9 9 1 S C H E D U L E “ A ” F R A N C O - N E V A D A C O R P O R A T I O N M A N D A T E O F T H E B O A R D O F D I R E C T O R S 1 . P U R P O S E The purpose of this mandate is to set out the mandate and responsibilities of the board of directors (the “ B o a r d o f D i r e c t o r s ” or “B B o a r d ”) of Franco-Nevada Corporation (“ F r a n c o - N e v a d a ”). The Board of Directors is committed to fulfilling its statutory mandate to supervise the management of the busine ss and affairs of Franco-Nevada with the highest standards of ethical conduct and in the best interests of Franco-Nevada. 2 . C O M P O S I T I O N The Board of Directors shall be composed of between 6 and 12 individuals, the majority of whom will be Canadian residents. The Board shall be constituted with a majority of individuals who qualify as “independent” directors as defined in National Instrument 58-101 – Disclosure of Corporate Governance Practices. 3 . R E S P O N S I B I L I T I E S O F T H E B O A R D O F D I R E C T O R S The Board of Directors is responsible for the stewardship of Franco-Nevada and in that regard shall be responsible for: (a) to the extent feasible, satisfying itself as to the integrity of the Chief Executive Officer and other executive o fficers and that the Chief Executive Officer and other executive officers create a culture of integrity throughout the organization; (b) enhancing the reputation, goodwill and image of Franco-Nevada; (c) adopting a strategic planning process and reviewing, on an annual basis, the strategic plan and business object ives of Franco-Nevada (taking into account, among other things, the opportunities and risks of Franco- Nevada’s business) that are presented by management; (d) the identification and review of the principal risks of Franco-Nevada’s business and ensuring, with the assi stance of the audit committee of the Board (the “Audit and Risk Committee”), the implementation of appropriate risk management systems; (e) ensuring, with the assistance of the Compensation and ESG Committee of the Board (the “Compensation and ESG Committee”), the effective functioning of the Board of Director s and its committees in compliance with the corporate governance requirements of applicable laws, and that such compliance is reviewed periodic ally by the Compensation and ESG Committee;