Monitoring Compliance The Board oversees compliance with the codes of conduct through three of its committees. The governance and regulatory oversight committee: (i) monitors director and executive officer compliance with the Board code of conduct and the employee code of conduct; (ii) reviews violations and makes recommendations to the Board for any disciplinary action; (iii) considers and if appropriate grants any waivers from compliance with the Board code of conduct and the employee code of conduct; (iv) reviews the Board code of conduct annually; (v) oversees conflict of interest policies and procedures related to our recognition orders; and (vi) oversees reports of allegations of breaches of ethical conduct received through the whistleblower hotline (other than those complaints under the oversight of the audit committee, as outlined below) or other means related to our recognition orders. The human resources committee: (i) oversees compliance with the employee code of conduct; and (ii) reviews the employee code of conduct annually. The audit committee oversees any complaints about accounting, internal controls or auditing matters. Reporting Violations Directors who are aware of a breach of the Board code of conduct must immediately notify either the corporate secretary or the assistant corporate secretary of TMX, who will inform the chair of the governance and regulatory oversight committee within two days of receiving the report. Employees may report violations of the employee code of conduct to their manager, the CEO, the chief internal auditor or a member of the senior management team, including the chief human resources officer or the chief legal and enterprise corporate affairs officer and corporate secretary. Employees may also report violations to the chair of the audit committee or, if they prefer to remain anonymous, through our confidential third-party whistleblower service. All reports are investigated promptly, confidentially and impartially. In 2025, the governance and regulatory oversight committee has not waived any aspect of the Board code of conduct or the employee code of conduct and no material change reports related to the conduct of any director or executive officer have been filed (generally required for behaviour that represents a material departure from the Board or employee code of conduct). Our speaking-up policy empowers each employee to speak up and ask questions, raise concerns and report (including on an anonymous basis with our independent third-party whistleblower service), without fear of retaliation or unfair treatment, any wrongdoing, which includes: (i) all known, observed or suspected misconduct or improper or unethical acts; (ii) violations or potential violations of the employee code of conduct or our corporate policies, standards and procedures; or (iii) violations or potential violations of any applicable law, legal or regulatory obligation or requirement, including those under a recognition order. Modern Slavery and Responsible Procurement TMX is committed to preventing adverse impacts of human rights violations in our operations and supply chains. In alignment with our third-party risk management framework, we continue to take steps to implement the framework to identify, assess, manage and monitor modern slavery risks within our operations. Please refer to the report available on our Sustainability page for more information about the framework. In furtherance of implementing our framework, in 2025, we published the TMX Supplier Code of Conduct. It outlines the expectations and obligations of third-party suppliers and service providers and their respective employees and representatives while providing goods or services to TMX Group Limited and its subsidiaries. Suppliers are expected to demonstrate a commitment to legal, ethical, safe, fair and environmentally responsible business practices, including having policies and/or procedures in place that are communicated throughout their organization. REPORT CONTENTS ABOUT THIS REPORT SUSTAINABILITY STRATEGY SUSTAINABILITY GOVERNANCE PROSPERITY PLANET PEOPLE APPENDICES 51 | TMX GROUP 2025 ANNUAL SUSTAINABILITY REPORT
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