Message FNV: TSX | NYSE from our CEO Governance ESG Ratings Governance & Integrity (continued) Franco-Nevada Alignment: Directors & Shareholders Minimum Equity Investment With a view of aligning the interests of directors with those of our shareholders, each of our non-employee directors is required Making Responsible to hold a minimum equity investment in Franco-Nevada equivalent in value to three times their annual retainer in the form Investments of our common shares and/or Deferred Share Units (“DSUs”) held pursuant to the DSU Plan. Each director has a period of three years from the date of his/her first election by shareholders or appointment by the Board, as applicable, to satisfy the minimum equity investment requirement. The value of the equity investment of a director at any time will be based on Guiding Principles the current market value of the common shares, and of the DSUs under the DSU Plan. Based on the annual retainer for fiscal 2021, the minimum equity investment is C$135,000. Our directors are in full compliance of such minimum equity investment requirements with substantial ownership stakes in our company. Operators Independence An independent Board is comprised of directors who have no direct or indirect relationships with a company that could reasonably interfere with the exercise of the directors’ independent judgement. This will avoid potential conflicts of interest Approach to and enable a board of directors to consider the best interests of its shareholders. Climate Change Our Board has concluded that eight directors (Dr. Farrow, Ms. Jensen, Ms. Maki and Messrs. Albanese, Evans, Gignac, Oliphant, and Pew) are “independent” for purposes of Board membership, as provided in NI 58-101 and by NYSE corporate governance standards, and therefore all of the directors are “independent” other than Messrs. Harquail and Brink, by virtue of their positions Contributions as former CEO and President & CEO, respectively. As a matter of best practices, our Board created the position of Lead Independent Director and appointed Mr. Evans in this role to serve while Mr. Harquail is not independent. Our Board has also considered the independence of its directors more generally and whether they are “related” or “affiliated” Employees as defined by various governance ratings agencies and confirms its view that Dr. Farrow, Ms. Jensen, Ms. Maki and Messrs. Albanese, Evans, Gignac, Oliphant, and Pew are not “related” or “affiliated” with our company in such a way as to affect their Board member Jennifer Maki and executive exercise of independent judgment. Jason O’Connell attending past Annual Governance General Meeting About this “With a view of aligning the interests of directors with those of our shareholders, each of our ESG Report non-employee directors is required to hold a minimum equity investment in Franco-Nevada...” Appendices 65