or non-adherence with codes of
generic broad-based black economic best practice, relevant to the areas within the
empowerment (BBBEE) scorecard. committee’s mandate, has been brought to its
■■ Skills and other development programmes, aimed
attention. Based on its monitoring activities to date,
at the educational development of its employees. the committee has no reason to believe that any
■■ Employment philosophy and how it is founded
such non-compliance or non-adherence has
on promoting equality and preventing unfair occurred.
discrimination. The committee recognises that the areas within
■■ Labour practices and policies, and how these
its mandate are evolving and that management’s
compare to the ILO protocol on decent working responses too will adapt to changes in the
conditions. environmental, social and governance agenda.
■■ Corporate social investment programmes,
including details of donations and charitable

giving.
■■ The progress of the South African businesses
in addressing the principles of the UN Global

Compact and OECD.
Don Eriksson
■■ A risk register that addresses the risks associated
Chair: Social and ethics committee
with the South African companies in addressing
the statutory responsibilities of the committee,
24 June 2016
how they are addressed, including combined
assurance responses.

Report of the audit committee

The audit committee submits this report, as ■■ Reviewed external audit reports on the
required by section 94 of the South African consolidated and separate annual financial
Companies Act No 71 of 2008 (the Act). statements.
■■ Reviewed the board-approved internal audit
¡¡Functions of the audit charter.
committee ■■ Reviewed and approved the internal and external
The audit committee has adopted formal terms of audit plans.
reference, delegated by the board of directors, as ■■ Reviewed internal audit and risk management
set out in its audit committee charter. reports and, where relevant, made
The audit committee has discharged the recommendations to the board.
functions in terms of its charter and ascribed to it ■■ Evaluated the effectiveness of risk management,
in terms of the Act as follows: controls and governance processes.
■■ Reviewed the interim, provisional, annual financial ■■ Verified the independence of the external
statements and integrated annual report, auditor, nominated PricewaterhouseCoopers Inc.
culminating in a recommendation to the board as auditor for 2016 and noted the appointment
to adopt them. In the course of its review, the of Brendan Deegan as the designated auditor.
committee: ■■ Approved audit fees and engagement terms of
–– took appropriate steps to ensure the financial the external auditor.
statements were prepared in accordance with ■■ Determined the nature and extent of allowable
International Financial Reporting Standards non-audit services and approved contract terms
(IFRS) and in the manner required by the Act for non-audit services by the external auditor.
–– considered and, when appropriate, made
recommendations on internal financial ¡¡Members of the audit
controls committee and attendance
–– dealt with concerns or complaints on at meetings
accounting policies, internal audit, the auditing The audit committee consists of the independent
or content of annual financial statements, and non-executive directors listed alongside and meets
internal financial controls, and at least three times per year in accordance with its
–– reviewed legal matters that could have an charter. All members act independently as described
impact on the organisation’s financial in section 94 of the Act. During the year under
statements. review four meetings were held.


Report of the audit committee (continued)

Details of attendance are on page 89 of the integrated annual report.
Name of committee member Qualifications

Boetie van Zyl (1)
BScMech (UCT) and PrEng
Francine-Ann du Plessis(2) BComTaxHons, LLB and CA(SA)
Don Eriksson CTA (Wits) and CA(SA)
Rachel Jafta(3) MEcon and PhD (SU)
Ben van der Ross DipLaw (UCT)
Notes
(1)
(2)
(3)
Appointed 9 June 2015.
On 17 April 2015 Don Eriksson replaced Boetie to discharge its duties. The committee oversees
van Zyl as chair of the audit committee upon the cooperation between internal and external auditors,
latter’s retirement. Furthermore, with effect from and serves as a link between the board of directors
29 May 2015 Naspers’s non-executive director and these functions. The head of internal audit
Francine-Ann du Plessis resigned from the reports functionally to the chair of the committee
committee. and administratively to the financial director.
On 9 June 2015 Rachel Jafta was appointed to
the audit committee to fill the vacancy following ¡¡Attendance
Francine-Ann du Plessis’s resignation. Her The internal and external auditors, in their capacity
appointment was confirmed by shareholders at as auditors to the group, attended and reported at
the annual general meeting on 28 August 2015. all meetings of the audit committee. The group risk
The board and the nomination committee management function was also represented.
unanimously recommend to shareholders at the Executive directors and relevant senior managers
annual general meeting that the current committee attended meetings by invitation.
members be re-elected. All audit committee
members served on the committee for the full ¡¡Confidential meetings
financial year. Audit committee agendas provide for confidential
meetings between committee members and the
¡¡Internal audit internal and external auditors.
The audit committee has oversight of the group’s
financial statements and reporting process, including ¡¡Independence of the
the system of internal financial control. It is external auditor
responsible for ensuring that the group’s internal During the year the audit committee reviewed a
audit function is independent and has the necessary representation by the external auditor and, after
resources, standing and authority in the organisation conducting its own review, confirmed the
independence of the auditor.

Report of the audit committee (continued)

¡¡Expertise and experience of

the financial director and
the finance function
As required by the JSE Limited’s (JSE) Listings
Requirement 3.84(h), the audit committee has
satisfied itself that the financial director has
appropriate expertise and experience.
In addition, the committee satisfied itself that the
composition, experience and skills set of the finance
function met the group’s requirements.
¡¡Discharge of responsibilities
The committee determined that, during the financial
year under review, it had discharged its legal and
other responsibilities as outlined in terms of its
remit, details of which are included in the full
corporate governance report on . The board
concurred with this assessment.
Don Eriksson
Chair: Audit committee
24 June 2016

Financial
NAVI TO BE UPDATED AFTER TWEEKS
Contents
Statement of responsibility by the board of directors 111
Report of the independent auditor on the summarised consolidated annual financial statements 112
Basis of presentation and accounting policies 114
Summarised consolidated income statement 116
Summarised consolidated statement of comprehensive income 117
Summarised consolidated statement of changes in equity 118
Summarised consolidated statement of financial position 119
Summarised consolidated statement of cash flows 120
Segmental review 121
Reconciliation of trading profit to operating (loss)/profit 122
Headline and core headline earnings 123
Supplementary information 124
Disposal groups classified as held for sale 128
Business combinations and other acquisitions 129
Proceeds from placement of N ordinary shares and issue of listed bond 131
Financial instruments 132
Related-party transactions and balances 132
Events after the reporting period 135
Pro forma financial information 136

Statement of responsibility by the board of directors

The summarised consolidated annual financial statements of the group are the responsibility of the directors
of Naspers Limited. In discharging this responsibility they rely on the management of the group to prepare the
consolidated annual financial statements, separately available on www.naspers.com, in accordance with
International Financial Reporting Standards (IFRS) and the Companies Act No 71 of 2008. The summarised
consolidated 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 summarised
consolidated 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 summarised consolidated
annual financial statements support the viability of the company and the group. The preparation of the summarised
consolidated annual financial statements was supervised by the financial director, Basil Sgourdos, CA(SA).
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 consolidated annual financial statements from which the summarised consolidated
annual financial statements were derived. The directors believe that representations made to the independent
auditor during audit were valid and appropriate. PricewaterhouseCoopers Inc.’s audit report is presented on
page 112.
The summarised consolidated annual financial statements were approved by the board of directors on
24 June 2016 and are signed on its behalf by:
J P Bekker B van Dijk

Chair Chief executive
24 June 2016

Report of the independent auditor

on the summarised consolidated annual financial statements
to the shareholders of Naspers Limited
The summarised consolidated annual financial statements of Naspers Limited, set out on pages 116 to 140 of
the integrated annual report, which comprise the summarised consolidated statement of financial position as at
31 March 2016, and the summarised consolidated income statement and summarised consolidated statements of
comprehensive income, changes in equity and cash flows for the year then ended, and related notes, are derived
from the audited consolidated annual financial statements of Naspers Limited for the year ended 31 March 2016.
We expressed an unmodified audit opinion on those consolidated annual financial statements in our report dated
24 June 2016. Our auditor’s report on the audited consolidated annual financial statements contained an Other
Matter paragraph: “Other Reports Required by the Companies Act” (refer below).
The summarised consolidated annual financial statements do not contain all the disclosures required by
International Financial Reporting Standards (IFRS) and the requirements of the Companies Act of South Africa
as applicable to consolidated annual financial statements. Reading the summarised consolidated annual financial
statements, therefore, is not a substitute for reading the audited consolidated annual financial statements of
Naspers Limited.
¡¡Directors’ responsibility for the summarised consolidated annual

financial statements
The directors are responsible for the preparation of a summary of the audited consolidated annual financial
statements in accordance with the JSE Limited’s (JSE’s) requirements for summary financial statements, set out in
“Basis of presentation and accounting policies” to the summarised consolidated annual financial statements, and
the requirements of the Companies Act of South Africa as applicable to summary financial statements, and for
such internal control as the directors determine is necessary to enable the preparation of summarised consolidated
annual financial statements that are free from material misstatement, whether due to fraud or error.
¡¡Auditor’s responsibility
Our responsibility is to express an opinion on the summarised consolidated annual financial statements based
on our procedures, which were conducted in accordance with International Standard on Auditing (ISA) 810
Engagements to Report on Summary Financial Statements.

Report of the independent auditor (continued)

on the summarised consolidated annual financial statements
to the shareholders of Naspers Limited
¡¡Opinion
In our opinion, the summarised consolidated annual financial statements derived from the audited consolidated
annual financial statements of Naspers Limited for the year ended 31 March 2016 are consistent, in all material
respects, with those consolidated annual financial statements, in accordance with the JSE’s requirements for
summary financial statements, set out in “Basis of presentation and accounting policies” to the summary
consolidated annual financial statements, and the requirements of the Companies Act of South Africa as applicable
to summary financial statements.
The “Other Reports Required by the Companies Act” paragraph in our audit report dated 24 June 2016 states
that as part of our audit of the consolidated annual financial statements for the year ended 31 March 2016, we
have read the directors’ report, the audit committee’s report and the company secretary’s certificate for the
purpose of identifying whether there are material inconsistencies between these reports and the audited
consolidated annual financial statements. These reports are the responsibility of the respective preparers. The
paragraph also states that, based on reading these reports, we have not identified material inconsistencies between
these reports and the audited consolidated annual financial statements. The paragraph furthermore states that we
have not audited these reports and accordingly do not express an opinion on these reports. The paragraph does
not have an effect on the summarised consolidated annual financial statements or our opinion thereon.
PricewaterhouseCoopers Inc.
Director: Brendan Deegan
Registered auditor
Cape Town, South Africa

24 June 2016

Basis of presentation and accounting policies

The summarised consolidated annual financial statements for the year ended 31 March 2016 are prepared in
accordance with the JSE Limited’s stock exchange (JSE) Listings Requirements (the Listings Requirements) relevant to
summarised financial statements and the provisions of the Companies Act No 71 of 2008. The Listings Requirements
require summarised financial statements to be prepared in accordance with the framework concepts, the
measurement and recognition requirements of International Financial Reporting Standards (IFRS), the SAICA Financial
Reporting Guides as issued by the Accounting Practices Committee, and Financial Pronouncements as issued by the
Financial Reporting Standards Council, and to also, as a minimum, contain the information required by IAS 34 Interim
Financial Reporting. The summarised consolidated annual financial statements do not include all the disclosures required
for complete annual financial statements prepared in accordance with IFRS as issued by the International Accounting
Standards Board (IASB). The accounting policies applied in the preparation of the consolidated annual financial
statements from which the summarised consolidated annual financial statements were derived, are consistent with
those applied in the previous consolidated annual financial statements except as set out below.
On 18 April 2016 Naspers announced that it had changed the presentation currency in its consolidated financial
statements from South African rand (SA rand) to United States dollar (US dollar) with effect from the financial year
ended on 31 March 2016.
Over the past 100 years the group has evolved from a single-country newspaper business and early investor in
pay television to a video-entertainment leader and global internet and ecommerce group with operations in over
130 countries. Today more than 75% of revenue measured on an economic-interest basis (which includes the group’s
proportionate share of the revenue of associates and joint ventures) is sourced from outside of South Africa.
Coupled with the evolution of the business, the group’s shareholder base now largely comprises foreign investors
to whom financial reporting in SA rand is of limited relevance. Internally, the board also bases its performance
evaluation and many investment decisions on US dollar financial information.
The board therefore believes that US dollar financial reporting provides more relevant presentation of the
group’s financial position, funding and treasury functions, financial performance and its cash flows.
Dividends will continue to be declared in SA rand, with the relevant exchange rate announced at the time
of the dividend payment.
A change in presentation currency represents a change in an accounting policy in terms of IAS 8 Accounting
Policies, Changes in Accounting Estimates and Errors requiring the restatement of comparative information. In
accordance with IAS 21 The Effects of Changes in Foreign Exchange Rates, the following methodology was followed
in restating historical financial information from SA rand into US dollar:
■■ Non-US dollar assets and liabilities were translated at the relevant closing exchange rate at the end of the
reporting period. Non-US dollar items of income and expenditure and cash flows were translated at actual
transaction date exchange rates.
■■ The foreign currency translation reserve was reset to nil as at 1 April 2006, the date on which the group
adopted IFRS, in line with IFRS 1 First-time Adoption of International Financial Reporting Standards. Share capital

Basis of presentation and accounting policies (continued)

and premium and other reserves, as appropriate, were translated at the historic rates prevailing at the dates
of underlying transactions.
■■ The effects of translating the group’s financial results and financial position into US dollar were recognised in the
foreign currency translation reserve.

Although actual transaction date exchange rates were used to translate previously reported SA rand earnings
and cash flows into US dollar, the group has provided the average exchange rates of its major trading currencies
relative to the US dollar as an approximation for these rates for reference in the table below. The closing exchange
rates of the group’s major trading currencies relative to the US dollar, used when translating the statements of
financial position presented in this release into US dollar, are also detailed in the table below.
31 March 2015 31 March 2014

Average rate Closing rate Average rate Closing rate
South African rand 0.0899 0.0824 0.0982 0.0950

Euro 1.2470 1.0743 1.3426 1.3774
Chinese yuan renminbi 0.1614 0.1613 0.1633 0.1609
Brazilian real 0.3997 0.3143 0.4412 0.4433
Polish zloty 0.2984 0.2635 0.3183 0.3304
Russian rouble 0.0215 0.0172 0.0301 0.0284
The group has adopted all new and amended accounting pronouncements issued by the IASB that are effective
for financial years commencing 1 April 2015. None of the new or amended accounting pronouncements that are
effective for the financial year commencing 1 April 2015 had a material impact on the group.
The group’s reportable segments reflect the components of the group that are regularly reviewed by the chief
executive officer and other senior executives who make strategic decisions. The group proportionately consolidates
its share of the results of its associates and joint ventures in its reportable segments.
Trading profit excludes amortisation of intangible assets (other than software), equity-settled share-based
payment expenses relating to transactions to be settled through the issuance of treasury shares, retention option
expenses and other gains/losses, but includes the finance cost on transponder leases.
Core headline earnings exclude one-off and non-operating items. We believe it is a useful measure of the group’s
sustainable operating performance. However, this is not a defined term under IFRS and may not be comparable
with similarly titled measures reported by other companies.

Summarised consolidated income statement

31 March
2015
2016 Restated %
Revenue 5 930 6 569 (10)

Cost of providing services and sale of goods (3 392) (3 824)
Selling, general and administration expenses (2 423) (2 525)
Other gains/(losses) – net (292) (59)
Operating (loss)/profit (177) 161 (>100)
Interest received 40 45
Interest paid (292) (247)
Other finance income/(costs) – net (100) (49)
– excluding net gain resulting from remeasurements* 1 038 977 6
– net gain resulting from remeasurements* 251 498
Impairment of equity-accounted investments (55) (39)
Dilution gains on equity-accounted investments 104 113
Gains on acquisitions and disposals 452 139
Profit before taxation 1 261 1 598 (21)
Taxation (260) (338)
Profit for the year 1 001 1 260 (21)
Attributable to:
Non-controlling interest 7 3
1 001 1 260
Core headline earnings for the year (US$’m) 1 246 1 030 21
Core headline earnings per N ordinary share (US cents) 298 255 17
Fully diluted core headline earnings per N ordinary share (US cents) 292 249 18
Headline earnings for the year (US$’m) 701 674 4
Headline earnings per N ordinary share (US cents) 168 167 1
Fully diluted headline earnings per N ordinary share (US cents) 162 161 1
Earnings per N ordinary share (US cents) 238 311 (23)
Fully diluted earnings per N ordinary share (US cents) 232 305 (24)
Net number of shares issued (’000)
– At year-end 431 085 411 998
– Weighted average for the year 417 575 403 576
– Fully diluted weighted average 419 208 405 171
* Remeasurements refer to business combination-related gains and losses and disposals of investments.

Summarised consolidated statement of

comprehensive income
31 March
2015
2016 Restated
US$’m US$’m
Profit for the year 1 001 1 260

Total other comprehensive income, net of tax, for the year(1) 374 (1 164)
Translation of foreign operations(2) (309) (1 290)
Net fair-value gains/(losses) 11 (2)
Cash flow hedges 42 34
Share of other comprehensive income and reserves of equity-accounted
investments 633 101
Tax on other comprehensive income (3) (7)
Total comprehensive income for the year 1 375 96
Attributable to:
Non-controlling interest (31) (27)
1 375 96
Notes
These components of other comprehensive income may subsequently be reclassified to profit or loss except for gains of US$387m
(1)
(2015: US$113m) included in the “Share of other comprehensive income and reserves of equity-accounted investments” as well as
losses of US$nil (2015: US$2m) included in “Net fair-value gains/(losses)” relating to remeasurements on the group’s post-employment
benefit plans.
The movement on the foreign currency translation reserve for the year relates primarily to the effects of foreign exchange rate fluctuations
(2)
related to the group’s net investments in its foreign operations.

Refer to the “Basis of preparation and accounting policies” for details of the restatement resulting from the group’s change in presentation
currency.

Summarised consolidated statement of changes in equity

31 March
2015
2016 Restated
US$’m US$’m
Balance at the beginning of the year 6 903 6 477

Changes in share capital and premium
Movement in treasury shares (68) 94
Share capital and premium issued 2 300 310
Changes in reserves
Total comprehensive income for the year 1 406 123
Movement in share-based compensation reserve 120 65
Movement in existing control business combination reserve 9 (86)
Movement in valuation reserve — 31
Direct retained earnings movements — (11)
Dividends paid to Naspers shareholders (161) (160)
Changes in non-controlling interest
Total comprehensive income for the year (31) (27)
Dividends paid to non-controlling shareholders (125) (128)
Movement in non-controlling interest in reserves 301 215
Balance at the end of the year 10 654 6 903
Comprising:
Share capital and premium 4 965 2 733
Retained earnings 6 110 5 277
Share-based compensation reserve 1 231 724
Existing control business combination reserve (184) (193)
Hedging reserve 35 (2)
Valuation reserve 573 421
Foreign currency translation reserve (2 476) (2 312)
Non-controlling interest 400 255
Total 10 654 6 903
currency.

Summarised consolidated statement of financial position

at 31 March
31 March 1 April
2016 2015 Restated 2014 Restated
ASSETS
Non-current assets 13 486 10 236 9 515
Property, plant and equipment 1 443 1 425 1 619
Goodwill 2 818 1 891 2 451
Other intangible assets 1 190 451 541
Investments in associates 7 625 6 058 4 535
Investments in joint ventures 218 228 164
Other investments and loans 57 78 113
Other receivables 20 — —
Derivative financial instruments — 8 —
Current assets 3 237 2 700 2 698
Inventory 194 262 274
Programme and film rights 160 154 188
Trade receivables 393 398 460
Other receivables and loans 491 438 458
Derivative financial instruments 59 37 20
Cash and cash equivalents 1 714 1 226 1 298
3 011 2 515 2 698
Assets classified as held for sale 226 185 —
Total assets 16 723 12 936 12 213
EQUITY AND LIABILITIES
Share capital and reserves 10 254 6 648 6 282
Other reserves (821) (1 362) (238)
Non-controlling shareholders’ interest 400 255 195
Total equity 10 654 6 903 6 477
Non-current liabilities 4 023 3 852 3 471
Capitalised finance leases 771 617 643
Liabilities – interest-bearing 2 922 3 057 2 601
– non-interest-bearing 8 25 43
Other non-current liabilities 3 — —
Post-employment medical liability 13 17 17
Current liabilities 2 046 2 181 2 265
Current portion of long-term debt 227 354 250
Accrued expenses and other current liabilities 1 253 1 295 1 327
Bank overdrafts and call loans 1 26 103
1 949 2 170 2 265
Liabilities classified as held for sale 97 11 —
Total equity and liabilities 16 723 12 936 12 213
Net asset value per N ordinary share (US cents) 2 379 1 614 1 580
currency.
Summarised consolidated statement of cash flows

31 March
2015
2016 Restated
US$’m US$’m
Cash flows from operating activities

Cash generated from operating activities 454 574
Interest income received 46 46
Dividends received from investments and equity-accounted companies 146 100
Interest costs paid (246) (227)
Taxation paid (322) (334)
Net cash generated from operating activities 78 159
Cash flows from investing activities
Acquisitions and disposals of tangible and intangible assets (228) (292)
Acquisitions of subsidiaries, associates and joint ventures (1 426) (406)
Disposals of subsidiaries, associates and joint ventures 289 158
Cash movement in other investments and loans (19) (12)
Net cash utilised in investing activities (1 384) (552)
Cash flows from financing activities
Proceeds from issue of share capital 2 470 —
Proceeds from long- and short-term loans raised 2 000 805
Repayments of long- and short-term loans (2 270) (204)
(Outflow)/inflow from share-based compensation transactions (13) 171
Dividends paid by the holding company and its subsidiaries (254) (274)
Other movements resulting from financing activities (41) 53
Net cash generated from financing activities 1 892 551
Net movement in cash and cash equivalents 586 158
Foreign exchange translation adjustments (73) (149)
Cash and cash equivalents at the beginning of the year 1 200 1 195
Cash and cash equivalents classified as held for sale — (4)
Cash and cash equivalents at the end of the year 1 713 1 200
currency.

Segmental review
Revenue
31 March
2016 2015 %
Internet 8 237 6 999 18

– Tencent 5 417 4 297 26
– Mail.ru 173 210 (18)
– Ecommerce 2 647 2 492 6
Video entertainment 3 413 3 830 (11)
Media 608 762 (20)
Corporate services 1 5 (80)
Intersegmental (35) (55) 36
Economic interest 12 224 11 541 6
Less: Equity-accounted investments (6 294) (4 972) (27)
Consolidated 5 930 6 569 (10)
EBITDA(1)
31 March
2016 2015 %
Internet 1 845 1 394 32

– Tencent 2 415 1 782 36
– Mail.ru 78 114 (32)
– Ecommerce (648) (502) (29)
Video entertainment 799 920 (13)
Media 52 52 —
Corporate services (12) (30) 60
Consolidated 423 550 (23)
Note
(1)
EBITDA refers to earnings before interest, taxation, depreciation and amortisation.

Segmental review (continued)

Trading profit
31 March
2016 2015 %
Internet 1 619 1 177 38

– Tencent 2 246 1 616 39
– Mail.ru 66 104 (37)
– Ecommerce (693) (543) (28)
Video entertainment 610 732 (17)
Media 29 22 32
Corporate services (12) (30) 60
Consolidated 179 298 (40)
Reconciliation of trading profit to operating (loss)/profit

31 March
2016 2015
US$’m US$’m
Trading profit 179 298

Finance cost on transponder leases 33 34
Amortisation of other intangible assets (68) (68)
Retention option expense (2) (14)
Share-based incentives settled in treasury shares (27) (30)
Operating (loss)/profit (177) 161
For a reconciliation of operating (loss)/ profit to profit before taxation, refer to the summarised consolidated income statement.

Headline and core headline earnings

31 March
2016 2015
US$’m US$’m
Net profit attributable to shareholders 994 1 257

Adjusted for:
– insurance proceeds (1) (2)
– impairment of property, plant and equipment and other assets 43 44
– impairment of goodwill and other intangible assets 155 15
– loss on sale of assets 3 —
– loss on remeasurement of disposal groups classified as held for
sale to fair value less costs of disposal 88 —
– gains on acquisitions and disposals of investments (110) (150)
– remeasurement of previously held interest (348) (3)
– dilution gains on equity-accounted investments (104) (113)
– remeasurements included in equity-accounted earnings (125) (396)
– impairment of equity-accounted investments 55 39
650 691
Total tax effects of adjustments 54 (9)
Total adjustment for non-controlling interest (3) (8)
Headline earnings 701 674
Adjusted for:
– equity-settled share-based payment expenses 218 136
– (recognition)/reversal of deferred tax assets (1) 20
– amortisation of other intangible assets 230 150
– fair-value adjustments and currency translation differences 90 26
– retention option expense 2 12
– business combination related losses 6 12
Core headline earnings 1 246 1 030
The diluted earnings, headline earnings and core headline earnings per share figures presented on the face of the
income statement, include a decrease of US$20m (2015: US$20m) relating to the future dilutive impact of potential
ordinary shares issued by equity-accounted investees.

Supplementary information
INTEREST RECEIVED/(PAID)
31 March
2016 2015
US$’m US$’m
– loans and bank accounts 37 39
– other 3 6
Interest paid (292) (247)
– loans and overdrafts (207) (182)
– transponder leases (33) (34)
– other (52) (31)
Other finance income/(cost) – net (100) (49)
– net foreign exchange differences and fair-value adjustments on derivatives (102) (53)
– preference dividends received 2 4
EQUITY-ACCOUNTED RESULTS
The group’s equity-accounted investments contributed to the summarised consolidated financial results as follows:
31 March
2016 2015
US$’m US$’m

– sale of assets — 3
– disposal of investments (251) (498)
– impairment of investments 180 98
Contribution to headline earnings 1 218 1 078
– amortisation of other intangible assets 174 101
– equity-settled share-based payment expenses 191 106
– fair-value adjustments and currency translation differences 6 (10)
Contribution to core headline earnings 1 589 1 275
Tencent 1 797 1 316
Mail.ru 45 90
Other (253) (131)

Supplementary information (continued)

PROFIT BEFORE TAXATION

In addition to the items already detailed, profit before taxation has been determined after taking into account, inter
alia, the following:
31 March
2016 2015
US$’m US$’m
Depreciation of property, plant and equipment 186 198

Amortisation 94 88
– other intangible assets 67 68
– software 27 20
Net realisable value adjustments on inventory, net of reversals(1) 78 55
– loss on sale of assets (3) —
– impairment of goodwill and other intangible assets (155) (15)
– impairment of property, plant and equipment and other assets (43) (44)
– r emeasurement of disposal groups classified as held for sale to fair value less
costs of disposal (88) —
– insurance proceeds 1 2
– fair-value adjustments on financial instruments (4) (2)
Gains on acquisitions and disposals 452 139
– profit on sale of investments 110 68
– gains recognised on loss of control transactions — 82
– remeasurement of contingent consideration 2 2
– acquisition-related costs (8) (16)
– remeasurement of previously held interest 348 3
Note
Net realisable value writedowns relate primarily to set-top box subsidies in the video-entertainment segment.
(1)


GOODWILL
Goodwill is subject to an annual impairment assessment. Movements in the group’s goodwill for the year are
detailed below:
31 March
2016 2015
US$’m US$’m
Goodwill
– cost 2 170 2 792
– accumulated impairment (279) (341)
Opening balance 1 891 2 451
– foreign currency translation effects (26) (441)
– acquisitions of subsidiaries and businesses 1 260 105
– disposals of subsidiaries and businesses (7) (84)
– transferred to assets classified as held for sale (155) (138)
– impairment (145) (2)
Closing balance 2 818 1 891
– cost 3 175 2 170
– accumulated impairment (357) (279)
The impairment loss recognised during the current reporting period relates primarily to the group’s investment in
its online comparison-shopping business, Buscapé. Buscapé forms part of the ecommerce segment. The impairment
loss has been calculated on a value-in-use basis using a 10-year projected cash flow model, a growth rate of 4% and
a discount rate of 20%. If the discount rate applied to cash flows were to increase by 5% and the growth rate used
to extrapolate cash flows were to decrease by 5%, there would be no further significant impairments that would
have to be recognised.
INVESTMENTS AND LOANS
The following relates to the group’s investments and loans as at the end of the reporting period:
31 March
2016 2015
US$’m US$’m
Investments and loans 7 900 6 364

– listed investments 6 977 5 291
– unlisted investments and loans 923 1 073


COMMITMENTS
Commitments relate to amounts for which the group has contracted, but that have not yet been recognised as
obligations in the statement of financial position.
31 March
2016 2015
US$’m US$’m
Commitments 3 254 2 918

– capital expenditure 16 41
– programme and film rights 2 245 1 650
– network and other service commitments 176 141
– transponder leases 573 909
– operating lease commitments 207 124
– set-top box commitments 37 53
The group has made certain restatements to transponder lease and programme and film rights commitments
reported during the comparative period. The adjustments made resulted in an increase in total commitments
of US$445m.


¡¡Disposal groups classified as held for sale

The group classified the net assets and liabilities of Netretail, its Czech online retail and ecommerce platform,
Heureka, the group’s Czech online comparison-shopping platform, as well as the assets and liabilities of other
smaller businesses as held for sale during the year ended 31 March 2016. The above-mentioned transactions
are subject to regulatory approval.
The group concluded the disposals of its subsidiaries Ricardo.ch AG and Korbitec Proprietary Limited following
the receipt of regulatory approval during September and November 2015, respectively. These businesses were
previously classified as held for sale. Refer to note 12 for additional details regarding these disposals.
The carrying values of the assets and liabilities of all disposal groups classified as held for sale as at
31 March 2016 are detailed below:
31 March
2016 2015
US$’m US$’m
Assets 226 185

Property, plant and equipment 28 8
Goodwill and other intangible assets 124 156
Investment in joint venture 4 —
Deferred taxation assets 1 6
Inventory 38 2
Trade and other receivables 19 9
Cash and cash equivalents 12 4
Liabilities 97 11
Deferred taxation liabilities 9 3
Long-term liabilities 2 —
Trade payables 39 2
Accrued expenses and other current liabilities 35 6
Bank overdrafts 12 —
The group recognised a loss of US$87.7m (2015: US$nil) on remeasuring the net assets of businesses classified as
held for sale to their fair value less costs of disposal during the year. The fair value of the businesses was determined
based on third-party sales prices. This represents a level 3 fair-value measurement.


¡¡Business combinations and other acquisitions

The group acquired an additional 49.0% interest in its associate Avito AB (Avito), the leading online classifieds
platform in Russia, during December 2015. The additional investment resulted in the group holding a 67.5% interest
in Avito on a fully diluted basis and was accounted for as a business combination. The total purchase consideration
amounted to US$1.67bn representing cash paid to the former owners of Avito of US$1.23bn, the fair value of the
group’s previously held equity interest in Avito of US$411m, as well as the acquisition-date fair value of Avito’s
vested share-based incentive awards of US$22m. A gain of US$324m has been recognised in “Gains on acquisitions
and disposals” in the income statement on the remeasurement of the group’s previously held equity interest in
Avito to its fair value. The purchase price allocation: property, plant and equipment US$6m; cash US$24m; trade
and other receivables US$9m; deferred tax assets US$2m; intangible assets US$812m; trade and other payables
US$18m; deferred tax liabilities US$161m and the balance of US$1.19bn to goodwill. The main classes of intangible
assets recognised in the business combination were brand names, customer bases and software. The transaction
gave rise to the recognition of a non-controlling interest of US$195m, which has been measured at the non-
controlling interest’s proportionate share of the identifiable net assets of Avito as at the acquisition date.
In May 2015 the group invested US$10m in Ambatana Holdings B.V. (Ambatana), an entity operating a
hyperlocal classifieds marketplace app under the letgo brand. The investment resulted in Ambatana being accounted
for as an associate of the group. A further US$50m was invested in Ambatana during September 2015, resulting in
the group having a 67.5% interest on a fully diluted basis at the date of the additional investment. The additional
investment was accounted for as a business combination with an effective date of 30 September 2015. The total
purchase consideration amounted to US$58m representing the fair value of the group’s previously held equity
interest in Ambatana of US$34m and the fair value of a call option granted to the former owners of Ambatana
amounting to US$24m. The cash invested and cash consideration still payable, in aggregate amounting to US$50m,
remains within the group following the transaction and is accordingly not disclosed as part of the consideration
transferred by the group or assets of Ambatana acquired, although it did affect the amount of goodwill recognised
in the business combination. A gain of US$24m has been recognised in “Gains on acquisitions and disposals” in the
income statement on the remeasurement of the group’s previously held equity interest in Ambatana to its fair
value. The purchase price allocation: cash US$1m; other receivables US$1m; trade and other payables US$3m and
the balance of US$74m to goodwill. The transaction gave rise to the recognition of a non-controlling interest of
US$15m, which has been measured at the non-controlling interest’s proportionate share of the identifiable net
assets of Ambatana as at the acquisition date. On 31 March 2016 the call option granted to the former owners of
Ambatana was settled, resulting in the group holding a 55% interest in Ambatana on a fully diluted basis at year-end.
Since the acquisition dates of the above business combinations, revenue of US$31m and net results (losses) of
US$60m have been included in the income statement relating to Ambatana and Avito. Had the revenue and net
results of Ambatana and Avito been included from 1 April 2015, group revenue and net profit would have
amounted to US$6.01bn and US$1.02bn respectively.
The main factor contributing to the goodwill recognised in the acquisitions is the acquiree’s market presence.
The goodwill that arose is not expected to be deductible for income tax purposes. Total acquisition-related costs
of US$8m were recorded in “Gains on acquisitions and disposals” in the income statement regarding the above
acquisitions.


¡¡Business combinations and other acquisitions (continued)

The following relates to the group’s investments in its equity-accounted investees:
During April 2015 the group invested US$41m in its joint venture Konga Online Shopping Limited (Konga).
Following the additional investment, the group continues to exert joint control over Konga with its 50.9% interest
on a fully diluted basis.
The group’s associate Flipkart Limited (Flipkart) undertook two funding rounds during April and July 2015 in
which the group did not participate. The funding rounds resulted in a dilution of the group’s interest in Flipkart and
in the recognition of an aggregate net dilution gain of US$61m in “Dilution gains on equity-accounted investments”.
Following the dilutions, the group now holds a 15.0% interest in Flipkart on a fully diluted basis.
During May 2015 the group invested US$10m in its joint venture Souq Group Limited (Souq) as part of a
funding round. Souq undertook further funding rounds during the year in which the group did not participate.
These funding rounds resulted in a dilution of the group’s interest in Souq and in the recognition of an aggregate
net dilution gain of US$75m in “Dilution gains on equity-accounted investments”. Following the dilutions, the group
now holds a 36.4% interest in Souq on a fully diluted basis.
The group also recognised dilution losses of US$42m during the year relating to dilutions in its shareholding in
Tencent on account of the exercise of share-based incentive awards by Tencent’s employees.
The group invested US$20m in its available-for-sale investment Avenida Inc. (Avenida) during July 2015. The
transaction resulted in Avenida becoming an associate and the group now holds a 23.4% interest in Avenida on
a fully diluted basis.
The group invested US$54m as part of a funding round of its associate Takealot Online (RF) Proprietary Limited
(Takealot) during August 2015. The group holds a 42.4% interest in Takealot on a fully diluted basis.
The following relates to significant disposals by the group during the reporting period:
During September 2015 the group disposed of its interest in its subsidiary Ricardo.ch AG following approval of
the transaction by regulatory authorities. The proceeds on sale amounted to US$248m and a gain of US$76m was
recognised in “Gains on acquisitions and disposals” in the income statement following the transaction.
The group disposed of its interest in its subsidiary Korbitec Proprietary Limited during November 2015 for
US$33m following the receipt of regulatory approval. A gain of US$24m was recognised in “Gains on acquisitions
and disposals” in the income statement following the transaction.
During March 2016 the group disposed of its interest in its subsidiary PayProp Group Services Proprietary
Limited for US$10m. The disposal gave rise to the recognition of a gain of US$4m in “Gains on acquisitions and
disposals” in the income statement.
The group disposed of its 9.9% interest in Beijing Media Corporation during August 2015 for a cash
consideration of US$12m. The transaction resulted in the recognition of an aggregate gain on disposal of US$11m,
which has been recognised in “Gains on acquisitions and disposals” in the income statement.
Investments acquired and funding rounds participated in were funded through the utilisation of existing credit
facilities, proceeds received from disposals during the reporting period, as well as the proceeds from the equity
raise during December 2015.


¡¡Proceeds from placement of N ordinary shares and issue of

listed bond
During December 2015 the group placed 18 167 848 new N ordinary shares with qualifying institutional investors
at a price of R1 975 per share, thereby raising gross proceeds of approximately US$2.5bn before transaction costs.
The placing represented approximately 4.3% of Naspers’s issued N ordinary share capital prior to the share
issuance. The proceeds raised were utilised to fund the group’s acquisition of a controlling interest in Avito AB, to
repay certain amounts on the group’s offshore revolving credit facility and the remainder will serve to fund the
group’s future growth strategy.
In July 2015 the group issued a 10-year US$1.2bn bond. The bond matures in July 2025 and carries a fixed
interest rate of 5.5% per annum. The proceeds were utilised for general corporate purposes including the
repayment of certain amounts on the group’s offshore revolving credit facility and to fund acquisitions and growth.


¡¡Financial instruments
The fair values of the group’s financial instruments that are measured at fair value at each reporting period are
categorised as follows:
Fair-value measurements at 31 March 2016 using:

Quoted prices in Significant
active markets other Significant
for identical assets observable unobservable
Assets
Available-for-sale investments 12 — —
Foreign exchange contracts — 48 —
Currency devaluation features — — 11
Liabilities
Shareholders’ liabilities — — 13
Earnout obligations — — 22
Interest rate swaps — 21 —
Fair-value measurements at 31 March 2015 using:

Quoted prices in Significant
active markets other Significant
for identical assets observable unobservable
Assets
Available-for-sale investments 12 — —
Liabilities
Shareholders’ liabilities — — 29
Earnout obligations — — 39
Interest rate swaps — 28 —
There have been no transfers between levels 1, 2 or 3 during the reporting period, nor were there any significant
changes to the valuation techniques and inputs used in measuring fair value.


¡¡Financial instruments (continued)

Financial instruments for which fair value is disclosed:
Carrying Fair
value value
31 March 2016 US$’m US$’m

Carrying Fair
31 March 2015 value value

The fair values of the capitalised finance leases have been determined through discounted cash flow analysis. The
fair values of the publicly traded bonds have been determined with reference to the listed prices of the instruments
as at the end of the reporting period.
A reconciliation of the movements in the carrying values of level 3 fair-value measurements is provided below:
Currency Share-
Opening balance — (29) (39) (68)

Total gains/(losses) in the income
statement 8 (4) 3 7
Total gains recognised as adjustments
to the cost of programme and film
rights 3 — — 3
Additional obligations raised(1) — (27) (1) (28)
Cancellations/reclassifications — 4 — 4
Settlements — 43 11 54
Foreign currency translation effects — — 4 4
Note
(1)
Includes an amount of US$2m relating to an obligation raised through the income statement.


Currency Share-
31 March 2015 US$’m US$’m US$’m US$’m
Opening balance — (77) (25) (102)

Total (losses)/gains in the income
statement — (4) 2 (2)
Additional obligations raised — — (29) (29)
Cancellations/reclassifications — 45 — 45
Settlements — 6 10 16
Foreign currency translation effects — 1 3 4
Closing balance — (29) (39) (68)



Currency devaluation features relate to clauses in content acquisition agreements that provide the group with
protection against significant currency devaluations. The fair value of currency devaluation features is measured
through the use of discounted cash flow techniques.
The fair value of shareholders’ liabilities is determined using a discounted cash flow model. Business-specific
adjusted discount rates are applied to estimated future cash flows.
For earnout obligations, current forecasts of the extent to which management believes performance criteria will
be met, discount rates reflecting the time value of money and contractually specified earnout payments are used.
Changes in these assumptions could affect the reported fair value of these financial instruments. The fair value of
level 2 financial instruments is determined with the use of exchange rates quoted in active markets and interest
rate extracts from observable yield curves.
¡¡Related-party transactions and balances

The group entered into various related-party transactions in the ordinary course of business. There have been no
significant changes in related-party transactions and balances since the previous reporting period.
¡¡Events after the reporting period

On 12 May 2016 the group announced the merger of the US operations of its mobile marketplace for second-
hand goods, letgo, with Wallapop, another leader in the mobile classifieds sector. The transaction resulted in the
absorption of Wallapop’s US operations into letgo. The group retains control over letgo following the merger and
will account for the absorption of Wallapop as a business combination in the 2017 financial year.
On 11 May 2016 the group announced its first investment targeting the education technology market by
investing US$15m, through Naspers Ventures, in Brainly – a social learning network. Over 60m students in
35 countries interact with Brainly every month. In line with this strategy, the group also invested US$60m in Udemy,
an online education marketplace with over 7m students enrolled, and US$22m in Codecademy, a leading global
platform focused on online coding education, both during June 2016.
In June 2016 the group received regulatory approval for the sale of its business classified as held for sale,
Heureka. The group consequently recognised a net gain on disposal of approximately US$61m.


¡¡Pro forma financial information

The group has presented certain revenue and trading profit metrics in local currency, excluding the effects of
changes in the composition of the group (the pro forma financial information) in the tables that follow. The pro
forma financial information is the responsibility of the board of directors (the board) of Naspers Limited and is
presented for illustrative purposes. Information presented on a pro forma basis has been extracted from the
group’s management accounts, the quality of which the board is satisfied with.
Shareholders are advised that, due to the nature of the pro forma financial information and the fact that it has
been extracted from the group’s management accounts, it may not fairly present the group’s financial position,
changes in equity, results of operations or cash flows.
The pro forma financial information has been prepared to illustrate the impact of changes in foreign exchange
rates and changes in the composition of the group on its results for the periods ended 31 March 2016 and
31 March 2015 respectively. The following methodology was applied in calculating the pro forma financial
information:
■■ Foreign exchange/constant currency adjustments have been calculated by adjusting the current period’s results
to the prior period’s average foreign exchange rates, determined as the average of the monthly exchange rates
for that period. The local currency financial information quoted, is calculated as the constant currency results,
arrived at using the methodology outlined above, compared to the prior period’s actual IFRS results. The relevant
average exchange rates used for the group’s most significant functional currencies are listed in “Basis of
presentation and accounting policies”.
■■ Adjustments made for changes in the composition of the group relate to acquisitions and disposals of
subsidiaries and equity-accounted investments, as well as to changes in the group’s shareholding in its equity-
accounted investments. The following significant changes in the composition of the group during the respective
reporting periods have been adjusted for in arriving at the pro forma financial information:


¡¡Pro forma financial information (continued)

Year ended 31 March 2016
Basis of Reportable Acquisition/
Transaction accounting segment Disposal
Disposal of the group’s interest in Ricardo.ch AG Subsidiary Ecommerce Disposal

Acquisition of the group’s interest in Avito AB Subsidiary Ecommerce Acquisition
Acquisition of the group’s interest in Ambatana
Holdings B.V. Subsidiary Ecommerce Acquisition
Disposal of the group’s interest in 7Pixel Srl Subsidiary Ecommerce Disposal
Disposal of Kalahari.com Subsidiary Ecommerce Disposal
Merger of the group’s subsidiary iFood with Just Eat
Brazil Subsidiary Ecommerce Acquisition
Acquisition of the group’s interest in Takealot Online
(RF) Proprietary Limited Associate Ecommerce Acquisition
Dilution of the group’s interest in Tencent Associate Internet Disposal
Dilution of the group’s interest in Flipkart Limited Associate Ecommerce Disposal
Disposal by Tencent of its ecommerce businesses
to JD.com Associate Internet Disposal
Acquisition of the group’s additional interest in Konga
Online Shopping Limited Joint venture Ecommerce Acquisition
Dilution of the group’s interest in Souq Group Limited Joint venture Ecommerce Disposal
The net adjustment made for all acquisitions and disposals that took place during the year ended 31 March 2016
amounted to a negative adjustment of US$295m on revenue and a negative adjustment of US$24m on trading
profit.


Year ended 31 March 2015

Basis of Reportable Acquisition/
Transaction accounting segment Disposal
Acquisition of the group’s controlling interest in redBus Subsidiary Ecommerce Acquisition

Acquisition of the group’s controlling interest in
Dubizzle Limited Subsidiary Ecommerce Acquisition
Disposal of Kalahari.com Subsidiary Ecommerce Disposal
Acquisition of the group’s additional interest in
Flipkart Limited Associate Ecommerce Acquisition
Acquisition of the group’s interest in Neralona
Investments Limited (eSky.ru) Associate Ecommerce Acquisition
Acquisition of the group’s interest in SimilarWeb Limited Associate Ecommerce Acquisition
Disposal by Tencent of its ecommerce businesses
to JD.com Associate Internet Disposal
Acquisition of the group’s additional interest in
Souq Group Limited Joint venture Ecommerce Acquisition
The net adjustment made for all acquisitions and disposals that took place during the year ended 31 March 2015
amounted to a negative adjustment of US$288m on revenue and a positive adjustment of US$3m on trading profit.



The adjustments to the amounts, reported in terms of IFRS, that have been made in arriving at the constant
currency, organic financial information, are presented in the table below:
31 March
2015 2016 2016 2016 2016 2016 2016
A B C D E(2) F(3) G(4)
Foreign Group Local Local
currency composition currency currency
IFRS adjustment adjustment growth IFRS growth IFRS
US$’m US$’m US$’m US$’m US$’m % change % change
Revenue(1)
Internet 6 999 (628) (298) 2 164 8 237 31 18
– Tencent 4 297 (154) (280) 1 554 5 417 36 26
– Mail.ru 210 (77) 20 20 173 10 (18)
– Ecommerce 2 492 (397) (38) 590 2 647 24 6
Video entertainment 3 830 (811) — 394 3 413 10 (11)
Media 762 (142) 3 (15) 608 (2) (20)
Corporate services 5 — — (4) 1 (80) (80)
Intersegmental (55) 5 — 15 (35) 27 36
Economic interest 11 541 (1 576) (295) 2 554 12 224 22 6
Trading profit(1)
Internet 1 177 (52) (24) 518 1 619 44 38
– Tencent 1 616 (63) (8) 701 2 246 43 39
– Mail.ru 104 (30) 9 (17) 66 (16) (37)
– Ecommerce (543) 41 (25) (166) (693) (31) (28)
Video entertainment 732 (307) — 185 610 25 (17)
Media 22 (6) — 13 29 59 32
Corporate services (30) 3 — 15 (12) 50 60
Economic interest 1 901 (362) (24) 731 2 246 38 18
Other metrics reported
Development spend
– economic interest 953 (121) — 129 961 14 1
– consolidated 820 (103) — (9) 708 (1) (14)
Consolidated revenue 6 569 (1 263) (80) 704 5 930 11 (10)
Core headline earnings 1 030 (285) — 501 1 246 49 21
Classifieds revenue 161 (33) 15 74 217 46 35
Marketplace revenue 336 (41) (4) 47 338 14 1
Payments revenue 138 (25) — 27 140 20 1
Etail revenue 1 476 (203) (18) 395 1 650 27 12
Travel revenue 58 (6) — 39 91 67 57
Notes
(1)
All figures are presented on an economic-interest basis unless otherwise indicated.
(2)
A + B + C + D.
(3)
D/A x 100.
(4)
[(E/A) – 1] x 100.



The adjustments to the amounts, reported in terms of IFRS, that have been made in arriving at the constant
currency, organic financial information, are presented in the table below:
31 March
2014 2015 2015 2015 2015 2015 2015
A B C D E(2) F(3) G(4)
Foreign Group Local Local
currency composition currency currency
IFRS adjustment adjustment growth IFRS growth IFRS
US$’m US$’m US$’m US$’m US$’m % change % change
Revenue(1)
Internet 5 573 (306) (303) 2 035 6 999 37 26
– Tencent 3 351 (50) (338) 1 334 4 297 40 28
– Mail.ru 236 (71) 6 39 210 17 (11)
– Ecommerce 1 986 (185) 29 662 2 492 33 25
Video entertainment 3 582 (317) — 565 3 830 16 7
Media 829 (70) 15 (12) 762 (1) (8)
Corporate services 1 — — 4 5 400 400
Intersegmental (66) — — 11 (55) 17 17
Economic interest 9 919 (693) (288) 2 603 11 541 26 16
Trading profit(1)
Internet 658 (31) 3 547 1 177 83 79
– Tencent 1 059 (18) (7) 582 1 616 55 53
– Mail.ru 115 (34) 2 21 104 18 (10)
– Ecommerce (516) 21 8 (56) (543) (11) (5)
Video entertainment 841 (29) — (80) 732 (10) (13)
Media 53 (2) — (29) 22 (55) (58)
Corporate services (16) 3 — (17) (30) (106) (88)
Economic interest 1 536 (59) 3 421 1 901 27 24
Notes
(1)
All figures are presented on an economic-interest basis.
(2)
A + B + C + D.
(3)
D/A x 100.
(4)
[(E/A) – 1] x 100.

Shareholder
and corporate
information
Administration and corporate information
Company secretary ADR programme

Gillian Kisbey-Green Bank of New York Mellon maintains a Global
MultiChoice City BuyDIRECTSM plan for Naspers Limited.
144 Bram Fischer Drive For additional information, please visit Bank of New
Randburg 2194 York Mellon’s website at www.globalbuydirect.com or
South Africa call Shareholder Relations at 1-888-BNY-ADRS or
1-800-345-1612 or write to:
Registered office Bank of New York Mellon
40 Heerengracht Shareholder Relations Department –
Cape Town 8001 Global BuyDIRECTSM
South Africa Church Street Station
PO Box 2271 PO Box 11258, New York, NY 10286-1258
Cape Town 8000 USA
South Africa
Tel: +27 (0)21 406 2121 Sponsor
Fax: +27 (0)21 406 3753 Investec Bank Limited
(Registration number: 1969/004763/06)
Registration number PO Box 785700, Sandton 2146
1925/001431/06 South Africa
Incorporated in South Africa Tel: +27 (0)11 286 7326
Fax: +27 (0)11 286 9986
Auditor
PricewaterhouseCoopers Inc. Attorneys
Werksmans Inc.
Transfer secretaries PO Box 1474
Link Market Services South Africa Proprietary Limited Cape Town 8000
(Registration number: 2000/007239/07) South Africa
PO Box 4844
Johannesburg 2000 Webber Wentzel (in alliance with Linklaters)
South Africa PO Box 61771
Tel: +27 (0)11 630 0800 Marshalltown
Fax: +27 (0)11 834 4398 Johannesburg 2107
South Africa
Investor relations
Meloy Horn
InvestorRelations@naspers.com
Tel: +27 (0)11 289 3320
Fax: +27 (0)11 289 3026

Analysis of shareholders and shareholders’ diary
Analysis of N ordinary shareholders

Number of
Number of N ordinary shares
Size of holdings shareholders owned
1 – 100 shares 46 534 1 711 773
101 – 1 000 shares 22 910 7 312 607
1 001 – 5 000 shares 3 278 6 987 729
5 001 – 10 000 shares 619 4 503 144
More than 10 000 shares 1 401 417 404 862
74 742 437 920 115
The following shareholders hold 5% and more of the N ordinary issued share capital of the company:
Number of
% of N ordinary N ordinary shares
Name shares held owned
Public Investment Corporation of South Africa 13.22 57 889 144
Coronation Fund Managers 5.05 22 101 222
Public shareholder spread (N ordinary shares)

To the best knowledge of the directors, the spread of public shareholders in terms of section 4.25 of the JSE
Limited Listings Requirements at 31 March 2016 was 97.05%, represented by 74 728 shareholders holding
424 988 475 N ordinary shares in the company. The non-public shareholders of the company comprising
14 shareholders representing 12 931 640 N ordinary shares are analysed as follows:
Number of % of N ordinary
Category N ordinary shares issued share capital
Naspers share-based incentive schemes 3 393 909 0.78
Directors 6 096 249 1.39
Group companies 3 441 482 0.79
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

Notice of annual general meeting
Notice is hereby given in terms of the Companies Act No 71 of 2008, as amended (the Act), that the 102nd annual
general meeting of Naspers Limited (the company or Naspers) will be held on the 17th floor of the Media24
Centre (formerly Naspers Centre), 40 Heerengracht in Cape Town, South Africa on Friday 26 August 2016
at 11:15.
Record date, attendance and voting
The record date for the meeting (being the date used for the purpose of determining which shareholders are
entitled to participate in and vote at the meeting) is 12 August 2016.
Votes at the annual general meeting will be taken by way of a poll and not on a show of hands.
A shareholder entitled to attend and vote at the meeting is entitled to appoint a proxy to attend, participate in
and vote at the meeting in the place of the shareholder. A proxy need not be a shareholder of the company.
Before any person may attend or participate in a shareholders’ meeting, that person must present reasonably
satisfactory identification and the person presiding at the meeting must be reasonably satisfied that the right of that
person to participate and vote, either as a shareholder, or as a proxy for a shareholder, has been reasonably verified.
Forms of identification include valid identity documents, driver’s licences and passports.
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 depository 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 (Link Market Services South Africa Proprietary Limited, 13th floor, Rennie House,
19 Ameshoff Street, Braamfontein 2001 or PO Box 4844, Johannesburg 2000) by no later than 11:15 on
Wednesday 24 August 2016 to allow for processing of such proxy. Should you hold Naspers A ordinary shares, the
signed proxy must reach the registered office of the company by no later than 11:15 on Wednesday 24 August
2016 to allow for processing of such proxy. A form of proxy is enclosed with this notice. The form of proxy may
also be obtained from the registered office of the company. All other proxies must be handed to the company
secretary prior to the commencement of the meeting.


Notice of annual general meeting (continued)
Purpose of meeting
The purpose of the meeting is: (i) to present the directors’ report and the audited annual financial statements of
the company for the immediate preceding financial year, an audit committee report and the social and ethics
committee report; (ii) to consider and, if approved, to adopt with or without amendment, the resolutions set out
below; and (iii) to consider any matters raised by the shareholders of the company, with or without advance notice
to the company.
Electronic participation
Shareholders entitled to attend and vote at the meeting or proxies of such shareholders shall be entitled to
participate in the meeting (but not vote) by electronic communication. Should a shareholder wish to participate in
the meeting by electronic communication, the shareholder concerned should advise the company thereof by no
later than 09:00 on Friday 19 August 2016 by submitting via registered mail addressed to the company (for the
attention of Mrs Gillian Kisbey-Green) relevant contact details, as well as full details of the shareholder’s title to
securities issued by the company and proof of identity, in the form of certified copies of identity documents and
share certificates (in the case of materialised shares) and (in the case of dematerialised shares) written confirmation
from the shareholder’s CSDP, confirming the shareholder’s title to the dematerialised shares. Upon receipt of the
required information, the shareholder concerned will be provided with a secure code and instructions to access the
electronic communication during the annual general meeting. Shareholders must note that access to the electronic
communication will be at the expense of the shareholders who wish to utilise the facility.
Integrated annual report
The integrated annual report of the company for the year ended 31 March 2016 is available on
www.naspers.com or on request during normal business hours at Naspers’s registered address,
40 Heerengracht, Cape Town 8000 (contact person Ms Yasmin Abrahams) and in Johannesburg at MultiChoice City,
144 Bram Fischer Drive, Randburg 2194 (contact person Mrs Toni Lutz).
Ordinary resolutions
In order for the following ordinary resolutions to be adopted, the support of a majority of votes exercised by
shareholders present or represented by proxy at this meeting is required. Ordinary resolution number 9 requires
the support of at least 75% of the total number of votes exercised by the shareholders present or represented by
proxy at this meeting.
1. To consider and accept the financial statements of the company and the group for the twelve (12) months
ended 31 March 2016 and the reports of the directors, the auditor and the audit committee. The summarised
form of the financial statements is attached to this notice.
A copy of the complete annual financial statements of the company for the financial year ended 31 March
2016 can be obtained from www.naspers.com or on request during normal business hours at Naspers’s
registered address, 40 Heerengracht, Cape Town 8000 (contact person Ms Yasmin Abrahams) and in
Johannesburg at MultiChoice City, 144 Bram Fischer Drive, Randburg 2194 (contact person Mrs Toni Lutz).
2. To confirm and approve payment of dividends in relation to the N ordinary and A ordinary shares of the
company as authorised by the board, after having applied the solvency and liquidity tests contemplated in the Act.

3. To reappoint, on the recommendation of the company’s audit committee, the firm PricewaterhouseCoopers
Inc. as independent registered auditor of the company (noting that Mr B Deegan 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.
4. To approve the appointments of Messrs H J du Toit and G Liu as non-executive directors with effect from
1 April 2016. Their abridged curricula vitae appear in the integrated annual report. The board unanimously
recommends the approval of the appointments of the directors in question.
5. To elect Messrs F L N Letele, R Oliveira de Lima, J D T Stofberg and Prof D Meyer, who retire by rotation and,
being eligible, offer themselves for re-election as directors of the company. Their abridged curricula vitae appear
in the integrated annual report.
The board unanimously recommends that the re-election of directors in terms of resolution number 5 be
approved by the shareholders of the company.
The appointment of directors in ordinary resolution number 4 and the re-election of directors in ordinary
resolution number 5 will be conducted as a series of votes, each being for the candidacy of a single individual
to fill a single vacancy, and in each vote to fill a vacancy, each voting right entitled to be exercised, may be
exercised once.
6. To appoint the audit committee members as required in terms of the Act and as recommended by the
King Code of Governance for South Africa 2009 (King III) (chapter 3).
The board and the nomination committee are satisfied that the company’s audit committee members are
suitably skilled and experienced independent non-executive directors. Collectively they have sufficient
qualifications and experience to fulfil their duties, as contemplated in regulation 42 of the Companies
Regulations 2011. They have a comprehensive understanding of financial reporting, internal financial controls,
risk management and governance processes within the company, as well as International Financial Reporting
Standards (IFRS) and other regulations and guidelines applicable to the company. They keep up to date with
developments affecting their required skills set.
The board and the nomination committee therefore unanimously recommend Messrs D G Eriksson and
B J van der Ross, and Prof R C C Jafta for election to the audit committee. Their abridged curricula vitae appear
in the integrated annual report. The appointment of the members of the audit committee will be conducted by
way of a separate vote in respect of each individual.
7. To endorse the company’s remuneration policy, as set out in the remuneration report contained in the
integrated annual report, by way of a non-binding advisory vote.

8. 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 authority to the
directors to allot and issue at their discretion (but subject to the provisions of the Act, plus the JSE Limited’s
(JSE) Listings Requirements and the rules of any other exchange on which the shares of the company may be
quoted or listed from time to time, plus the memorandum of incorporation of the company), the unissued
shares of the company, on such terms and conditions and to such persons, whether they be shareholders or
not, as the directors in their discretion deem fit.
9. 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:
■■ 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 this meeting.
■■ That a paid press announcement giving full details, including the intended use of the funds, 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.
■■ The aggregate issue of any particular class of shares in any financial year will not exceed 5% (21 896 005) of
the issued number of that class of shares (including securities that are compulsorily convertible into shares
of that class).
■■ 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.
■■ That the shares will only be issued to ‘public shareholders’ as defined in the Listings Requirements of the JSE,
and not to related parties.
Special resolutions
The special resolutions set out on the following pages require the support of at least 75% of votes exercised by
shareholders present or represented by proxy at this meeting in order to be adopted.

Special resolutions numbers 1.1 to 1.13

The approval of the remuneration of the non-executive directors for the year ending 31 March 2018 (5% increase
on fees for 31 March 2017 already approved by shareholders at the annual general meeting on 28 August 2015), as
follows:
31 March 2018
(proposed 5%
increase year on year)
Board
1.1 Chair* 2.5 times member
1.2 Member US$180 800
All members: daily fees when travelling to and attending meetings outside home
country US$3 500
Committees
1.3 Audit committee: Chair 2.5 times member
1.4 Member US$44 540
1.5 Risk committee: Chair 2.5 times member
1.7 Human resources and remuneration committee: Chair 2.5 times member
1.9 Nomination committee: Chair 2.5 times member
1.10 Member US$16 870
1.11 Social and ethics committee: Chair 2.5 times member
1.12 Member US$23 150
Other
1.13 Trustee of group share schemes/other personnel funds R48 720
Note
* The chair of Naspers does not receive additional remuneration for attending meetings, or being a member of or chairing any committee
of the board.
The reason for and effect of special resolutions numbers 1.1 to 1.13 is to grant the company the authority to
pay remuneration to its directors for their services as directors.
Each of the special resolutions numbers 1.1 to 1.13 in respect of the proposed 31 March 2018 remuneration,
will be considered by way of a separate vote.

Special resolution number 2

That the board may authorise the company to generally provide any financial assistance in the manner
contemplated in and subject to the provisions of section 44 of the Act to a director or prescribed officer of the
company or of a related or inter-related company, or to a related or inter-related company or corporation, or to a
member of a related or inter-related corporation, pursuant to the authority hereby conferred upon the board for
these purposes. This authority shall include and also apply to the granting of financial assistance to the Naspers
share incentive scheme, the other existing group share-based incentive schemes (details of which appear in the
integrated annual report) and such group share-based incentive schemes that are established in future (collectively
the Naspers group share-based incentive schemes) and participants thereunder (which may include directors,
future directors, prescribed officers and future prescribed officers of the company or of a related or inter-related
company) (participants) for the purpose of, or in connection with, the subscription of any option, or any securities,
issued or to be issued by the company or a related or inter-related company, or for the purchase of any securities
of the company or a related or inter-related company, pursuant to the administration and implementation of the
Naspers group share-based incentive schemes, in each instance on the terms applicable to the Naspers group
share-based incentive scheme in question.
The reason for and effect of special resolution number 2 is to approve generally the provision of financial
assistance to the potential recipients as set out in the resolution.
That the company, as authorised by the board, may generally provide, in terms of and subject to the requirements
of section 45 of the Act, any direct or indirect financial assistance to a related or inter-related company or
corporation, or to a member of a related or inter-related corporation, pursuant to the authority hereby conferred
upon the board for these purposes.
The reason for and effect of special resolution number 3 is to approve generally the provision of financial
assistance to the potential recipients as set out in the resolution.
That the company or any of its subsidiaries be and are hereby authorised to acquire N ordinary shares issued by
the company from any person whosoever (including any director or prescribed officer of the company or any
person related to any director or prescribed officer of the company), in terms of and subject to the Act and in
terms of the rules and requirements of the JSE, being that:
■■ 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.

■■ 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.

■■ 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.
■■ 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.
■■ 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.
■■ At any point the company may only appoint one agent to effect any repurchase on the company’s behalf.
■■ 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.
■■ The company remains in compliance with the minimum shareholder spread requirements of the JSE Listings
Requirements.
■■ The company and/or its subsidiaries may not repurchase 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
submitted to the JSE in writing 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:
■■ The company and the group will be able, in the ordinary course of business, to pay their debts.
■■ The assets of the company and the group, fairly valued in accordance with IFRS, will exceed the liabilities of the
company and the group.

■■ The company and the group’s ordinary share capital, reserves and working capital will be adequate for ordinary
business purposes.
Additional information in respect of the following appears in the integrated annual report and in the annual
financial statements, and is provided in terms of the JSE Listings Requirements for purposes of the general authority:
■■ Major shareholders.
■■ Share capital of the company.

Directors’ responsibility statement

The directors, whose names appear in the list of directors contained in the integrated annual report, collectively
and individually accept full responsibility for the accuracy of the information pertaining to this special resolution
number 4 and certify that, to the best of their knowledge and belief, there are no facts that have been omitted that
would make any statement false or misleading, and that all reasonable enquiries to ascertain such facts have been
made and that special resolution number 4 contains all relevant information.
Material changes
Other than the facts and developments reported on in the integrated annual report and annual financial
statements, 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 believe that such a general authority should be put in place in case an opportunity presents itself during the
year, which is in the best interests of the company and its shareholders.
The reason for and effect of special resolution number 4 is to grant the company the authority in terms of the
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.
That the company or any of its subsidiaries be and are hereby authorised to acquire A ordinary shares issued by
the company from any person whosoever (including any director or prescribed officer of the company or any
person related to any director or prescribed officer of the company), in terms of and subject to the Act.
The reason for and effect of special resolution number 5 is to grant the company the authority in terms of the
Act for the acquisition by the company, or a subsidiary of the company, of the company’s A ordinary shares.
That in terms of article 38 of the memorandum of incorporation of Naspers and in accordance with section
16(1)(c)(i) and (ii) read together with section 16(5)(b) of the Act, Naspers’s existing memorandum of
incorporation be and is hereby amended with effect from the date of filing of the required notice of amendment
with the Companies and Intellectual Property Commission, as follows:
■■ In article 9 of the memorandum of incorporation, the paragraph appearing immediately below the heading
“FRACTIONS OF SHARES” is deleted and substituted with the following:

■■ “9 Subject to the provisions of the Listings Requirements, if a fraction of a share comes into being as a result of any
allocation, the Board shall round all allocations of shares down to the nearest whole number resulting in allocations of
whole shares and a cash payment for the fraction.”

The reason for and effect of this special resolution is to amend the provisions of the memorandum of
incorporation of the company, dealing with the manner in which fractional entitlement to shares is to be treated by
the company, by aligning it with the new provisions of the JSE Listings Requirements that became effective on
22 February 2016.
The memorandum of incorporation is amended on the basis that the amendments thereto have been approved
by the JSE Limited. The amended memorandum of incorporation will lie for inspection during normal business
hours at Naspers’s registered address, 40 Heerengracht, Cape Town 8000 (contact person Ms Yasmin Abrahams)
and in Johannesburg at MultiChoice City, 144 Bram Fisher Drive, Randburg 2194 (contact person Mrs Toni Lutz).
Ordinary resolution
10. Each of the directors of the company or the company secretary 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.
By order of the board
G Kisbey-Green
Company secretary
Cape Town
22 July 2016

Form of proxy
Naspers Limited
Incorporated in the Republic of South Africa
(Registration number: 1925/001431/06)
JSE share code: NPN ISIN: ZAE000015889
LSE share code: NPSN ISIN: US 6315121003
(the company)
102nd annual general meeting of shareholders
For use by holders of certificated shares or ‘own name’ dematerialised shareholders at the 102nd annual general meeting of
shareholders of the company to be held on the 17th floor of the Media24 Centre (formerly the Naspers Centre), 40 Heerengracht,
Cape Town, South Africa on Friday 26 August 2016 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 chair 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 17th floor, the Media24 Centre (formerly the Naspers Centre), 40 Heerengracht in Cape Town on
Friday 26 August 2016 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. Acceptance of annual financial statements
2. Confirmation and approval of payment of dividends
3. Reappointment of PricewaterhouseCoopers Inc. as auditor
4. To confirm the appointment of:
4.1 H J du Toit as a non-executive director
4.2 G Liu as a non-executive director
5. To elect the following directors:
5.1 F L N Letele
5.2 R Oliveira de Lima
5.3 J D T Stofberg
5.4 D Meyer

Form of proxy (continued)

6. Appointment of the following audit committee members:
6.1 D G Eriksson
6.2 B J van der Ross
6.3 R C C Jafta
7. To endorse the company’s remuneration policy
8. Approval of general authority placing unissued shares under
the control of the directors
9. Approval of general issue of shares for cash
10. Authorisation to implement all resolutions adopted at the
annual general meeting
Approval of the remuneration of the non-executive directors
Proposed financial year 31 March 2018:
1.1 Board – chair
1.2 Board – member
1.3 Audit committee – chair
1.4 Audit committee – member
1.5 Risk committee – chair
1.6 Risk committee – member
1.7 Human resources and remuneration committee – chair
1.8 Human resources and remuneration committee – member
1.9 Nomination committee – chair
1.10 Nomination committee – member
1.11 Social and ethics committee – chair
1.12 Social and ethics committee – member
1.13 Trustees of group share schemes/other personnel funds
Approve generally the provision of financial assistance in terms of
section 44 of the Act

Form of proxy (continued)

Approve generally the provision of financial assistance in terms of
section 45 of the Act
General authority for the company or its subsidiaries to acquire
N ordinary shares in the company
General authority for the company or its subsidiaries to acquire
A ordinary shares in the company
Amendment to the memorandum of incorporation: Fractions of
shares
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 2016
Signature Assisted (where applicable)

Notes to the form of proxy
1. The following provisions shall apply in relation to proxies:

1.1 A shareholder of the company may appoint any individual (including an individual who is not a shareholder of the
company) as a proxy to participate in, speak and vote at the annual general meeting of the company.
1.2 A shareholder may appoint two or more persons concurrently as proxies and may appoint more than one proxy to
exercise voting rights attached to different securities held by the shareholder.
1.3 A proxy instrument must be in writing, dated and signed by the shareholder.
1.4 A proxy may delegate the proxy’s authority to act on behalf of the shareholder to another person, subject to any
restrictions set out in the instrument appointing the proxy.
1.5 A copy of the instrument appointing a proxy must be delivered to the company, or to any other person on behalf of the
company, before the proxy exercises any rights of the shareholder at the annual general meeting.
1.6 Irrespective of the form of instrument used to appoint the proxy: (i) the appointment is suspended at any time and to
the extent that the shareholder chooses to act directly and in person in the exercise of any rights as a shareholder; (ii)
the appointment is revocable unless the proxy appointment expressly states otherwise; and (iii) if the appointment is
revocable, a shareholder may revoke the proxy appointment by cancelling it in writing or making a later inconsistent
appointment of a proxy and delivering a copy of the revocation instrument to the proxy and the company.
1.7 The proxy is entitled to exercise, or abstain from exercising, any voting right of the shareholder without direction, except
to the extent that the memorandum of incorporation of the company, or the instrument appointing the proxy, provides
otherwise.
2. A certificated or ‘own name’ dematerialised shareholder may insert the names of two alternative proxies of the shareholder’s
choice in the space provided, deleting ‘the chair 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.
3. A shareholder’s instructions to the proxy must be indicated by that shareholder in the appropriate space provided, failing
which the proxy shall not be entitled to vote at the annual general meeting in respect of the shareholder’s votes exercisable at
that meeting, provided where the proxy is the chair, failure to so comply will be deemed to authorise the chair to vote in
favour of the resolutions.
4. Forms of proxy for Naspers N ordinary shares must be lodged at or posted to the transfer secretaries of the company,
Link Market Services South Africa Proprietary Limited, 13th floor, Rennie House, 19 Ameshoff Street, Braamfontein 2001 or
PO Box 4844, Johannesburg 2000. Forms of proxy for Naspers A ordinary shares must be lodged at or posted to the
registered office of the company, 40 Heerengracht, Cape Town 8001 or PO Box 2271, Cape Town 8000. Forms of proxy
lodged in this manner are to be received by not later than 11:15 on Wednesday 24 August 2016, or such later date if the
annual general meeting is postponed to allow for processing of such proxies. All other proxies must be handed to the
company secretary prior to the commencement of the meeting.
5. 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.
6. 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.
7. A vote cast or act done in accordance with the terms of a form of proxy shall be deemed to be valid despite:
■■ the death, insanity, or any other legal disability of the person appointing the proxy, or
■■ the revocation of the proxy, or
■■ the transfer of a share in respect of which the proxy was given, unless notice as to any of the above-mentioned matters
shall have been received by the company at its registered office or by the chair 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.
8. The authority of a person signing the form of proxy:
8.1 under a power of attorney, or
8.2 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.
9. Where shares are held jointly, all joint holders must sign.
10. 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 sport pictures ©Getty Images
Madam Secretary ©CBS
Little Princess ©Video Vision
Goosebumps ©Sony Pictures
Game of Thrones ©HBO
Star Wars ©20th Century Fox/Warner Bros
Wabbit ©Warner Bros
How to train your Dragon ©Dreamworks
BASTION GRAPHICS
m
s.co
as per
w. n
ww
Financial results presentation
For the six months ended 30 September 2016
This presentation contains forward-looking statements as defined in the United States Private Securities Litigation Reform Act of
1995. Words such as “believe”, “anticipate”, “intend”, “seek”, “will”, “plan”, “could”, “may”, “endeavour” and similar expressions are
intended to identify such forward-looking statements, but are not the exclusive means of identifying such statements.
While these forward-looking statements represent our judgments and future expectations, a number of risks, uncertainties and
other important factors could cause actual developments and results to differ materially from our expectations. These include key
factors that could adversely affect our businesses and financial performance.
We are not under any obligation to (and expressly disclaim any such obligation to) update or alter our forward-looking statements
whether as a result of new information, future events or otherwise. Investors are cautioned not to place undue reliance on any
forward-looking statements contained herein.
2
STRATEGIC OVERVIEW
1H FY17 Overview: continue building platforms to optimise returns
TARGET TRANSFORM
LEAD IN OPTIMISE
HIGH-GROWTH PURSUE SCALE FURTHER INTO
ECOMMERCE RETURNS
BUSINESS MODELS MOBILE
4
Target high-growth business models
Monthly unique listers - USA PSP revenue growth - India Number of orders - Brazil
139% 71% 178%
Mar 16 Sep 16 1H FY16 1H FY17 1H FY16 1H FY17
Mobile classifieds Payments Food delivery
Source: Company data
5
Pursue scale: merging to create a leading Indian travel position
+
Key terms Key benefits
• MMYT shareholders – 60% (Ctrip 10%) • Increased operating scale
• Ibibo shareholders – 40% • Accelerated tech innovation
• Working capital contribution by Naspers • Potential value creation from synergies
• Subject to regulatory approvals • Strengthened depth of management
• Closing by end Jan 2017
34.1m 9.7m 6.6m 17.5m 45%

Total transactions (1) Air (1) Hotel (1,3) Bus (1) Mobile (1,2)
Note:
1) Financials and KPIs for fiscal year ended 31 March 2016 and combined on a pro-forma basis
2) Includes Air, Hotel and Bus transactions only
3) Includes MMYT’s international standalone hotel transactions
6
Pursue scale – classifieds and payments
Classifieds: LetGo accelerating vs. OfferUp* Payments: Citrus acquisition by PayU
Jan 16
Sep 16
0.55x
Downloads
1.25x
• Largest ever all-cash M&A deal in Indian fintech history

• Increased customer base to >30m customers and +200k merchants
0.53x
• Benefits:
MAUs – new verticals (airlines and telco),
1.15x – innovative products (LazyPay and SellFie),
– additional expertise
* USA – Size vs. OfferUP

• Strong starting point for a consumer play and for expansion of
financial services proposition to consumer credit
Source: Company data; AppAnnie; Press releases
7
Transform further into mobile
Classifieds: Substantial active user growth on OLX app Mobile growth in % time spent across Naspers platforms
App MAU (daily, m)* User time spent – Naspers platforms (mobile share)
77%
52% 55%
66
37
2Q FY16 2Q FY17
Sep 15 Sep 16
*Reflects associates and JVs on a proportionate basis based on economic interest as per Sep 2016
Source: Company data Source: Similarweb
8
Allegro: disposal to realise value for shareholders
Sold for US$3.253bn

Buyers: Cinven, Permira and Mid-Europa private equity funds
Terms and rationale
Sale consistent with strategy to find and realise value for shareholders
Price implies FY16 EBITDA multiple of 18.3x
Transaction is tax neutral
Proceeds to pay down debt, fund operations and future investments
Announced 14 Oct 2016, subject to approvals; expect to close in Jan 2017
Financial summary (US$m) Returns (US$m)

Sale price
313 321 3 967
Net cash flows
~3x
3,253
193
135 144 148
129
100
62 57 83 93
1,485
714
FY15 FY16 1H FY16 1H FY17
Initial investment Total return
Revenue Trading profit Free cash flow
9
FINANCIALS
Synopsis of financials
Revenue* (US$m) Development spend* (US$m) Currency impact
16% (27%) 23% (27%)

548 11
41 188
5,861 6,788
363 308
1H FY16 1H FY17 1H FY16 1H FY17

New investments
Trading profit* (US$m) Core HEPS (USc)

21% (42%) 25%
196
1,473 212
1,214 169
1H FY16 1H FY17 1H FY16 1H FY17
*Results reported on an economic interest basis, i.e. equity accounted investments are proportionately consolidated. Numbers in brackets represent year-on-year growth in local
currency, excluding M&A
11
Revenue: Tencent and ecommerce drives acceleration in growth rate
YoY revenue growth rate* (%) Revenue* by segment (US$m)
Ecommerce (20%)
26% 27%
22% Listed investments (52%)
20%
Video entertainment (24%)
Media & other (4%)

*Growth rates in local currency, excluding M&A
Incremental revenue* by segment, YoY (US$m)

YoY change (%)
24% 46% 6% 1% n/a 9% 16% (27%)
110 (3) (68) (548)

258 1,178
6,788
5,861
1H FY16 Ecommerce Listed investments Video entertainment Media M&A and other Forex 1H FY17
*Results reported on an economic interest basis, i.e. equity accounted investments are proportionately consolidated. Numbers in brackets represent year-on-year growth in local currency, excluding M&A
12
Development spend: increase due to new growth initiatives
Consolidated development spend (US$m) Development spend* by segment (US$m)
820 38% (42%) Classifieds (44%)

737 708
Etail (26%)
6
Other ecommerce (19%)
41 188
239 199
Media (2%)
FY14 FY15 FY16 1H FY16 1H FY17
Operating New investments Currency impact
Incremental development spend* by segment, YoY (US$m)

YoY change (%) >100% 17% 12% 3% 23% (27%)
152 (42) (7) (11)
496
404 Hotels
1H FY16 New investments Operating Associates Forex 1H FY17
13
Increase in number of profitable ecommerce businesses
Number of profitable ecommerce entities Financial progress of profitable entities* (US$m)

1 2 3 4 5 6 7 8 9 10 11 12 13 14
Trading profit
Revenue
38% (25%)
765 774
23
21
18 87% (58%)
15 516
373
288
217 215
115
FY15 FY16 1H FY16 1H FY17 FY 15 FY 16 1H FY16 1H FY17
*Organic growth on a pro-forma basis, i.e. adjusting prior year numbers on a like-for-like basis,
would have been 18% for revenue and 50% for trading profit
14
Recent M&A activity focused on Edtech
Acquisition spend over time (US$m) 1H FY17 M&A by segment (US$m)
1,495
Other
Other
Naspers Ventures (89%)

5yr average US$406m* Classifieds (8%)
Travel (1%)
465 420 139 Other (2%)
213
* Calculated from March 2012 – March 2016 (excluding Avito)
15
Summarised income statement
US$m 1H FY16 1H FY17

Revenue* 5,861 6,788
Less: Equity-accounted investments (2,878) (3,830)
Consolidated revenue 2,983 2,958
Trading profit 232 45
Trading margin 8% 2%
Net finance costs (156) (165)
Share of equity accounted results 635 912
Impairments (141) (28)
Net profit 636 541
Core headline earnings 696 914

Core headline EPS (US$) 1.69 2.12
*Based on economic interest, i.e. Equity-accounted investments are proportionately consolidated.
16
Free cash flow impacted by reduced profitability of VE in SSA
FCF breakdown (US$m)
120
(174)
(13)
46 (1)
24
(4)
1H FY16 Cash from operations Working capital Capex Dividends received Other 1H FY17
17
Balance sheet remains strong
Group net consolidated debt (US$m)

US$m 1H FY17
30% 32%
23% 30%
2,213 13% 20%

Debt (1): (offshore US$2.9bn) 3,007 12%
1,994
10%
1,461 1,496
0%
Cash: (South Africa US$550m) 1,511 1,213
-10%
-20%
Closing net debt 1,496
- -30%

Gearing 13%
Net debt Gearing %
(1) Excludes satellite lease liabilities (US$1,232m) and non-interest bearing debt (US$161m)
18
INTERNET
Ecommerce: continues to grow rapidly
Revenue and trading losses* (US$m) Revenue split

Etail (55%)
Marketplace (14%)
Classifieds (14%)
Other (6%)
14% (24%) Payments (6%)
50
2,647 Travel (5%)
2,492
1,986
1,379
1,210 Constant currency revenue growth by type
1% (14%)
10
76% 75%
(296) (292)
(516) (543) (541)
FY14 FY15 30% 29%

FY16 1H FY16 1H FY17
16% -6%
Revenue Trading losses Currency impact Classifieds Travel Marketplace Payments Etail Other
20
B2C: benefiting from steady increase in online penetration
B2C: Revenue* (US$) B2C: GMV (US$m)*
7,150
27%
1,707
5,677 4,133
1,459
3,249
19% (20%) 2,539
28
902 FY15 FY16 1H FY15 1H FY16 1H FY17
770 755
B2C: 1H FY17 GMV by region*
India & SE Asia (35%)
FY14 FY15 FY16 1H FY16 1H FY17 Europe (60%)
Currency impact Africa & Middle East (5%)

*Includes etail, structured and unstructured marketplaces as well as travel but excludes
Netretail and Ricardo which were sold. Results reported on an economic interest basis, i.e.
equity accounted investments are proportionately consolidated. Numbers in brackets
represent year-on-year growth in local currency, excluding M&A. *Allegro accounted for 76% of Europe GMV
21
Flipkart: competitive market, still early days for India B2C
Flipkart is #1 ecommerce platform in India Flipkart mobile monthly active users (m)
27%
Brand awareness 1 49% 30% 14%
Visited in past year 85% 79% 63%
Purchased in past 6 months 58% 45% 28%

1H FY16 1H FY17
Source: Company data, excludes Myntra and Jabong
Most favourite brand 47% 28% 16%
NPS 42 39 31
eCommerce/capita (US$, 2016)
Source: KANTAR TNS, 1Top of mind brand awareness (responses from a survey of 1,508
Indian online shoppers across 8 tier 1 & 2 cities fielded in October 2016). 937
268
89 54 17
US China Russia Brazil India

Source: Euromonitor
22
Classifieds: global footprint for the OLX Group
Global footprint
44
Countries
25
Offices
Mobile leadership Scale2

#1 app +4.4 +1.9bn +37b
22 COUNTRIES (1) APP RATING MONTHLY MONTHLY
VISITS PAGE VIEWS
23
1) Google play store; shopping/lifestyle categories
2) Numbers reflect proportionate pickup of JVs
Classifieds: top line growth while managing profitability
Revenue* (US$m) 1H FY17 Marketing spend*
267 58% (77%)
24
213 letgo
196
124
34%
FY15 FY16 1H FY16 1H FY17 1H FY16 1H FY17
Currency impact
*Data reflects 100% of controlled entities and proportionate share of JVs. Historic numbers presented on a pro-forma basis for the increased investment in Avito from 22.2% at 1H FY16 to 71% at 1H FY17.
YoY revenue growth on a reported basis was 115%.
24
Classifieds: continue to monetise while entering new markets
Naspers positions (number of countries) 24 25 24 23
21
16
12 11
9 10
8
5 5 5 5 6 6
3 4 3
1 1 2 2
Entering Fighting Leading Leading and monetising
2014 1HFY15 2HFY15 1HFY16 2HFY16 1HFY17
Monthly unique listers (m)* Net new listings (daily, m)* App MAU (m)*
35% 32% 77%
15.8 2.0 65.7

11.7 1.5
37.2
Sep 15 Sep 16 Sep 15 Sep 16 Sep 15 Sep 16
*Data reflects 100% of controlled entities and proportionate share of JVs as per September 2016.
25
Classifieds: C2C trade drives our business
Our traffic engine continues to spin… …allowing us to monetize in the verticals

(App MAU, indexed to Sep 14)* (NNL and Revenue share by category)*
100% =
+6.7x
NNL 55% 17% 8% 20% NNL15m
+3.5x
Revenue 5% 17% 31% 28% 19% US$23m

Jan-15
Jan-16
Sep-14
Mar-15
May-15
Sep-15
Mar-16
May-16
Sep-16
Nov-14
Jul-15
Nov-15
Jul-16
Avito Poland C2C Goods Cars Prop Other Ad
*Data reflects information relating to our classifieds sites in Poland and Russia
26
Classifieds: Russia (Avito)… expanding monetisation
YoY growth in key metrics (Sep 15 vs. Sep 16) Revenue split – listing fees growing strongly
6% 3%
MAUs +16% 8% Shop fees
30%
28% Listing fees
MULs +18% 22% Advertising
Value-added services
59%
# of paid listings +6x 44%
1H FY16 1H FY17
Revenue (RUBb) EBITDA (RUBb)

+101%
+84%
7.7
3.8 3.7
6.1
4.7 2.4
3.3 1.8
FY15 FY16 1H FY16 1H FY17 FY15 FY16 1H FY16 1H FY17
Note: 1H FY17 Revenue/Internet User = RUB64 Note: 1H FY17 EBITDA/Internet User = RUB38
27
Classifieds: Poland… extending leadership in key verticals
Format Brand Revenue (PLN per internet user)
+57%
Horizontal
Vehicles
4.4
3.4
2.8
Real estate
1H FY16 2H FY16 1H FY17
28
Classifieds: letgo… increasing investment to accelerate growth
Mobile Monthly Active Users (Mobile MAUs) Monthly unique listers
+15%
72% of
total
Jan-16
Mar-16
May-16
Sep-16
Jul-16
Aug-16
Apr-16
Jun-16
Feb-16
Jan-16
Mar-16
May-16
Sep-16
Jul-16
Aug-16
Apr-16
Jun-16
Feb-16
letgo OfferUp 5Miles Close5

Returning New
Source: AppAnnie Pro Source: Letgo DB
29
Listed internet: Tencent continues to perform
Tencent operating profit (RMBm)* Revenue mix 1H FY16
41,764
Value-added services (75%)
CAGR +43% Online advertising (17%)
43% Other (8%)

30,411
28,171
20,496
19,715
Monthly active user accounts (m): Weixin & WeChat
30%
846
651
2013 2014 2015 1H FY15 1H FY16 3Q 15 3Q 16

*Reflects 100% of Jan-Jun 2016 (1H FY16) results on a non-GAAP basis; detailed results Note: Monthly active users reflect the most current update from Tencent
available at www.tencent.com. Fx rate: 1H FY17 US$/RMB6.616 (6.361)
30
Listed internet: Mail.ru delivers strong VK performance but slower games
Mail.ru EBITDA (RUBm) Revenue mix 1H FY16*
CAGR +10%
18,123
16,850
15,087
3%
8,691
8,421
Online advertising (43%)

Community IVAS (32%)
MMO Games (22%)
Other (3%)
2013 2014 2015 1H FY15 1H FY16
*Reflects 100% of 1H FY16 aggregate segment performance as reported. For IFRS results with
full disclosure refer to www.corp.mail.ru. Fx rate: 1H FY17 US$/RUR64.939 (58.367)
31
VIDEO ENTERTAINMENT
VE: solid subscriber growth, changing mix
Video entertainment subscriber homes (‘000) Change in subscriber mix

8%
2,005
2,240
Total 6,005 7,259 8,402 10,234 11,002
3,266
2,626
+5% 2,553
2,428 5,368 5,730
873
2,401
541 +7% 1H FY16 1H FY17
2,243
151 2,355
2,019 22% 18%
1,686
26% 30%
+9%
5,563 6,048
4,699 5,174
4,168
52% 52%
1H FY13 1H FY14 1H FY15 1H FY16 1H FY17 1H FY16 1H FY17

Premium Compact Lower-end
SA DTH SSA DTH SSA DTT
33
VE: financials hit by local currency pricing vs. USD input costs
Video entertainment (VE) financials (US$m)
3,830
3,582 3,413
8%
1,790 43%
1,645
841 732 610 226
399
Revenue Trading profit
Development spend (US$m) Capital expenditure (US$m) Programming and production costs (US$m)
206
462 1,133 23%
166 1,046
977
15%
31
36%
85 203 534
461
47 40 127 79 43
FY14 FY15 FY16 1H16 1H17 FY14 FY15 FY16 1H16 1H17 FY14 FY15 FY16 1H16 1H17
One-off
34
VE: SSA operational progress negated by Naira devaluation
SSA net additions (‘000)
225 215 208 6 month average

78 108 121 33 126
(321)
1H13 2H13 1H14 2H14 1H15 2H15 1H16 2H16 1H17
YoY currency declines… …significantly impacting trading profit (US$m)
Nigeria Zambia Kenya Angola
1,272
1,135
3%
1,100
0%
-11% (42)
597
494
72 (58) (103)
Weighted average -23% 6
(56) (38) (103)
-59% FY14 FY15 FY16 1H FY16 1H FY17

*Based on monthly Naspers average closing rates
35
VE: solid results by DTH South Africa
SA DTH net additions (‘000) mainly middle and lower tiers
309 6 month average 316

283
248 232
187 169
166 156
1H13 2H13 1H14 2H14 1H15 2H15 1H16 2H16 1H17
SA currency declined materially, but… … cost controls muted margin pressure

1H FY15 1H FY16 1H FY17
2,855
2,702
2,604
-9%
-14%
1,358
1,341
-18%
771 805 701 410 368
36
VE: DTT moving toward profitability
Subscribers (m)
Sep 16 2,553
Mar 16 2,404
Sep 15 2,428
Mar 15 2,256
Sep 14 873
Mar 14 817
Sep 13 541
Mar 13 377
Sep 12 151
Mar 12 23
DTT trading margin (%)

FY14 1H FY15 FY15 1H FY16 FY16 1H FY17
(27%) (23%) (16%)
(83%)
(115%)
(140%)
37
OUTLOOK
FY17 Outlook: continue building our platforms
TARGET TRANSFORM
LEAD IN OPTIMISE
HIGH-GROWTH PURSUE SCALE FURTHER INTO
ECOMMERCE RETURNS
BUSINESS MODELS MOBILE
Build strong global or Classifieds, Fintech, Pursue further scale Mobile first or only Reduce development
regional leaders O2O and through organic across the business spend in existing footprint.
Connected video growth Deploy capital to highest
return opportunities
39
APPENDIX
Glossary of terms
— ARPU: Average Revenue Per User — IVAS: Internet Value-Added Service
— B2C: Business to Consumer — LC: Local currency
— C2C: Consumer to Consumer — M&A: Mergers and Acquisitions
— CAGR: Cumulative Annual Growth Rate — O2O: Online to Offline
— DPS: Dividend per Share — OTA: Online Travel Agent
— DTH: Direct-to-Home — PVR: Personal Video Recorder
— DTT: Digital Terrestrial Television — ROI: Return on Investment
— EPS: Earnings per Share — SSA: Sub-Saharan Africa
— FCF: Free Cash Flow — SVOD: Subscription Video-On-Demand
— GMV: Gross Merchandise Value — TPV: Total Payment Value
— HEPS: Headline Earnings per Share — VE: Video Entertainment
41
THANK YOU
Meloy Horn
+27 11 289 3320
+27 82 7727 123
www.naspers.com
Analyst Booklet – detailed financials
For the year six months ended 30 September 2016
This presentation contains forward-looking statements as defined in the United States Private Securities Litigation Reform Act of
1995. Words such as “believe”, “anticipate”, “intend”, “seek”, “will”, “plan”, “could”, “may”, “endeavour” and similar expressions are
intended to identify such forward-looking statements, but are not the exclusive means of identifying such statements.
While these forward-looking statements represent our judgments and future expectations, a number of risks, uncertainties and
other important factors could cause actual developments and results to differ materially from our expectations. These include key
factors that could adversely affect our businesses and financial performance.
We are not under any obligation to (and expressly disclaim any such obligation to) update or alter our forward-looking statements
whether as a result of new information, future events or otherwise. Investors are cautioned not to place undue reliance on any
2
FINANCIALS
Synopsis of financials
Currency impact
Revenue* (US$m) Development spend* (US$m) • Encouraging first six months

• Robust performance by Tencent and
16% (27%) 23% (27%) good operating performance by
548 11 ecommerce
41 188
5,861 6,788
363 308
1H FY16 1H FY17 1H FY16 1H FY17

New investments
• Results in functional currencies were

Trading profit* (US$m) Core HEPS (USc) translated into US$ for reporting
purposes
21% (42%) 25%
196 • Weakness in emerging-market
currencies dampened performance
upon translation
1,473 212
1,214 169 • Growth in local currencies, excluding
impact of M&A, quoted in brackets
1H FY16 1H FY17
• All amounts quoted on an economic-
1H FY16 1H FY17 interest basis unless otherwise stated
*Results reported on an economic interest basis, i.e. equity accounted investments are proportionately consolidated. Numbers in brackets represent
year-on-year growth in local currency, excluding M&A.
4
Revenue: Tencent and ecommerce drives acceleration in growth rate
YoY revenue growth rate* (%) Revenue* by segment (US$m) • Growth rate accelerated to +27% YoY
• Tencent revenues + 48% YoY (LC) on
Ecommerce (20%) the back of strong performance by
26% 27% smart phone games and online
22% Listed investments (52%)
20% performance-based advertising
• Internet now accounts for 72% of
Media & other (4%) revenues (64% in 1HFY16)
• Video entertainment reported
*Growth rates in local currency, excluding M&A revenues down 8%, but +6% YoY if
forex impact is excluded
Incremental revenue* by segment, YoY (US$m)
YoY change (%) 24% 46% 6% 1% n/a 9% 16% (27%)
110 (3) (68)

258 1,178
(548)
5,861 6,788
1H FY16 Ecommerce Listed Video Media M&A and other Forex 1H FY17
investments entertainment
year-on-year growth in local currency, excluding M&A
5
Revenue: YoY growth ahead of 3yr CAGR
Revenue* (US$m) • YoY revenue growth of 16% in US$

compares favourably to 3yr CAGR of
11%
3yr CAGR +11%
12,224
11,541
9,919 16% (27%)
548
6,788
5,861

Currency impact
year-on-year growth in local currency, excluding M&A.
6
Diversified business mix – ongoing shift
1H FY17 Revenue* by geography 1H FY17 Revenue* by type • 80% of revenues now earned offshore
• SA accounts for only 20% of revenue
(1H FY16 25%) and 73% in 2005
• Annuity income (i.e. subscription
revenues, IVAS and gaming) account
for 58% of revenues
• Cyclical advertising revenue is only
13% of total revenue
• Diversity of revenue streams reduce
the risk of exposure to any one
territory/currency or business model
Asia (56%) IVAS & games (38%)

South Africa (20%) Subscription (20%)
Europe (14%) Ecommerce (20%)
Rest of Africa (7%) Advertising (13%)
Latin America (2%) Print, circulation & distribution (2%)
Other (1%) Technology (2%)
Other (5%)
* Based on economic interest, i.e. assuming equity accounted investments are proportionately consolidated
7
Development spend on an economic interest basis
Development spend* (US$m) Development spend* by segment (US$m) • Proportionate share of development
spend from equity accounted
953 961 investments, which is the main
23% (27%) Classifieds (44%) difference between economic interest
781 and consolidated development spend,
11 Etail (26%)
amounted to US$109m (US$124m in 1H
41 188 Other ecommerce (19%) FY16)
363 Video entertainment (9%)
308
• Step up in spending on new investments
Media (2%) announced in FY16 (i.e. letgo, India
FY14 FY15 FY16 1H FY16 1H FY17 hotels and ShowMax) increased by
Operating New investments Currency impact US$152m
• This was offset by a 17% decline
(US$42m) in funding established
Incremental development spend* by segment, YoY (US$m) businesses
YoY change (%) >100% 17% 12% 3% 23% (27%)
152 (42) (7) (11)
496
404 Hotels
1H FY16 New investments Operating Associates Forex 1H FY17
*Results reported on an economic interest basis, i.e. equity accounted investments are proportionately consolidated. Numbers in brackets represent year-on-year growth in local currency, excluding M&A. 8
Consolidated development spend
Incremental development spend by segment, YoY (US$m) • 42% increase YoY due to US$188m
spend on new investments (letgo,
38% (42%) Indian hotels, SVOD and classifieds
(10) verticals)
(6) (6)
129
387
280
1H FY16 Ecommerce Video entertainment Other Forex 1H FY17
Development spend (US$m) Development spend by segment (US$m)
820
737 708 38% (42%) Classifieds (55%)
6 Other ecommerce (23%)
41 188
Etail (10%)
239 199
FY14 FY15 FY16 1H FY16 1H FY17 Media (2%)

9
Trading profit on an economic interest basis
Incremental trading profit by segment, YoY (US$m) • Trading profit increased 21% (42% in
local currency, excluding the impact of
(57)
M&A)
42 (5) (1)
529
(196) • This was driven by expansion of 41%
(53) 1,473 (50%) in the group’s share of
Tencent’s trading profit
1,214
• Strengthened further by a contraction
in trading losses of etail assets and
growth in profitable ecommerce
1H FY16 Forex M&A Listed internet Ecommerce Video Media Corp 1H FY17 businesses, offset by new investments
Entertainment in letgo and India hotels
• The ecommerce trading loss narrowed
by US$42m
Split by segment (US$m) Trading profit (US$m)
• Fx movements had a negative impact
of US$196m (16% YoY)
21% (42%)
Internet (84%) 2,246 • The lower opening subscriber base in
1,901 196 SSA and effects of foreign exchange
Video entertainment (15%) 1,536 resulted in video-entertainment
1,473
Media & corporate (1%) 1,214 trading profits declining 14% YoY
FY 14 FY 15 FY 16 1H FY16 1H FY17
10
Increase in number of profitable ecommerce businesses
Number of profitable ecommerce entities Financial progress of profitable entities (US$m) • Revenue from profitable businesses
+23% YoY and trading profit +67% YoY
1 2 3 4 5 6 7 8 9 10 11 12 13 14
• Trading margin 42% vs. 29% in prior

year due to increased revenues from
higher margin businesses
30% (23%)
23 765 774
21
18 87% (67%)
15 518
397
288
217 215
115
FY 15 FY 16 1H FY16 1H FY17
11
Recent M&A activity focused on EdTech
Acquisition spend over time (US$m) 1H FY17 M&A by segment (US$m) • M&A activity focused on EdTech in
Naspers Ventures:
‐ Brainly
1,495
Other ‐ Udemy
Other ‐ Codecademy
• Excluding Avito, the 5yr average annual
M&A spend was US$406m
• Key considerations for acquisitions are:
‐ High-growth opportunities
‐ Ability to scale
‐ Potential for success across broad
range of geographies
Naspers Ventures (89%)
‐ Strong founder(s)
Classifieds (8%)
Travel (1%)
5yr average US$406m*
465 Other (2%)
420
139
213
* Calculated from March 2012 – March 2016 (excluding Avito)
12
Summarised income statement
US$m 1H FY16 1H FY17 • Finance costs impacted by:

‐ Net finance costs increased
Revenue* 5,861 6,788 US$17m due to foreign exchange
Less: Equity-accounted investments (2,878) (3,830) differences
Consolidated revenue 2,983 2,958 ‐ However net interest expense on
borrowings decreased 18% to
Trading profit 232 45 US$74m after repayment of the
group’s revolving credit facility
Trading margin 8% 2% • Strong performance by Tencent drove
increase in equity accounted earnings
Net finance costs (156) (165)
Share of equity accounted results 635 912
Impairments (141) (28)
Net profit 636 541

Core headline EPS (US$) 1.69 2.12
*Based on economic interest, i.e. Equity-accounted investments are proportionately consolidated.
13
Equity accounted results
Associate and JV contributions (US$m) • Once-off gains relate primarily to

dilutions of Tencent’s interest in
certain of its associates, and gains
arising on disposals of other investees
498
251
285
206
118
977 1,038
773 706
517
FY 14 FY 15 FY 16 1H FY16 1H FY17
Normal contribution Once-off adjustments
14
Contribution by associated and joint ventures
1H FY17 (US$m)
Company PPA IFRS Other Core HEPS • “Other adjustments” relate to headline
results adjustments results adjustments* contribution and core earnings adjustments similar
Tencent 1,009 - 1,009 174 1,183 to Naspers methodology.
• These include:
Mail.ru 13 (2) 11 16 27
‐ Equity-settled share-based
Other (105) (3) (108) 10 (98) payments
‐ Fair-value adjustments and forex
917 (5) 912 200 1,112
‐ Profit/losses on disposals of non-
current assets
‐ Impairments
‐ Gains/losses on acquisitions and
Equity-accounted investments’ contribution to core HEPS (US$m)
disposals
‐ Amortisation charges
200
(5)
1,112
917 912
Company results PPA adjustments IFRS results Other adjustments Core HEPS Contribution
15
Net finance costs
Debt
US$m 1H FY16 1H FY17
• US$700m 7-year bond issued July 2010 (6.375% coupon)
• US$1bn 7-year bond issued July 2013 (6% coupon)
Interest paid (137) (136) • US$1.2bn 10-year bond issued July 2015 (5.5% coupon)
Loans and overdrafts (109) (100)
Transponders
Transponder leases (16) (20)
• SSA - various leases (avg. cost ~US$12m p.a.)
Other (12) (16)
- 15-yr agreement from Feb 2016 (avg. cost ~US$21m p.a.)
• SA: 15-yr agreement effective Sep 2016 (avg. cost ~US$36m p.a.)
Loans and bank accounts 19 26
Other 2 3
Other finance costs, net (40) (58)

Net FX differences and FV adjustments on derivatives (41) (58)
Preference dividends received 1 -
Total finance costs (156) (165)
16
Core headline earnings trend
Trend in core headline earnings per share (US$) • Core headline earnings per share
increased 25% YoY
• 3-year CAGR 17%
• Adjustments to reported earnings to
2.98 arrive at core headline earnings are also
applied to the contribution from
25%
2.55 associates
• These adjustments have tax effects that
2.16 2.12 are similarly adjusted for in arriving at
the tax on core headline earnings
1.69
FY 14 FY 15 FY 16 1H FY16 1H FY17
17
Core headline earnings reconciliation
• Increase in equity share based

US$m 1H FY16 1H FY17 payments expense mainly attributed
to Tencent
• Amortisation of intangible assets
Headline earnings 468 555 mainly relates to Avito and Tencent
• Currency translation differences
relate to changes in underlying
Equity-settled share-based payment expenses 88 124 foreign exchange rates
Deferred tax adjustments (1) -
Amortisation of other intangible assets 98 177
Business combination (gains)/losses 5 1
Retention option expense 2 1
Fair-value adjustments & currency translation differences 36 56
18
Balance sheet strong
Group net consolidated debt (US$m) • Net debt declined after the
US$m 1H FY17 repayment of the group’s RCF
30% 32% • The US$2.5bn RCF facility was
23% 30%
undrawn at 30 Sept 2016
Debt (1): (offshore US$2.9bn) 3,007 2,213 13%
1,994
12% 20%
• Balance sheet does not reflect
10% proceeds from the Allegro disposal as
1,496 the transaction has not yet closed
Cash: (South Africa US$550m) 1,511 1,461 0%
1,213
-10%
Closing net debt 1,496 -20%
- -30%

Gearing 13%
Net debt Gearing %
(1) Excludes satellite lease liabilities (US$1,232m) and non-interest bearing debt (US$161m)
19
Debt maturity profile and debt position
Debt maturity profile (US$m) • Repayment options for 2017 bond to

be considered closer to the time
• Default option is to utilise RCF
Group RCF
US$2,500m
Bond Bond
Bond US$1,000m US$ 1,200
US$700m
CY16 CY17 CY18 CY19 CY20 CY21-24 CY25
Split of net cash reserves (US$m) Sept 16 Split of debt obligations (US$m) Sept 16
113
550 South Africa South Africa
Offshore (US$ & EUR) Offshore (US$ & EUR)

961
2,894
20
Current assets and liabilities
Current assets (US$m) 1H FY16 1H FY17 Current liabilities (US$m) 1H FY16 1H FY17
Current portion of long-term debt 208 222

Inventory 223 222
Provisions 16 30
Programme and film rights 321 400
Trade payables 528 599

Trade receivables 405 465
Accrued expenses and other 1,181 1,260

Other receivables 440 472
Tax payable 46 51
Derivative financial assets 78 14
Derivative financial liabilities 50 86
Cash and deposits 1,003 1,545

Bank overdraft and call loans 17 34
Assets held for sale 317 26

Liabilities held for sale 102 5
Total 2,787 3,144 Total 2,148 2,287
21
Free cash flow
US$m 1H FY16 1H FY17 • FCF negatively impacted by:

FCF breakdown (US$m)
‐ Reduction in the profitability of the
SSA video entertainment business
Cash generated from operations 269 92 ‐ Higher consolidated development
120 spend mainly on letgo, ShowMax
(174) and our Indian hotels offering
Capital expenditure (102) (78)
(13) • Offset somewhat by higher dividends
Finance leases (42) (51)
46 (1) received from Tencent (US$191m
Taxation (152) (157) compared to US$146m in the prior
24
Investment income 147 193 year)
(4)
• Cash extraction in Nigeria, Angola and
1H FY16 Cash from Working Capex Dividends Other 1H FY17
operations capital received Mozambique remains problematic,
Free cash flow (FCF) 120 (1)
but have extracted US$105m YTD
• US$202m currently trapped in Africa
22
Capital expenditure
• Maintenance capex expected to

US$m 1H FY 16 1H FY17 Split by business
change as the business evolves
• Current estimates for maintenance
Land, buildings & manufacturing equipment 25 13 capex are:
‐ Media24 <ZAR300m
‐ Ecommerce ~US$50m
Transmission equipment 15 20
‐ Video entertainment ~R1bn
Computer, software & network equipment 28 26
Other (including vehicles, furniture) 34 19
Video Entertainment (55%)

Capital expenditure 102 78
Ecommerce (31%)
Capex/Revenue 3% 3% Media (14%)
23
FX exposure: hedging
Open FEC positions

US$ FX Cover US$m ZAR rate
• Video entertainment: US$439m and EUR66m (programming
rights and leases)
12 months out 523 15.72 • Corporate: US$354m (Bond/RCF interest hedge)
• Media: US$2m; EUR23m and GBP3m
24 months out 272 15.82
Hedging strategy
• FECs not viable outside of SA, thus exposure in rest of Africa
mostly not hedged
EUR FX Cover EURm ZAR rate
• Video entertainment: cover 100% of net SA exposure under
12 months out 56 17.81 18 months; up to 100% between 18-24 months forward
• Media: short-term commitments, cover maximum 12 months
24 months out 33 18.25 rolling input costs
• Almost all FEC’s qualify for hedge accounting
GBP FX Cover GBPm ZAR rate Video entertainment currency dynamics
• Pricing in local currency
12 months out 3 19.70
• ~60% of input costs in hard currency
* Excludes Irdeto FECs of US$117m used to hedge foreign exchange exposure arising on operating expenses • ~40% of those costs are hedged
24
INTERNET
Ecommerce: continues to scale
Revenue and trading losses* (US$m) • Topline growth of 24% driven by

increased scale in our classifieds and
payments segments as well as
continued strength in our travel
business
• Trading losses improved YoY due to
contraction in the trading losses of
14% (24%) etail assets and growth in profitable
50 entities
2,492 2,647
• Solid earnings contribution from
1,986 classifieds in Poland and Russia (Avito)
1,379
1,210 also impacted positively on trading
1% (14%) losses
10
(296) (292)
(516) (543) (541)
Revenue Trading losses Currency impact
*Results reported on an economic interest basis, i.e. equity accounted investments are proportionately consolidated.
Numbers in brackets represent year-on-year growth in local currency, excluding M&A
26
Ecommerce: continues to grow rapidly
Revenue split • Classifieds share of revenue impacted
by the fact that we are only
Etail (55%) monetising 11 of the 44 countries
where we operate
Marketplace (14%)
• Classifieds revenue growth benefited
Classifieds (14%) from the increase in countries being
Other (6%) monetised from 9 to 11, as well as
contribution from Avito
Payments (6%)
• Etail revenue increased by 16% in
Travel (5%) local currency
• The acceleration in 3rd party sales is
negatively affecting etail revenue
Constant currency revenue growth by type growth (due to accounting treatment),
but driving improved margins
76% 75% • Payment revenue growth driven by

increased transaction volumes and
ticket-size improvements
30% 29%
16% -6%
Classifieds Travel Marketplace Payments Etail Other
*Results reported on an economic interest basis, i.e. equity accounted investments are proportionately consolidated
27
B2C: benefiting from steady increase in online penetration
B2C: Revenue* (US$) B2C: GMV (US$m)* • B2C ecommerce includes etail,
marketplaces and travel
• Etail is the single largest revenue
7,150 opportunity in ecommerce and very
1,707 27%
cash generative, at scale
1,459 • The focus for us is on building and
19% (20%) 5,677 4,133 improving operational efficiencies
3,249
28 2,539 • GMV outpaced revenue growth due to
strong growth in the 3rd party
902
marketplace business on our
770 755 FY15 FY16 1H FY15 1H FY16 1H FY17 platforms
• This trend is healthy for customers,
B2C: 1H FY17 GMV by region* because it increases selection on the
platform, and for our business as
often this revenue comes at a higher
FY14 FY15 FY16 1H FY16 1H FY17 margin given lower fulfillment costs
India & SE Asia (35%)
Currency impact
Europe (60%)
*Includes all etail, structured and unstructured marketplaces, as well as
travel - excludes Netretail and Ricardo which were sold. Africa & Middle East (5%)
Results reported on an economic interest basis, i.e. equity accounted
investments are proportionately consolidated.
Numbers in brackets represent year-on-year growth in local currency,
excluding M&A. *Allegro accounted for 76% of Europe GMV
28
Allegro: disposal to realise value for shareholders
Sold for US$3.253bn • Naspers acquired Allegro in 2008 as

part of the US$1.9bn Tradus
Buyers: Cinven, Permira and Mid-Europa private equity funds
acquisition
Terms and rationale • The Allegro assets were valued at
• Sale consistent with strategy to find and realise value for shareholders US$1.485bn at the time
• Price implies FY16 EBITDA multiple of 18.3x • Over the years, these assets
• Transaction is tax neutral generated US$714m in net cash flows
• Proceeds to pay down debt, fund operations and future investments • Adding that to the sales price of
• Announced 14 Oct 2016, subject to approvals; expect to close in Jan US$3.253bn, implies proceeds of
2017 US$4bn and thus a return of almost 3x
on our investment
• Transaction is tax neutral
Financial summary (US$m) Returns (US$m)
• Expected to close January 2017
313 321 3,967

Sale price
~3x
3,253 Net cash flows
193
135144 148
129
100
83 93 1,485
62 57
714
Initial investment Total return
Revenue Trading profit Free cash flow
29
Flipkart: competitive market, still early days for India B2C
Flipkart is #1 ecommerce platform in India Flipkart mobile monthly active users (m) • India remains the single largest long-
term market opportunity for B2C
27%
• Flipkart the leading platform in India,
but battle for market share intense
Brand awareness 1 49% 30% 14% • Recent strategic initiatives delivered
healthy numbers for Flipkart over
Visited in past year 85% 79% 63% Diwali sales period
Purchased in past 6 ‐ Achieved GMV ~70-80% higher than

58% 45% 28% closest competitor, spending ~60%
months 1H FY16 1H FY17
less on marketing
Most favourite Source: Company data, excludes Myntra and Jabong
47% 28% 16% ‐ Enjoyed ~75% online market share
brand
in fashion and 2x market share of
NPS 42 39 31 nearest competitor in smartphones,
Ecommerce/capita (US$, 2016) TV & large appliances
Source: KANTAR TNS, 1Top of mind brand awareness
(responses from a survey of 1,508 Indian online shoppers 937
across 8 tier 1 & 2 cities fielded in October 2016).
268
89 54 17
US China Russia Brazil India

Source: Euromonitor
30
Classifieds: global footprint for the OLX Group
Global footprint • OLX is our main brand

• Increased footprint from 40 at FY16
to 44 countries – added Norway,
44 Australia, Czech Republic and
Countries Slovenia
• Focus is on building engaging
mobile products
25
Offices
Mobile leadership Scale2

#1 app +4.4 +1.9bn +37b
22 COUNTRIES (1) APP RATING MONTHLY MONTHLY
VISITS PAGE VIEWS
31
1) Google play store; shopping/lifestyle categories
Classifieds: top line growth while managing profitability
Revenue* (US$m) 1H FY17 Marketing spend* (US$m) • Adjusting financials to include Avito on
a pro-forma basis, suggests YOY
growth of 58%
• Operating leverage improved due to
267 58% (77%) operational excellence and stronger
competitive positions
24 letgo • Excluding letgo, marketing spend
213
196 reduced 34% YoY
124
34%
FY15 FY16 1H16 1H17 1H FY16 1H FY17
Currency impact
*Data reflects 100% of controlled entities and proportionate share of JVs. Historic numbers presented on a pro-forma basis for the increased
investment in Avito from 22.2% at 1H FY16 to 71% at 1H FY17. YoY revenue growth on a reported basis was 115%.
32
Classifieds: continue to monetise and extend current positions
Naspers positions (number of countries) • Continue to expand market share and
24 25 24 23
drive engagement
21 • Now leading in 34 of our 44 markets
16 • Monetise 11 markets, i.e. in Russia,
12 11
UAE, Portugal, Brazil, Poland, Bosnia,
8 9 10 Bulgaria, Romania, Ukraine,
5 5 5 5 6 6 Kazakhstan and Ecuador
3 4 3
1 1 2 2 • 9 of these markets are profitable
Entering Fighting Leading Leading and monetising
2014 1HFY15 2HFY15 1HFY16 2HFY16 1HFY17
Monthly unique listers (m)* Net new listings (daily, m)* App MAU (daily, m)*
35% 32% 77%
15.8 2.0 65.7

11.7 1.5
37.2
Sep 15 Sep 16 Sep 15 Sep 16 Sep 15 Sep 16
*Reflects equity-accounted investments on a proportionate basis based on economic interest as per September 2016
33
Classifieds: C2C trade drives our business
Our traffic engine continues to spin… …allowing us to monetize in the verticals

(App MAU, indexed to Sep 14)* (NNL and Revenue share by category)*
100% =
+6.7x
NNL 55% 17% 8% 20% NNL15m
+3.5x
Revenue 5% 17% 31% 28% 19% US$23m

Sep-14
Mar-15
Sep-15
Mar-16
Sep-16
Jun-15
Jun-16
Dec-14
Dec-15
Avito Poland C2C Goods Cars Prop Other Ad
*Data reflects information relating to our classifieds sites in Poland and Russia
37
Classifieds: ramping monetisation in Russia
YoY growth in key metrics (Sep 15 vs. Sep 16) Revenue split • Avito performing ahead of
expectations and extend market
6% 3% Shop fees leadership
8%
MAUs +16% 30% Listing fees • Continues to scale, increasing
28%
MAU’s and MUL’s
Advertising
+18% 22% • Growing VAS listing fees
MULs
Value-added
services • Financial performance remained
59%
# of paid 44% strong
+6x
listings
1H FY16 1H FY17
Revenue (RUBb) EBITDA (RUBb) +101%

+84%
7.7
3.8 3.7
6.1
4.7 2.4
3.3 1.8
FY15 FY16 1H FY16 1H FY17 FY15 FY16 1H FY16 1H FY17
Note: 1H FY17 Revenue/Internet User = RUB64 Note: 1H FY17 EBITDA/Internet User = RUB38
35
Classifieds: Poland… extending leadership in key verticals
Revenue (PLN per internet user) • Strong position in verticals help

Format Brand drive increased revenue per
+57% internet user
Horizontal
Vehicles 4.4
3.4
2.8
Real estate
1H FY16 2H FY16 1H FY17
36
Classifieds: letgo… increasing investment to accelerate growth
Mobile Monthly Active Users (Mobile MAUs) Monthly unique listers • letgo investment paying off
• Competition in the US in this app-
only segment is now down to 2
players
+15% • Growth has been driven by organic
returning listers, underlying the
strength of our platform and user
experience
• Consolidation with Wallapop drove
increased scale
72% of • Strong growth across all key

total performance indicators
Jan-16
Mar-16
May-16
Sep-16
Jul-16
Aug-16
Apr-16
Jun-16
Feb-16
Jan-16
Mar-16
May-16
Sep-16
Jul-16
Aug-16
Apr-16
Jun-16
Feb-16
letgo OfferUp
Returning
Source: AppAnnie Pro Source: letgo DB
37
Listed internet: Tencent continues to perform
Tencent operating profit (RMBm)* Revenue mix 1H FY16 • Results incorporated on a 3-month lag basis
• Strong performance in all segment
Value-added services (75%) • Growth in new smartphone games drove
41,764
VAS revenues higher
CAGR +43% Online advertising (17%)
• Growth in online advertising driven by:
Other (8%) ‐ Enlarged advertiser base
43% ‐ Higher traffic on mobile platforms
30,411
‐ Improved utilisation of advertising
28,171
inventories
• Strategic initiatives:
MAU (m): Weixin & WeChat ‐ Invested in Supercell
20,496
19,715
‐ Increased investment in online video

content
30%
‐ Expanded cloud capabilities
‐ Drove penetration of online payments
846
651
2013 2014 2015 1H15 1H16 3Q 15 3Q 16

*Reflects 100% of Jan-Jun 2016 (1H FY16) results on a non-GAAP Note: Monthly active users reflect the most current update
basis; detailed results available at www.tencent.com. 1H FY17 from Tencent
US$/RMB6.616 (6.361)
38
Listed internet: Mail.ru delivers strong VK performance but slower games
Mail.ru EBITDA (RUBm)* Revenue mix 1H FY16* • Results incorporated on a 3-month lag
basis
• Affected by tough macro
CAGR +10% environment, continues to grow albeit
18,123 at modest pace
• VK audience and engagement
16,850
continues to grow
15,087
• Advertising revenues benefiting from:

‐ Growing mobile audience
‐ Increased advertising inventory
3% ‐ Successful implantation of new
advertising technologies
• Weak consumer environment
8,691
8,421
negatively affected IVAS and gaming

Online advertising (43%)
revenues
• Making strategic investments to
Community IVAS (32%) strengthen the product offerings
MMO Games (22%)
Other (3%)
2013 2014 2015 1H15 1H16
*Reflects 100% of 1H FY16 aggregate segment performance as
reported. For IFRS results with full disclosure refer to
www.corp.mail.ru. 1H FY17 US$/RUR64.939 (58.367)
39
VIDEO ENTERTAINMENT
VE: solid subscriber growth, changing mix
Video entertainment subscriber homes (‘000) Change in subscriber mix • Total customer base now 11m
households
8% 2,005 • Strong growth by DTH
2,240
Total 6,005 7,259 8,402 10,234 11,002 ‐ Added 591,968 subs in total
3,266
2,626 ‐ 316,205 of these were added to the
SA base
2,553 • DTT business recorded 149,875
2,428 +7% 5,368 5,730
additional customers
873 • Ongoing change in mix with growth
2,401 mainly driven by mid- and lower-end
541 +5% 1H FY16 1H FY17
2,243 bouquets
2,355
151 2,019
22% 18%
1,686
26% 30%
+9%
5,563 6,048
4,699 5,174
4,168
52% 52%
1H FY16 1H FY17
1H FY13 1H FY14 1H FY15 1H FY16 1H FY17
SA DTH SSA DTH SSA DTT Premium Compact Lower-end
41
VE: financials hit by local currency pricing vs. USD input costs
Video entertainment financials (US$m) • Financials hard-hit by local currency
pricing vs. US$ input costs
3,830 • Excluding fx weakness revenue growth
3,582 3,413
8% would have been +6% YoY
• Reduction in development spend
1,790 43% mainly due to DTT, offset somewhat
1,645
by SVOD spend following launch of
841 732 610 226 ShowMax in August 2015
399
FY14 FY15 FY16 1H FY16 1H FY17 • Programming costs affected by
Revenue Trading profit one-off events and increase in local
content
Development spend (US$m) Capital expenditure (US$m) Programming and production costs (US$m)
462 1,133
206 1,046
977
166 23%
15% 31
36% 534
203 461
85
127
47 67
40 43
FY14 FY15 FY16 1H16 1H17 FY14 FY15 FY16 1H16 1H17 FY14 FY15 FY16 1H16 1H17
One-off
42
VE: SSA operational progress negated by Naira devaluation
SSA net additionsSSA

(‘000)
net additions (‘000) • Subscriber growth recovered
following a change in pricing and
content strategy
225 215 208 6 month average
78 108 121 33 126 • Ongoing currency weakness
negated a similar improvement in
financial performance
(321) • Billing in local currency resulted in

lower US$ revenues upon
conversion
1H13 2H13 1H14 2H14 1H15 2H15 1H16 2H16 1H17
• The impact of an increase in
programming costs and 17% lower
US$ revenues results in a trading
YoY currency declines… …significantly impacting trading profit (US$m) loss
• We remain focused on driving costs
1,272
Nigeria Zambia Kenya Angola down
1,135
1,100
0% 3%
-11%
597
494
Weighted average -23% 72
6
(56) (38)
(103)
-59% FY14 FY15 FY16 1H16 1H17
*Based on monthly Naspers average closing rates. Revenue Trading profit
43
VE: solid results by DTH South Africa
SA net additions (‘000) • Solid performance by SA in a

challenging environment
316
• Net sub growth the highest
309
283 average ever over 6 months
248 • Growth coming from mid- and
232
187 lower-end bouquets
166 156 169
• Change in subscriber mix
negatively impacting revenue
uplift
1H13 2H13 1H14 2H14 1H15 2H15 1H16 2H16 1H17 • Weaker ZAR resulted in cost
inflation and margin pressure
• Continued focus on cost
… cost controls muted margin pressure controls
SA currency declined materially, but…
2,855
1H FY15 1H FY16 1H FY17
2,702
2,604
-9%
-14%
1,358
1,341
-18%
771 805 701
410 368
FY14 FY15 FY16 1H16 1H17

44
VE: DTT moving toward profitability
Subscribers (m) • Subscriber growth 5%, affected by

Sep 16 2,553 absence of any ASO’s
Mar 16 2,404 • Business segment approached break-
Sep 15 2,428 even in the aggregate
Mar 15 2,256
• 4 individual countries already
Sep 14 873 profitable
Mar 14 817
Sep 13 541
Mar 13 377
Sep 12 151
Mar 12 23
DTT trading margin (%)
FY14 1H FY15 FY15 1H FY16 FY16 1H FY17
(27%) (23%) (16%)
(83%)
(115%)
(140%)
45
Print Media:
• Continues to face the effects of

ZARm 1H FY16 1H FY17 % change
structural decline in traditional print
media businesses
Revenue 3 986 3 989 -
• Revenue growth of ecommerce
Operating profit 188 130 (31%) initiatives ahead of expectations
• Margin negatively affected by lower
Operating margin 4,7% 3,3% (1%) revenues – exacerbated by a weak
South African economy – and higher
*Data reflects Media24’s stand-alone results in local currency available on www.media24.com
printing and production costs
• Continued focus on cost reductions

Revenue mix and unlocking operational
efficiencies
Advertising (26%) • Solid growth in page views across

digital platforms, particularly on
Printing (36%) mobile
Circulation (14%)
Books (5%)
Distribution (3%)
Other (16%)
46
OUTLOOK
FY17 Outlook: continue building our platforms
• Remain focused to deliver revenue

growth
• Scale the more established
ecommerce businesses
• Continue to invest in long-term
growth opportunities like letgo, where
we expect to accelerate development
spend
• Seek further new promising models in
LEAD IN TARGET PURSUE TRANSFORM OPTIMISE internet
ECOMMERCE HIGH-GROWTH SCALE FURTHER INTO RETURNS • Ongoing fx weakness in SSA likely to
BUSINESS MODELS MOBILE weigh on financial performance of VE
for some time to come
Build strong Classifieds, Pursue further Mobile first or Reduce
global or Fintech, O2O scale through only across the development
regional leaders and Connected organic growth business spend in existing
video footprint.
Deploy capital to
highest return
opportunities
48
APPENDIX
Glossary of terms
50
THANK YOU
Meloy Horn
+27 11 289 3320
+27 82 7727 123
www.naspers.com
Media release
South Africa, 25 November 2016 – Naspers Limited (JSE: NPN) today

announced its results for the six months to 30 September 2016.
ENCOURAGING FIRST SIX MONTHS
Naspers today announced its financial results for the six months to 30 September 2016.
Revenues, measured on an economic interest basis (including the proportionate
contribution from associates and joint ventures), increased 16% year on year to US$6,8bn.
Excluding acquisitions, disposals and currency movements, revenue growth was 27%.
Businesses outside South Africa contributed 80% of revenues, up from 75% a year ago.
Core headline earnings grew 31% to US$914m. “We experienced a satisfactory first six
months to the financial year,” said Naspers chair Koos Bekker. “The ecommerce businesses
and Tencent performed well, while video entertainment and print did their best in a pretty
tough environment.”
As part of regular portfolio reviews, Naspers concluded four notable ecommerce

transactions. In Poland, the agreed sale of Allegro for US$3,25bn will realise a solid return
on investment. In India, the merger of the ibibo platform with MakeMyTrip will create a
leading business in the travel segment. The acquisition of Citrus Pay drives consolidation in
the online payments space in India, whilst in the United States, the consolidation with
Wallapop gives mobile-only classifieds platform letgo increased scale.
Naspers now reports in United States dollars (US$), with the financial performances of the
businesses consolidated in their functional currencies and translated into US$. Where
pertinent, performance in local currencies, adjusted for acquisitions and disposals, is quoted
in brackets after the equivalent International Financial Reporting Standards metrics.
Currency again impacted our results. In the video entertainment segment, which typically
earns local currencies but incurs significant US$ costs, currency affected both revenues and
profitability. However, in the ecommerce segment, currency movements are diffused by the
group’s diverse geographic spread and the fact that costs are mainly in local currencies.
Revenues in the internet segment, which now accounts for 72% of group revenues, were up
30% (40%) to US$4,9bn. Trading profits increased 54% (71%), driven by Tencent and higher
profits or contracting losses in many ecommerce units. “The group now has 23 profitable
ecommerce businesses, up from 18 a year ago,” said CEO Bob van Dijk. “Classifieds
delivered strong results across the portfolio, boosted in particular by Avito. Our etail, travel
and payments businesses all performed well.”
The digital terrestrial television (DTT) business and the African video entertainment group
experienced the impact of weak currencies. Reported revenues of US$1,6bn were down 8%
(up 6%) on the prior year and trading profit dropped 43% to US$226m. However, the team
delivered a pleasing return to subscriber growth, reporting 11 million subscribers. The focus
remains on giving subscribers the very best quality local and international content, while
managing costs, improving customer service and retaining customers in an environment
where there is intensifying competition from global players such as Amazon, Netflix, Apple
and Google. ShowMax, the subscription video-on-demand service, is growing steadily.
The print media segment of Media24 continues to face structural declines in its traditional
print business – a global phenomenon. The revenue performance of its new ecommerce
initiatives was positive, benefiting from fresh product offerings.
The group’s share of equity-accounted results was US$912m and their contribution to core
headline earnings increased 47%.
Consolidated free cash flow was close to neutral, due to lower profitability of the sub-
Saharan Africa video entertainment business and higher consolidated development spend.
“The group will continue investing in long-term opportunities, and seek further promising
models within the internet segment,” said CFO Basil Sgourdos. “In the US, we expect to
accelerate letgo’s development spend to further strengthen its position. In video
entertainment, we will battle a tough environment by reducing costs to counter the impact
of falling currencies and we aim to grow DTH customers by offering increased value,” he
added.
For more information contact:
Meloy Horn, Head of Investor Relations

Tel: +27 11 289 3320
+27 11 289 4446
Mobile: +27 82 772 7123
Basil Sgourdos, Chief Financial Officer

Tel: +852 2847 3365
Mobile: +852 9080 5155
The complete results are available on the Naspers website at http://www.naspers.com.
IMPORTANT INFORMATION
This media release contains forward-looking statements as defined in the United States Private
Securities Litigation Reform Act of 1995. Words such as “believe”, “anticipate”, “intend”, “seek”,
“will”, “plan”, “could”, “may”, “endeavour” and similar expressions are intended to identify such
forward-looking statements, but are not the exclusive means of identifying such statements. While
these forward-looking statements represent our judgements and future expectations, a number of
risks, uncertainties and other important factors could cause actual developments and results to
differ materially from our expectations. These include numerous factors that could adversely affect
our businesses and financial performance. We are not under any obligation (and expressly disclaim
any such obligation) to update or alter our forward-looking statements whether as a result of new
information, future events or otherwise. Investors are cautioned not to place undue reliance on any
END -
Building leading global platforms
in internet and entertainment
November 2016 - June 2017
2
Global footprint Group revenue split* (1HFY17)

Founded in 1915, with operations in more than 130 countries, we run some of the world’s
Segmental Geographic Type
leading platforms in internet, video entertainment and media.
Asia (56%) IVAS & games (38%)

Internet (72%)
South Africa (20%) Subscription (20%)
Europe (14%) Ecommerce (20%)
Media (4%)
Rest of Africa (7%) Advertising (13%)
Latin America (2%) Print, circ & distr. (2%)
Other (1%)
One of the largest technology investors in the world. Technology (2%)
Listed on the Johannesburg Stock Exchange (JSE) Other (5%)

and has an ADR listing on the London Stock Exchange (LSE). * Based on economic interest, i.e. assuming all investments are proportionately consolidated
Group structure Group strategy
* Organogram depicts major brands

3
Financials (US$m)
1H FY17 - Financial performance on an economic interest basis* Select balance sheet information
Mar 14 Mar 15 Mar 16 Sep 15 Sep 16 Year ended 30 Sept 1H17 1H16 FY16 FY15
Revenue growth rate
Internet (72%)
12,224
11,541
‒ Nominal USD -16%
Revenue
Non-current assets 15,080 10,458 13,486 10,236

9,919

‒ Local currency 27%
6,788
Media (4%) Current assets 3,144 2,787 3,237 2,700
5,861
Total assets 18,224 13,245 16,723 12,936
Trading Margin
42 (57) (5) (1)
2,246 529
1,473
‐ Group 22%
Trading profit
(196) (53) Shareholders equity 11,103 6,952 10,254 6,648

1,901
1,214
1,473 ‐ Video Ent 14%
1,536
1,214 ‐ Internet 25% Total equity 11,451 7,177 10,654 6,903
‐ Media 4%
1H Forex M&A List. Ecom. VE Media Corp 1H
FY16 Int. FY17
Non-current liabilities 4,486 3,920 4,023 3,852
Dev spend / Sales
Development spend
Current liabilities 2,287 2,148 2,046 2,181

953 961 Ecommerce (90%) ‐ Group 7%
781 Equity and liabilities 18,224 13,245 16,323 12,681
Video entertainment (9%) ‐ Video Ent 3%
496 Media (1%) ‐ Internet 9%
404
‐ Media 3%
NAV/share (cents) 2,574 1,685 2,379 1,614
* Based on economic interest, i.e. equity accounted investments are proportionately consolidated
Consolidated development spend Dividends from associates Free cash flow

30%
820 38% (42%)
737 708 120
6
41 188
191
239 148 147 (17)
199 83 100 (36) (38) (1)
FY14 FY15 FY16 1H 16 1H 17
FY14 FY15 FY16 1H 16 1H 17 FY14 FY15 FY16 1H 16 1H 17
Core headline earnings Capex Net consolidated debt (gearing %)
30% 32%
1,246 31% 12% 13% 30%
436 23%
1,030 2,213
914 1,994 10%
853 292 24%
696 1,461 1,496 -10%
228 1,213
- -30%
102 78
FY14 FY15 FY16 1H 16 1H 17
FY14 FY15 FY16 1H 16 1H 17 FY14 FY15 FY16 1H 16 1H 17 Net debt Gearing %
4
Ecommerce Operations
Classifieds Financials (US$m) Classifieds
B2C
Massive footprint for the OLX brand 1H FY17 Revenue and trading losses*
GMV (US$m)*
2,647
50
2,492
7,150
1,986
27%
1,379
1,210
10
(516) (543) (296) (292) 5,677
(693) 4,133
FY14 FY15 FY16 1H16 1H17 3,249
2,539
Revenue Trading losses Currency impact
1H FY17 revenue split

FY15 FY16 1H 15 1H 16 1H 17
1) Google play store; shopping/lifestyle categories Etail (55%)
Marketplace (14%) 1H FY17 GMV by region**
Building towards monetization (number of countries) Classifieds (14%)
24 2524 Other (6%)
21 23 Payments (6%) India & SE Asia (35%)
16 Travel (5%)
12 11 Europe (60%)
10
8 9 1H FY17 constant currency revenue growth by type
5 4 5 5 5 6 6
3 2 3 2 Africa & Middle East (5%)
1 1
76% 75%
Entering Fighting Leading Leading and
monetising
**Allegro accounted for 76% of Europe GMV
2014 1H15 2H15 1H16 2H16 1H17 30% 29%
16%
-6% Revenue* (US$m)
Revenue* (US$m) 1H FY17 Marketing spend*
Classifieds Travel Marketplace Payments Etail Other
58% (77%)
1,988
24 1,812
Profitable ecommerce entities (number and financials)
196 30% (23%)
19% (20%)
letgo 1,376
28
Number of entities
23 516
124 902
34% 15 755
15 87%
(67%)
1H16 1H17 1H16 1H17 FY14 FY15 FY16 1H 16 1H 17

Currency impact *Includes all etail, structured and unstructured marketplaces, but excludes Netretail and
*Data reflects 100% of controlled entities and proportionate share of JVs. Historic numbers presented 1H16 1H17 1H16 1H17 Ricardo which were sold. Results reported on an economic interest basis, i.e. equity accounted
on a pro-forma basis for the increased investment in Avito from 22.2% at 1H FY16 to 71% at 1H FY17. investments are proportionately consolidated. Numbers in brackets represent year-on-year
YoY revenue growth on a reported basis was 115%. *Results reported on an economic interest basis. Revenue Trading profit (US$m) growth in local currency, excluding M&A.
5
Video Entertainment Operations: “A world of entertainment, anywhere, anytime”
Video Entertainment subscriber homes (‘000) Financials (US$m) Geographic footprint
3,830
Total 6,005 7,259 8,402 10,234 11,002
3,582
3,413
8%
2,401
1,790
1,645
2,243 43% Chad
2,355 2,428 2,553

841 732 610 399 226
2,019
1,686 873
541
151 FY14 FY15 FY16 1H 16 1H 17
5,174 5,563 6,048
4,168 4,699 Revenue Trading profit Our Businesses
Development spend (US$m)
1H 13 1H 14 1H 15 1H 16 1H 17
DT DTT SVOD OTHER
H
SA DTH SSA DTH SSA DTT 206
166
Total net additions (‘000)
15%
85 YoY currency declines
524 47 40
508 Nigeria SA Zambia Kenya Angola
440 6 month average 442
FY14 FY15 FY16 1H 16 1H 17 0% 3%
356
265 287 -14% -11%
202 Capital expenditure(US$m)
Weighted average decline YoY -24%

(165)
462
-59%
1H13 2H13 1H14 2H14 1H15 2H15 1H16 2H16 1H17
36%
*Based on monthly Naspers average closing rates
203
127 43
Change in subscriber mix 67 Positioning the business for the long-term
FY14 FY15 FY16 1H 16 1H 17
1 Provide best quality entertainment
2,005 22% 18%
2,240 Programming and production costs (US$m)
26% 30%
3,266 2 Focus on retention
2,626
1,133
3 977 1,046 23%
52% 52% 31
5,368 5,730 3 Reduce costs
461 534
1H 16 1H 17 1H 16 1H 17
4 Grow middle- and lower-market segments
Premium Compact Lower-end FY14 FY15 FY16 1H 16 1H 17
One-off
6
(33.5%) Market cap: ~US$236bn Equity information: Naspers N-Shares

Operating profit (RMBm)* Revenue mix 1H FY16 Listings: JSE (Ticker: NPN); LSE (Ticker: NPSN) Geographic shareholding
41,764 Share Price: ZAR2,055 / US$145.59 South Africa (47%)

CAGR +43% Value-added services (75%) Market Cap: ZAR901.8bn / US$63.6bn United States (29%)
Online advertising (17%) Issued Shares: 438.24m UK & Europe (15%)
30,411
Asia (6%)
28,171
Liquidity: Average 3-mnth daily trade 1.3m shares
Other (8%) Other (3%)
20,496
* As per 24 November 2016

19,715
Share price and volume

6,000 300
Thousands
*Reflects 100% of Jan-Jun 2016 (1H FY16) results on a non-
GAAP basis; detailed results available at www.tencent.com. 4,000 200
1H FY17 US$/RMB6.616 (6.361)
FY13 FY14 FY15 1H15 1H16 2,000 100
- -
(29.0%) Market cap: ~US$4bn
Dec-10
Nov-13
Jun-14
Oct-09
Jul-11
Oct-16
Feb-12
Sep-12
Apr-13
May-10
Aug-15
Mar-09
Jan-15
Mar-16
EBITDA (RUBm)* Revenue mix 1H FY16*
Volume Price (ZAc) (RHS)
CAGR +10%
Online advertising (43%) Debt information: MIH Bonds
18,123
16,850
Community IVAS (32%)

15,087
MIH Bond Listing Issued Coupon Ratings

MMO Games (22%)
US$700m Fitch (BB+)
Other (3%) Irish Stock
July 2010 6.375% Moody’s (Baa3)
7 year Exchange
8,691
8,421
S&P (BBB-)
US$1bn Fitch (BB+)

*Reflects 100% of 1H FY16 aggregate segment performance Irish Stock
as reported. For IFRS results with full disclosure refer to 7 year Exchange S&P (BBB-)
www.corp.mail.ru. 1H FY17 US$/RUR64.939 (58.367)
US$1.2bn Fitch (BB+)
FY13 FY14 FY15 1H15 1H16 Irish Stock
10 year Exchange S&P (BBB-)
For more information:

www.naspers.com
Meloy Horn
Office: +27 11 289 3320
Mobile: +27 82 772 7123
Fact Sheet NOVEMBER 2016
Business overview Summarised financial data

Founded in 1915, Naspers is a global internet and entertainment Income statement data 1H FY17 1H FY16 FY16 FY15
group and one of the largest technology investors in the world. Year ended 30 Sept US$m US$m US$m US$m
Operating in more than 130 countries and markets with long-term Revenue 2,958 2,983 5,930 6,569
growth potential, we build leading companies that empower EBITDA 176 350 423 550
people and enrich communities. We run some of the world’s Trading profit 45 232 179 298
leading platforms in internet, video entertainment and media.
Trading margin 2% 8% 3% 5%
Core Headline EPS (cents) 212 169 298 255
Naspers companies connect people to each other and the wider
world, help people improve their daily lives, and entertain
audiences with the best of local and global content. Balance sheet data*
Non-current assets 15,080 10,458 13,486 10,236
Every day, millions of people around the world use the products Current assets 3,144 2,787 3,237 2,700
and services of our companies and those of our associates. These Total assets 18,224 13,245 16,723 12,936
include Avito, Brainly, Codecademy, eMAG, Flipkart, letgo, Mail.ru Shareholders equity 11,451 7,177 10,654 6,903
(LSE: MAIL), Media24, Movile, MultiChoice, OLX, PayU, ShowMax, Non-current liabilities 4,486 3,920 4,023 3,852
SimilarWeb, Tencent (SEHK 00700), Twiggle and Udemy. Current liabilities 2,287 2,148 2,046 2,181
Total liabilities 6,773 6,068 6,069 6,033
Naspers is listed on the Johannesburg Stock Exchange (JSE) and has
NAV/share (cents) 2,574 1,685 2,379 1,614
an ADR listing on the London Stock Exchange (LSE).
*Core headline earnings per share excludes, amongst other items, fair value
adjustments, equity-settled share-based payment expenses, amortisation of
Strategy intangible assets (other than software) and other non-operating items.
Throughout our 100-year history, we have grown by building, Exchange and trading information
acquiring or investing in leading companies. We look for
opportunities to address big societal needs in markets where we JSE (Ticker: NPN)
see the greatest growth potential. Total shares issued: 438.24 million (30/09/2016)
Shareholders:
We believe in the power of local, backed by global scale. Our
businesses are run by local teams and benefit from global support, South Africa (47%)
including sharing talent and expertise across the group. We believe
we are a great partner for founders, start-ups and other investors United States (29%)
with the ambition to scale in high-growth markets.
UK & Europe (15%)
Today, the Naspers group is organised into six business areas: Asia (6%)
Classifieds, Payments, B2C, Ventures, Video Entertainment and
Other (3%)
Media. We also hold sizable investments in listed assets Tencent
and Mail.ru.
Group structure
1HFY17 Revenue by type*
IVAS & games (38%)
Subscription (20%)
Ecommerce (20%)
Advertising (13%)
Print & other (9%)
*Based on economic interest, i.e. assuming equity accounted investments are

proportionately consolidated
*Organogram depicts major brands

Fact Sheet NOVEMBER 2016
Internet Key Executives

We focus on ecommerce, but offer the full range of internet-based Corporate
services from communication and social networking, to Bob van Dijk - Group CEO
entertainment and mobile value-added services. Basil (Vasili) Sgourdos - Group CFO
Mark Sorour - Group CIO
Our internet operations include:
Pat Kolek - Group COO
 Classifieds – footprint across 40 markets. Our companies OLX, David Tudor - Group General Counsel
Avito and letgo have the #1 mobile classifieds app in more Aileen O’Toole - Group Human Resources Officer
than 22 countries.
Internet CEOs
 B2C ecommerce – spanning etail, marketplace and travel
Oliver Rippel - B2C
segments. Operations are spread across Latin America, Central Martin Scheepbouwer - Classifieds
and Eastern Europe, India, the Middle East and Africa and Charles Searle - Listed Assets
include eMAG, Flipkart, Konga, Markafoni, Souq and Takealot, Laurent Le Moal - Payments
as well as Indian online travel businesses Goibibo and Redbus Larry Illg - Ventures
(which will be combined with MakeMyTrip, pending Vladimir Pravdivy - Avito (Russia)
transaction approval). Sandoval Martins - Buscapé (Brazil)
Iulian Stanciu - eMag (CEE)
 Payments – PayU is one of the largest online payment service Binny Bansal - Flipkart (India)
platforms in the world, with leading positions in 16 markets Ashish Kashyap - ibibo Group (India)
across Africa and the Middle East, Central and Eastern Europe, Shola Adekoya - Konga (Nigeria)
India and Latin America. Boris Dobrodeev - Mail.ru (Russia)
Ilker Baydar - Markafoni (Turkey)
 Ventures – Naspers Ventures seeks new growth opportunities. Fabrício Bloisi - Movile (Brazil)
It also supports high-potential internet businesses and helps Alec Oxenford - letgo
their founders scale globally. The portfolio includes Brainly, Or Offer - SimilarWeb (Middle-East)
SimilarWeb, Twiggle, Udemy and Codecademy. Ronaldo Mouchawar - Souq (Middle-East)
Kim Reid - Takealot (South Africa)
Pony Ma - Tencent (China)
We also hold investments in listed internet companies:
 Tencent (33.5%) - China’s largest and most used internet- Video entertainment CEOs
services platform. Imtiaz Patel - Video Entertainment
Tim Jacobs - MultiChoice Africa
 Mail.ru Group (29%) - the leading internet company in Russian-
Doug Lowther - Irdeto
speaking markets. Mark Rayner - MultiChoice South Africa
Patricia van Rooyen - M-Net
Video Entertainment Gideon Khobane - SuperSport
Chris Hitchings - DStv Media Sales
Through MultiChoice South Africa and MultiChoice Africa, our Glen Marques - Myriad Programming
video-entertainment division brings entertainment to more than Derek Hershaw - MWEB SA
11 million subscribing households in 50 countries across John Kotsaftis - ShowMax
sub-Saharan Africa.
Media CEOs
With limited broadband infrastructure and almost no cable access
Esmaré Weideman - Media24
in Africa, we offer digital satellite (DTH), digital terrestrial (DTT)
Keith Vroon - Novus Holdings
and online video-entertainment services, including subscription
video-on-demand (SVOD) service, ShowMax.
M-Net provides general entertainment content and SuperSport,
Executive offices
the largest funder of sport on the African continent, ensures 40 Heerengracht Cape Town, 8001, South Africa
quality sport content for our customers.
Telephone: +27 21 406 2121
Technology provider Irdeto is a world leader in content security,
management and delivery for pay-media companies. MWeb is a
leading internet service provider in South Africa.
Calendar
Financial year-end March
Media Full year results end June
Annual report July
Media24 is South Africa’s leading media group with interests in Annual general meeting August
digital media and services, newspapers, magazines, ecommerce, Interim for half-year to September end November
book publishing, print and distribution. It publishes more than Dividend September
60 magazines and 80 newspapers and reaches more than 6 million
local unique browsers monthly across its digital platform.

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Naspers Limited

Condensed consolidated interim report

Six months ended Year ended

Six months ended Year ended

Six months ended Year ended

Six months ended Year ended

Six months ended Year ended

4. Calculation of headline and core headline earnings

6. Profit before taxation

9. Investments and loans

10. Commitments and contingent liabilities

12. Business combinations, other acquisitions and disposals

13. Financial instruments

13. Financial instruments (continued)

14. Events after the reporting period

15. Pro forma financial information (continued)

To the shareholders of Naspers Limited

The Naspers group

Shareholder and corporate information

Naspers Limited integrated annual report 2016 1

About this report

¡¡Scope of this report and assurance

SOUTH AFRICAN INTEGRATED REPORTING CORPORATE

Financial Ethical leadership Ethical

* Dealt with in the report of corporate governance.

2 Naspers Limited integrated annual report 2016

About this report (continued)

Group reporting standards are continually being developed to make Forward-looking

Naspers Limited integrated annual report 2016 3

Naspers Limited integrated annual report 2016 5

Naspers companies connect people to each other and the wider

Every day, millions of people use

6 Naspers Limited integrated annual report 2016

Our business (continued)

Operating in more than

130 countries and markets with

Naspers Limited integrated annual report 2016 7

Our business (continued)

A GLOBAL PLATFORM OPERATOR

Organogram depicts major brands

8 Naspers Limited integrated annual report 2016

Our business (continued)

DTT DTH OTHER

Video entertainment Media

Naspers Limited integrated annual report 2016 9

Our business (continued)

around the world ¡¡Internet

–– Consumer to consumer (C2C)

Our belief that ecommerce will be the largest segment of the

10 Naspers Limited integrated annual report 2016

Our business (continued)

A video for this graphic will play on the online version

Naspers Limited integrated annual report 2016 11

Our business (continued)

Video entertainment: Naspers Ventures

Main operations include:

video-entertainment services in Africa, with operations in

12 Naspers Limited integrated annual report 2016

Our business (continued)

■■ M-Net: General channel provider that sources content from

■■ 24.com: Digital publisher in Africa.

■■ Careers24: A job classifieds platform in South Africa.

■■ Spree: An online fashion retailer in South Africa.