Message from our CEO APPENDIX C: TCFD DISCLOSURE 56 Report Highlights Our governance around climate- GOVERNANCE | related risks and opportunities About Franco-Nevada Responsible Board Oversight Management’s Role Board and Management Capital Allocation The Board and its Committees provide oversight • Compensation and ESG Committee The Board and its Committees oversee senior Engagement of our strategic approach to climate change (“CESGC”): Our CESGC develops and management, who are responsible for the All of our executives regularly attend Board and our ESG risks, which includes climate- recommends to the Board our approach management of ESG and climate-related risks and Committee meetings, including providing Community related risks and opportunities affecting our to ESG issues, including climate-related and for the execution of ESG and climate- updates on royalty and stream acquisition Contributions business. A number of our Board members issues, reviews the adequacy of our ESG related opportunities. Our Chief Executive opportunities, which include ESG-related have skills and competencies in climate- practices and policies and recommends Officer is responsible for leadership on ESG considerations. To the extent that a materially Good Governance and related matters, including David Harquail, any changes to the Board, approves the and climate-related matters and our Chief adverse ESG issue or consideration arises Shareholder Alignment Paul Brink, Tom Albanese, Derek Evans, adoption of any ESG-related standards or Legal Officer has executive responsibility during the due diligence process in respect of Catharine Farrow, Maureen Jensen, and initiatives, adopts ESG-related corporate over such matters. Climate-related risks and a royalty and stream opportunity, management Jacques Perron. goals used to evaluate management’s opportunities are overseen by the following and the Board may decide not to proceed with Diversity, Inclusion performance for executive compensation members of our executive team having the opportunity. On a number of occasions, and Well-Being Each of the Board’s Committees have decisions and engages with our stakeholders stewardship over our organization’s units our company has passed on otherwise oversight of ESG and climate-related risks, in respect of ESG issues. (including within our subsidiaries), each being prospective opportunities due to ESG risks. Climate Action opportunities and disclosures, which are responsible for implementing our ESG strategy embedded in the Committees’ Charters: • Audit and Risk Committee (“ARC”): and managing risks within their units: The Board and its Committees also frequently Transparency and Our ARC oversees our risk management, meet with senior management to determine Guiding Principles including climate change risks. • Business Development our strategy with respect to our risks and * Board and Committees (Senior Vice President, exposures. In November 2023, management have oversight over ESG Business Development) met with the ARC to discuss ESG-related risks About this ESG Report and climate-related risks Board of Directors* • Diversified and strategy and with the CESGC to discuss and opportunities (Senior Vice President, Diversified) overall ESG strategy, including for improved † Chief Executive Officer • Finance (Chief Financial Officer) ESG reporting in 2024. Most recently, in March Appendices has responsibility for leadership on ESG and • Legal (Chief Legal Officer) 2024, management met with the CESGC to A: ESG Performance Table climate-related matters Compensation Audit and discuss Franco-Nevada’s ESG strategy, including, ◊ Chief Legal Officer has and ESG Committee* Risk Committee* Our Board oversight and management among other things, emission reduction targets B: Operators’ Emissions executive responsibility over ESG and climate- leadership of ESG and climate-related and other climate initiatives for the company. C: TCFD Disclosure related matters issues is depicted in the adjacent chart. D: SASB Disclosure † Chief Executive Officer E: GRI Index F: Sustainable Development Goals Senior Vice President, Senior Vice President, Chief Financial Officer Chief Legal Officer◊ G: KPMG: Independent Business Development Diversified Limited Assurance Report Business Development Team Diversified Team Finance Team Legal Team H: Carbon Neutral Initiative
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