The Johannesburg Stock Exchange will assess if the settlement amount that telecommunication giant Vodacom Group paid to “Please Call Me” inventor Nkosana Makate was material and price sensitive to the extent that it warranted “full, equal and timeous public
disclosure”.
The bourse was responding to questions from Sunday World after the JSE‑listed company, with a market cap of around R320-billion, referred to the Makate matter in its annual financial results but remained silent on the settlement amount of one of South Africa’s most high‑profile corporate litigation sagas.
“Mr Makate, a former employee of Vodacom, started legal proceedings in 2008, claiming compensation for a business idea that led to the development of a service known as ‘Please Call Me’. On 4 November 2025, the board approved a settlement agreement, and the parties concluded the matter out of court,” said the company in its latest set of financial results.
Though it was widely reported that Vodacom had paid about R700-million to settle the Makate matter, the company has not disclosed the final amount.
Commenting on the matter Andre Visser, JSE’s director of issuer regulations, said the listings authority “advocates for the enhancement of corporate governance and the quality of financial reporting disclosures by companies listed on the JSE for the benefit of shareholders, investors and other market stakeholders”.
“In terms of the Financial Markets Act, the JSE is required to make and enforce its listings requirements. The general principles of the requirements are aimed, amongst others, at ensuring full, equal and timeous public disclosure is made to all holders of securities and the general public at large regarding the activities of an issuer that are price sensitive. Therefore, in assessing disclosure in general, the JSE will consider whether information is price sensitive, which is generally unpublished information that will have a material effect on the price of an issuer’s
securities.”
Weighing in on the matter, governance expert and chief executive of Fluid Rock Governance, Ronelle Kleyn, told Sunday World that although Vodacom should not have disclosed every contractual detail, the focus should have been “on ensuring that shareholders and the market receive enough information to understand the magnitude, rationale and impact of a matter where disclosure is required”.
“Confidentiality terms may influence the form, timing or level of detail of a disclosure, but they do not displace obligations imposed by law, regulation or listing rules where disclosure is required,” said Kleyn.
Kleyn, however, pointed out that the non-disclosure of a settlement amount was not unusual.
Vodacom said, its disclosure obligations under JSE listing requirements have been carefully applied throughout this matter. “We are satisfied that our obligations to shareholders and the market have been met in full,” said a spokesperson, who added that the payment amount was not made public because “disclosing the quantum would place Vodacom in direct breach of a binding settlement agreement that brought finality to the matter”.
- The Johannesburg Stock Exchange (JSE) will evaluate if Vodacom's undisclosed settlement payment to "Please Call Me" inventor Nkosana Makate was material and price sensitive, requiring public disclosure.
- Vodacom, valued around R320-billion, acknowledged settling the long-running legal case in its financial results but did not reveal the settlement amount, widely reported to be about R700-million.
- The JSE emphasizes its role in enforcing listing rules that mandate timely and equal disclosure of price-sensitive information to protect shareholders and market transparency.
- Governance expert Ronelle Kleyn highlighted that while confidentiality can limit disclosure details, companies must still provide sufficient information to convey the significance and impact of such matters.
- Vodacom maintains it has fully met disclosure obligations and withheld the payment amount to comply with a binding settlement agreement confidentiality clause.
disclosure”.
“Mr Makate, a former employee of Vodacom, started legal proceedings in 2008, claiming compensation for a business idea that led to the development of a service known as ‘Please Call Me’. On 4
“In terms of the Financial Markets Act, the JSE is required to make and enforce its listings requirements.
securities.”
“Confidentiality terms may influence the form, timing or level of detail of a disclosure, but they do not displace obligations imposed by law, regulation or listing rules where disclosure is required,” said Kleyn.
Kleyn, however, pointed out that the non-disclosure of a settlement amount was not unusual.
Vodacom said, its disclosure obligations under JSE listing requirements have been carefully applied throughout this matter. “We are satisfied that our obligations to shareholders and the market have been met in full,” said a spokesperson, who added that the payment amount was not made public because “disclosing the quantum would place Vodacom in direct breach of a binding settlement agreement that brought finality to the matter”.
