MACH NATURAL RESOURCES LP

Our independent registered public accounting firm is Grant Thornton LLP, Oklahoma City, OK, Auditor Firm ID: 248.

Aggregate fees for professional services rendered for the Company by Grant Thornton LLP for the years ended December 31, 2023 and 2022, are presented in the following table.

The Audit Committee has determined that Grant Thornton LLP is independent for purposes of providing external audit services to the Company.

Audit Committee Policy for Pre-Approval of Audit, Audit-Related, Tax and Permissible Non-Audit Services

The Audit Committee has adopted procedures for pre-approving all audit and non-audit services provided by its independent accounting firm. These procedures include reviewing fee estimates for audit services and permitted recurring non-audit services, and authorizing the Company to execute letter agreements setting forth such fees. Audit Committee approval is required for any services to be performed by the independent accounting firm that are not specified in the letter agreements. The Audit Committee has delegated approval authority to the chairman of the Audit Committee, but any exercises of such authority are reported to the Audit Committee at the next meeting.

Procedures for Review, Approval or Ratification of Transactions with Related Persons

The Board has adopted policies for the review, approval and ratification of transactions with related persons. The Board has adopted a related party transactions policy, under which a director would be expected to bring to the attention of our General Counsel any conflict or potential conflict of interest that may arise between the director in his or her personal capacity or any affiliate of the director in his or her personal capacity, on the one hand, and us or our general partner on the other. The resolution of any such conflict or potential conflict should, at the discretion of the Board in light of the circumstances, be determined by our conflict committee or audit committee, as applicable.

If a conflict or potential conflict of interest arises between our general partner or its affiliates, on the one hand, and us or our unitholders, on the other hand, the resolution of any such conflict or potential conflict should be addressed by the Board in accordance with the provisions of our partnership agreement. At the discretion of the Board in light of the circumstances, the resolution may be determined by the Board in its entirety, by the conflicts committee of the Board or by approval of our unitholders (other than the general partner and its affiliates).

Under our related party transactions policy, any executive officer will be required to avoid personal conflicts of interest unless approved by the Board.

The related party transactions policy described above was adopted in connection with the closing of the Offering, and as a result, the transactions described above were not reviewed according to such procedures.