4 7 Appendices Transparency & Guiding Principles Climate Action Diversity, Inclusion & Well-Being Good Governance & Shareholder Alignment Community Contributions Responsible Capital Allocation Assurance Statement Although there is no obligation in the RGMPs for royalty and streaming companies to arrange for external assurance for their RGMP commitments, Franco-Nevada engaged the services of an assurance provider, KPMG LLP (“KPMG”), to provide limited assurance on our description of implementation against specific RGMP Policy measures set out in the table above. KPMG’s Independent Limited Assurance Report is included in Appendix G to this ESG Report. RGMP Policy Measures Description of Implementation Training. Franco-Nevada will conduct training sessions to promote the understanding of: Franco-Nevada’s obligations and objectives under the RGMPs, internal systems and processes in place to conform to such obligations and objectives, and the progress made and to be made by Franco-Nevada in conforming to such obligations and objectives. Such training sessions will be conducted for employees every three years, with the exception of new employees who will receive such training during the calendar year that they join Franco-Nevada. Initial RGMP training for Franco-Nevada employees covering the training subject matter set out in the RGMP Policy took place in November 2020, with two subsequent training sessions for new hires being held in December 2021 and November 2022. All of our employees attended one of the training sessions and provided a written acknowledgement of their participation in the training session. All of our employees also provided a separate annual written acknowledgement of their understanding of the RGMPs and Franco-Nevada’s RGMP obligations and commitments. Due Diligence. Franco-Nevada will identify and record RGMP implementation and conformance when evaluating new mining investments, including whether the applicable miner is a WGC member and/or has adopted the RGMPs or whether the RGMPs are not applicable to the miner (e.g. if the operator is a diversified mineral producer). If the miner has adopted the RGMPs, Franco-Nevada will identify and record the stage of implementation of and conformance with the RGMPs at the applicable mining operation. We have developed an ESG due diligence checklist used for evaluating our royalty and stream opportunities, which includes an assessment of the applicability of the WGC and RGMPs to the miner, including the membership by the miner in the WGC, the adoption of the RGMPs by the miner, and the stage of implementation and conformance with the RGMPs by the miner. A summary of such assessment is included in the final memorandum in connection with the opportunity submitted for final approval to the Franco-Nevada Board of Directors or, if within management’s authority to approve such transaction, the executive committee. In 2022, we included such assessment in all final memorandums submitted for final approval. External Consultants. When Franco-Nevada engages technical, ESG or other third-party consultants to assist Franco-Nevada with its evaluation of new mining investments, Franco-Nevada will ensure that the consultants are familiar with the RGMPs and understand Franco-Nevada’s commitments thereunder and Franco-Nevada will obtain a written acknowledgement from the consultants verifying their awareness. New external consultants engaged during 2022 verified in their consulting agreements that they are familiar with the RGMPs, the RGMP requirements for capital and finance providers, and Franco-Nevada’s commitments thereto. Contractual Provisions. Franco-Nevada will endeavour to negotiate appropriate contractual provisions when making new investments with a view to having gold miners (“Gold Miners”) use commercially reasonable efforts to adopt (or to continue to adopt and implement) the RGMPs and to ensure that the Gold Miners provide sufficient transparency to facilitate Franco-Nevada’s assessment of the compliance by the Gold Miners with any agreed contractual provisions. In all new instances where we contracted with Gold Miners in 2022, we were successful in including RGMP-related contractual provisions in our royalty or stream agreement with them. Monitoring. After each new royalty or stream acquisition in respect of a mining operation, Franco-Nevada will monitor whether the miner has adopted the RGMPs, the stage of implementation of and conformance with the RGMPs, and any material issues disclosed by the miner regarding such implementation and conformance. In our internal asset summaries for all new mining royalty or stream acquisitions made in 2022 (irrespective of whether such acquisitions related to gold or other mining operations), we have recorded whether the applicable miner is a WGC member and, if so, whether such miner has adopted the RGMPs and the stage of implementation of, and conformance with, the RGMPs. Transparency. On an annual basis, Franco-Nevada will publicly report on the status of its conformance to its RGMP commitments and the measures described in our RGMP Policy. This segment of our ESG Report comprises our reporting in relation to our RGMP Policy implementation. “As a royalty and stream company, we are committed to... use our best endeavours to encourage adoption of the RGMPs at all operations where we have influence and, to the extent applicable, ensure conformance with the RGMPs for any gold mining operations over which we have direct control.”
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