Bharti Airtel has a unit in Sri Lanka.
The Bharti shares would be split between MTN and its shareholders.
Bharti said the two firms were eventually planning a full merger, creating a company with 200 million customers generating 20 billion dollars in revenues.
"Both companies would stand to gain significant benefits from sharing each other’s best practices in addition to savings emanating from enhanced scale," chairman Sunil Bharti Mittal said in a statement.
"This opportunity also represents a first of its kind in developing an Indian-African initiative that would serve as a shining example of South-South cooperation."
Singapore Telecommunications is already linked with Bharti, which the company says will combine networks spanning Africa to Australia.