Responsible Capital Allocation Community Contributions Good Governance & Shareholder Alignment Diversity, Inclusion & Well-Being Climate Action Transparency & Guiding Principles Appendices 57 Appendix C: TCFD Disclosure Governance Our governance around climate-related risks and opportunities Board Oversight Management’s Role Board and Management The Board and its Committees provide oversight The Board and its Committees oversee senior Engagement of our strategic approach to climate change and management, who are responsible for the All of our executives regularly attend Board The Board and its Committees also frequently our ESG risks, which includes climate-related management of ESG and climate-related risks and Committee meetings, including providing meet with senior management to determine risks and opportunities affecting our business. and for the execution of ESG and climate-related updates on royalty and stream acquisition our strategy with respect to our risks and A number of our Board members have skills opportunities. Our Chief Executive Officer is opportunities, which include ESG-related exposures. In November 2022, management and competencies in climate-related matters, responsible for leadership on ESG and climate- considerations. To the extent that a materially met with the ARC to discuss ESG-related risks including David Harquail, Tom Albanese, Derek related matters and our Chief Legal Officer adverse ESG issue or consideration arises during and strategy and with the CESGC to discuss Evans, Catharine Farrow, Maureen Jensen, has executive responsibility over such matters. the due diligence process in respect of a royalty strategy for improved ESG reporting in 2023. † and Elliott Pew. Climate-related risks and opportunities are and stream opportunity, management and Most recently, in March 2023, management met overseen by the following members of our the Board may decide not to proceed with the with the CESGC to discuss Franco-Nevada’s ESG Each of the Board’s Committees have oversight executive team having stewardship over opportunity. On a number of occasions, our strategy, including, among other things, climate of ESG and climate-related risks, opportunities our organization’s units (including within Company has passed on otherwise prospective initiatives and commitments, community and disclosures, which are embedded in the our subsidiaries), each being responsible opportunities due to ESG risks. contributions, and diversity and inclusion Committees’ Charters: for implementing our ESG strategy and goals and targets for the company. managing risks within their units: • Compensation and ESG Committee (“CESGC”): Our CESGC develops and • Business Development * Board and Committees recommends to the Board our approach to (Senior Vice President, Business Development) have oversight over ESG Board of Directors* and climate-related risks ESG issues, including climate-related issues, • Diversified and opportunities reviews the adequacy of our ESG practices (Senior Vice President, Diversified) ** Chief Executive Officer and policies and recommends any changes • Finance (Chief Financial Officer) has responsibility for to the Board, approves the adoption of any • Legal (Chief Legal Officer) Compensation Audit and leadership on ESG and ESG-related standards or initiatives, adopts and ESG Committee* Risk Committee* climate-related matters *** Chief Legal Officer has ESG-related corporate goals used to evaluate Our Board oversight and management executive responsibility management’s performance for executive leadership of ESG and climate-related over ESG and climate- compensation decisions and engages with issues is depicted in the Chief Executive Officer** related matters our stakeholders in respect of ESG issues. adjacent chart. • Audit and Risk Committee (“ARC”): Our ARC oversees our risk management, including climate change risks. Senior Vice President, Senior Vice President, Chief Financial Officer Chief Legal Officer*** Business Development Diversified † After our May 2, 2023 annual general meeting, Board members with skills and Business competencies in climate-related matters will include David Harquail, Tom Albanese, Development Team Diversified Team Finance Team Legal Team Derek Evans, Catharine Farrow, Maureen Jensen, and Jacques Perron.