Form SD - Specialized disclosure report

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM SD

SPECIALIZED DISCLOSURE REPORT

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FRANCO-NEVADA CORPORATION

(Exact name of the registrant as specified in its charter)

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Canada		001-35286		Not Applicable
(State or other jurisdiction of		(Commission file number)		(I.R.S. Employer Identification No.)
incorporation or organization)

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199 Bay Street, Suite 2000

P.O. Box 285

Commerce Court Postal Station

Toronto, Ontario, M5L 1G9

Canada

(Address of principal executive offices)

Lloyd Hong

Chief Legal Officer & Corporate Secretary

[phone]

(Name and telephone number, including area code,

of the person to contact in connection with this report)

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Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:

☐ Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, _______.

☒  Rule 13q-1 under the Securities Exchange Act (17 CFR 240.13q-1) for the fiscal year ended December 31, 2023.

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SECTION 1 - CONFLICT MINERALS DISCLOSURE

Item 1.01 - Conflict Minerals Disclosure and Report

Not applicable.

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ITEM 1.02 - Exhibit

Not applicable.

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SECTION 2 - RESOURCE EXTRACTION ISSUER DISCLOSURE

Item 2.01 - Resource Extraction Issuer Disclosure and Report

This Form SD of Franco-Nevada Corporation (the “Company”) is filed pursuant to Rule 13q-1 promulgated under the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2023.

(c)Alternative Reporting

The Company will be relying on the alternative reporting provision under Item 2.01(c) in order to meet its disclosure requirements under Form SD. The Company is subject to the resource extraction payment disclosure requirements of Quebec, Canada, an alternative reporting regime which requires the Company to file a Resource Extraction Payment Report annually.

A copy of the Company’s Resource Extraction Payment Report is furnished as Exhibit 2.01 to this Form SD and is publicly available at https://www.franco-nevada.com/investors/disclosures/estma/default.aspx.

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SECTION 3 - EXHIBITS

Item 3.01 - Exhibits

The following exhibits are filed as part of this Form SD.

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Exhibit		Title
2.01	​	Interactive Data File (Form SD for the year ended December 31, 2023 filed in XBRL).
99.1	​	Resource Extraction Payment Report as required by Item 2.01 of this Form SD.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the duly authorized undersigned.

Date: September 16, 2024	FRANCO-NEVADA CORPORATION
​	/s/ Lloyd Hong
​	Lloyd Hong
	Chief Legal Officer & Corporate Secretary

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Exhibit 99.1

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Extractive Sector Transparency Measures Act - Annual Report							​
Reporting Entity Name	Franco-Nevada Corporation
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Reporting Year	From	2023-01-01	To:	2023-12-31	Date submitted	2024-05-28
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Reporting Entity ESTMA Identification Number	E330301				​	​	​
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Other Subsidiaries Included (optional field)	Not Applicable						​
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Not Consolidated	​	​	​	​	​	​	​
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Not Substituted	​	​	​	​	​	​	​
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Attestation by Reporting Entity	​	​	​	​	​	​	​
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In accordance with the requirements of the ESTMA, and in particular section 9 thereof, I attest I have reviewed the information contained in the ESTMA report for the entity(ies) listed above. Based on my knowledge, and having exercised reasonable diligence, the information in the ESTMA report is true, accurate and complete in all material respects for the purposes of the Act, for the reporting year listed above.							​
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Full Name of Director or Officer of Reporting Entity	Sandip Rana				Date	2024-05-28	​
Position Title	Chief Financial Officer

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Extractive Sector Transparency Measures Act - Annual Report

Reporting Year

From:

2023-01-01

To:

2023-12-31

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Reporting Entity Name

Franco-Nevada Corporation

Currency of the Report

CAD

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Reporting Entity ESTMA Identification Number

E330301

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Subsidiary Reporting Entities (if necessary)

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Payments by Payee

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Country

Payee Name1

Departments, Agency, etc… within Payee that Received Payments2

Taxes

Royalties

Fees

Production Entitlements

Bonuses

Dividends

Infrastructure Improvement Payments

Total Amount paid to Payee

Notes34

Canada

Government of Saskatchewan

Ministry of Finance

$

820,000

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820,000

1

Canada

Government of Saskatchewan

Ministry of Energy and Resources

$

550,000

$

1,880,000

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2,430,000

1

Canada

Government of Canada

Canada Revenue Agency

$

1,300,000

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1,300,000

1

United States of America

United States Federal Government

United States Department of the Interior Bureau of Land Management

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$

210,000

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210,000

2

United States of America

County of Harrison

County Treasurer's Office

$

190,000

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190,000

2

United States of America

County of Martin

County Treasurer's Office

$

190,000

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190,000

2

United States of America

County of Midland

County Treasurer's Office

$

660,000

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660,000

2

United States of America

County of Reeves

County Treasurer's Office

$

470,000

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470,000

2

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Additional Notes:

1 Payments reported reflect gross payments made directly by Franco-Nevada in relation to its non-operated working interest in the Midale unit and Weyburn unit joint operations. Payments made by the operator on behalf of Franco-Nevada are reported by the operator. 2 All payments are reported in Canadian dollars. Where payments were made in currencies other than Canadian dollars, the payments were converted into Canadian dollars using an annual average exchange rate. The annual average exchange rate used was: $1.00 USD = $1.3497 CAD.

 

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Extractive Sector Transparency Measures Act - Annual Report

Reporting Year

From:

2023-01-01

To:

2023-12-31

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Reporting Entity Name

Franco-Nevada Corporation

Currency of the Report

CAD

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Reporting Entity ESTMA Identification Number

E330301

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Subsidiary Reporting Entities (if necessary)

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Payments by Project

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Country

Project Name1

Taxes

Royalties

Fees

Production Entitlements

Bonuses

Dividends

Infrastructure Improvement Payments

Total Amount paid by Project

Notes23

Canada

Midale Unit Working Interest

$

$260,000

$

$140,000

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400,000

1

Canada

Weyburn Unit Working Interest

$

$2,380,000

$

$1,740,000

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4,120,000

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Additional Notes3:	1 Payments reported reflect gross payments made directly by Franco-Nevada in relation to its non-operated working interest in the Midale unit and Weyburn unit joint operations. Payments made by the operator on behalf of Franco-Nevada are reported by the operator.

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Document Information	12 Months Ended
	Dec. 31, 2023
Document Information:
Document Type	2.01 SD
Amendment	false
CIK	0001456346
Registrant Name	FRANCO NEVADA Corp
Period End Date	Dec. 31, 2023
Reporting Currency	CAD

Payments, by Category - CAD ($) $ in Thousands	Taxes	Royalties	Fees	Total Payments
Total	$ 4,180	$ 1,880	$ 210	$ 6,270

Payments, by Project - 12 months ended Dec. 31, 2023 - CAD ($) $ in Thousands	Taxes	Royalties	Fees	Total Payments
Total	$ 4,180	$ 1,880	$ 210	$ 6,270
Midale Unit Working Interest
Total	260	140		400
Weyburn Unit Working Interest
Total	$ 2,380	$ 1,740		$ 4,120

Payments, by Government - 12 months ended Dec. 31, 2023 - CAD ($) $ in Thousands	Taxes	Royalties	Fees	Total Payments
Total	$ 4,180	$ 1,880	$ 210	$ 6,270
CANADA | Ministry of Finance
Total	820			820
CANADA | Ministry of Energy and Resources
Total	550	$ 1,880		2,430
CANADA | Canada Revenue Agency
Total	1,300			1,300
UNITED STATES | United States Department of the Interior Bureau of Land Management
Total			$ 210	210
UNITED STATES | Harrison County Treasurer's Office
Total	190			190
UNITED STATES | Martin County Treasurer's Office
Total	190			190
UNITED STATES | Midland County Treasurer's Office
Total	660			660
UNITED STATES | Reeves County Treasurer's Office
Total	$ 470			$ 470

Payments, Details - 12 months ended Dec. 31, 2023 - CAD ($) $ in Thousands	Amount	Type	Country	Subnat. Juris.	Govt.	Project
#: 1
	$ 820	Taxes	CANADA	snj:CA-SK	Ministry of Finance	fnv:MidaleUnitAndWeyburnUnitWorkingInterestMember
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	550	Taxes	CANADA	snj:CA-SK	Ministry of Energy and Resources	Midale Unit Working Interest
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	1,880	Royalties	CANADA	snj:CA-SK	Ministry of Energy and Resources	Weyburn Unit Working Interest
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	1,300	Taxes	CANADA		Canada Revenue Agency	fnv:MidaleUnitAndWeyburnUnitWorkingInterestMember
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	210	Fees	UNITED STATES		United States Department of the Interior Bureau of Land Management
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	190	Taxes	UNITED STATES	snj:US-TX	Harrison County Treasurer's Office
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	190	Taxes	UNITED STATES	snj:US-TX	Martin County Treasurer's Office
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	660	Taxes	UNITED STATES	snj:US-TX	Midland County Treasurer's Office
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	$ 470	Taxes	UNITED STATES	snj:US-TX	Reeves County Treasurer's Office

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