Form SD PENTAIR plc

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form SD

 

 

Specialized Disclosure Report

 

 

Pentair plc

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

 

 

 

Ireland		001-11625		98-1141328
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

P.O. Box 471, Sharp Street, Walkden, Manchester, M28 8BU United Kingdom

(Address of principal executive offices)

Angela D. Jilek

Senior Vice President, General Counsel and Secretary

(763) 545-1730

(Name and telephone number, including area code, of person to contact in connection with this report)

 

 

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:

 

x	Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2015.

 

 

 

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Section 1—Conflict Minerals Disclosure

Item 1.01 Conflict Minerals Disclosure and Report

Conflict Minerals Disclosure

This Form SD of Pentair plc (the “Company”) is filed pursuant to Rule 13p-1 (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, for the reporting period from January 1, 2015 to December 31, 2015.

A copy of the Company’s Conflict Minerals Report is provided as Exhibit 1.01 to this Form SD, and is publicly available at http://www.pentair.com/~/media/Files/PentairConflictsMineralReport.pdf.

The Rule imposes reporting obligations on Securities and Exchange Commission registrants whose manufactured products contain certain minerals that are necessary to the functionality or production of their products. If a registrant determines that any columbite-tantalite (coltan), cassiterite, gold, wolframite or their derivatives, which are limited to tantalum, tin and tungsten (the “Subject Minerals”), are necessary to the functionality or production of a product manufactured by the registrant or contracted by the registrant to be manufactured, the registrant must conduct in good faith a Reasonable Country of Origin Inquiry (“RCOI”) regarding those Subject Minerals that is reasonably designed to determine whether any of the Subject Minerals originated in the Democratic Republic of the Congo or an adjoining country (the “Covered Countries”) or are from recycled or scrap sources.

The Company performed a RCOI, in which it surveyed over 6,300 direct suppliers, spanning over 53 enterprise resource planning systems, regarding whether its necessary Subject Minerals have been sourced from any of the Covered Countries. Most of the responses the Company received indicated that either (1) to the best of such supplier’s knowledge, the Subject Minerals in the components and materials that it supplied to the Company during 2015 did not originate from a Covered Country or (2) such supplier did not use Subject Minerals in the materials and components that it supplied to the Company during 2015. Further information regarding the Company’s RCOI is included in Section 2.2 of the Company’s Conflict Minerals Report, which is attached to this specialized disclosure report on Form SD as Exhibit 1.01. The disclosure set forth in Section 2.2 of the Conflict Minerals Report is incorporated by reference into this Item 1.01.

After reviewing the results of the RCOI, the Company could not conclusively determine that it had no reason to believe that, during 2015, Subject Minerals necessary for the functionality or production of its products may have originated from a Covered Country and may not be from recycled or scrap sources. The Company conducted its RCOI in good faith, and it believes that such inquiry was reasonable to allow it to make the determination. Accordingly, the Company proceeded to exercise due diligence on the source and chain of custody of the Subject Minerals in accordance with the framework contained in the Organisation for Economic Co-operation and Development Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, Third Edition, including the related supplements on gold, tin, tantalum and tungsten. The Conflict Minerals Report filed as Exhibit 1.01 to this report includes a discussion of the due diligence procedures performed, the ultimate determination of origin and conflict status reached and other disclosures required by the Rule.

Item 1.02 Exhibit

As specified in Section 2, Item 2.01 of this Form SD, the Company is hereby filing its Conflict Minerals Report as Exhibit 1.01 to this report.

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Section 2—Exhibits

Item 2.01 Exhibits

The following exhibit is filed as part of this report.

 

Exhibit No.		Description
1.01		Conflict Minerals Report of Pentair plc

 

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SIGNATURES

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.

Pentair plc

 

By:		/s/ Angela D. Jilek				May 27, 2016
		Angela D. Jilek Senior Vice President, General Counsel and Secretary				(Date)

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EXHIBIT INDEX

 

Exhibit No.		Description
1.01		Conflict Minerals Report of Pentair plc

Exhibit 1.01

Pentair plc

Conflict Minerals Report

For the reporting period from January 1, 2015 to December 31, 2015

This report for the period from January 1, 2015 to December 31, 2015 is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD (the “Rule”). The Rule was adopted to implement reporting and disclosure requirements related to conflict minerals as directed by the Dodd-Frank Wall Street Reform and Consumer Protection Act. The Rule imposes reporting obligations on Securities and Exchange Commission (“SEC”) registrants whose manufactured products contain certain minerals that are necessary to the functionality or production of their products.

If a registrant determines that any columbite-tantalite (coltan), cassiterite, gold, wolframite or their derivatives, which are limited to tantalum, tin and tungsten (the “Subject Minerals”), are necessary to the functionality or production of a product manufactured by the registrant or contracted by the registrant to be manufactured, the registrant must conduct in good faith a Reasonable Country of Origin Inquiry (“RCOI”) regarding those Subject Minerals that is reasonably designed to determine whether any of the Subject Minerals originated in the Democratic Republic of the Congo or an adjoining country (the “Covered County” or “Covered Countries”) or are from recycled or scrap sources.

If, following the completion of the RCOI, a registrant knows that any of the necessary Subject Minerals originated in a Covered Country and are not from recycled or scrap sources, or has reason to believe that its necessary Subject Minerals may have originated in the Covered Countries and has reason to believe that its necessary Subject Minerals did not come from recycled or scrap sources, then the registrant must exercise due diligence on the source and chain of custody of the Subject Minerals that conforms to a nationally or internationally recognized due diligence framework and describe such due diligence in this separate Conflict Minerals Report.

In accordance with the Organisation for Economic Co-operation and Development Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, Third Edition, the related supplements on tin, tungsten, tantalum and gold (the “Guidance”) and the Rule, this report is available on the Company’s website at http://www.pentair.com/~/media/Files/PentairConflictsMineralReport.pdf.

Consistent with the provisions of the Rule, the SEC’s Statement on the Effect of the Recent Court of Appeals Decision on the Conflict Minerals Rule, dated April 29, 2014, and the SEC’s Order Issuing Stay, dated May 2, 2014, this Conflict Minerals Report has not been audited by a third party.

 

1.

Company Overview

The Company is a focused diversified industrial manufacturing company comprising four reporting segments, which are classified based primarily on types of products offered and markets served. The Valves & Controls segment designs, manufactures, markets and services valves, fittings, automation and controls and actuators for the energy and industrial verticals. The Flow & Filtration Solutions segment designs, manufactures, markets and services solutions for the toughest filtration, separation, flow and fluid management challenges in agriculture, food and beverage processing, water supply and disposal and a variety of industrial applications. The Water Quality Systems segment designs, manufactures, markets

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and services innovative water system products and solutions to meet filtration and fluid management challenges in food and beverage, water, swimming pools and aquaculture applications. The Technical Solutions segment designs, manufactures, markets and services products that guard and protect some of the world’s most sensitive electrical and electronic equipment, as well as heat management solutions designed to provide thermal protection to temperature sensitive fluid applications and engineered and fastening products for electrical, mechanical and civil applications.

The Company conducted an analysis of all of its products and its entire supply chain, and, accordingly, the Company did not limit its review to those products which may have contained Subject Minerals. This Report relates to all products (which are collectively referred to as the “Covered Products”): (i) that were manufactured, or contracted to be manufactured, by the Company; and (ii) for which the manufacture was completed during calendar year 2015. Based on its initial analysis, the Company estimates that approximately 10% of its suppliers make use of one or more of the Subject Minerals with respect to the Covered Products, including products in each of the Company’s four reporting segments described above.

The Company has adopted a Conflict Minerals Policy that emphasizes the Company’s commitment to complying with the Rule and to identifying the source of the Subject Minerals contained in the Company’s products. The Company also indicates in its Global Supplier Guide (the “Supplier Guide”) that it expects all suppliers doing business with the Company to cooperate with the conflict minerals due diligence process. The Company also has participated in groups and forums focused on responsible sourcing of Subject Minerals, including the Conflict-Free Sourcing Initiative (the “CFSI”) and industry association groups such as the Twin Cities Conflict Minerals Task Force.

 

2.

Conflict Minerals Compliance Process

 

2.1

Compliance Framework Overview

The Company’s RCOI was designed to provide a reasonable basis for the Company to determine whether it sources any Subject Minerals from the Covered Countries. The Company designed its due diligence measures to conform in all material respects to the Guidance.

 

2.2

Reasonable Country of Origin Inquiry

The Company designed its RCOI to provide a reasonable basis for it to determine whether the Company sources Subject Minerals from Covered Countries and whether any of the Subject Minerals may be from recycled or scrap sources. The Company conducted a survey of its suppliers using the template maintained by the CFSI, known as the Conflict Minerals Reporting Template (the “CMRT Form”). The CMRT Form was developed to facilitate disclosure and communication of information regarding smelters that provide material to a company’s supply chain. The CMRT Form includes questions regarding a direct supplier’s conflict minerals policy, engagement with its direct suppliers, origin of Subject Minerals included in its products, supplier due diligence and a listing of the smelters that the direct supplier and its suppliers use. Written instructions and recorded training illustrating the use of the tool are available on the CFSI’s website. Many companies are using the CMRT Form in their RCOI and due diligence processes related to Subject Minerals.

The Company’s inquiry process included multiple rounds of communication and follow-up including mail, email and telephone calls with over 6,300 direct suppliers, spanning 53 enterprise resource planning

 

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systems. The Company received, reviewed and processed responses from 58% of the suppliers surveyed (or approximately 24% of its total suppliers), which represented approximately 91% of total calendar year 2015 supplier expenditures. The Company reviewed the responses against risk-based criteria developed to determine which responses required further engagement with the relevant suppliers. These criteria included inconsistencies within the data reported in the CMRT Form and other risk-based criteria. The Company worked directly with these suppliers to obtain a revised response and/or additional clarity regarding their submission.

As part of this year’s program, the Company also conducted automated data validation on all submitted supplier responses. The goal of data validation is to increase the accuracy of submissions and identify any contradictory answers provided by suppliers. Following the data validation process, the Company classified submitted forms as either valid or invalid and contacted suppliers regarding forms classified as invalid to encourage such suppliers to resubmit a valid form. As of May 16, 2016, the Company still had 220 invalid supplier submissions that were not yet corrected.

Among the supplier responses received by the Company that were classified as valid, the Company received the following information:

 

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Approximately 61% of supplier responses indicated that such supplier did not use Subject Minerals in the materials and components that it supplied to the Company during 2015.

 

•

Approximately 14% of supplier responses indicated that, to the best of such supplier’s knowledge, the Subject Minerals in the components and materials that it supplied to the Company during 2015 did not originate from a Covered Country.

 

•

Approximately 1% of supplier responses indicated that, to the best of such supplier’s knowledge, the Subject Minerals in the components and materials that it supplied to the Company during 2015 may have originated in a Covered Country from sources verified as conflict-free by third parties such as the CFSI, London Bullion Market Association (“LBMA”) and others.

 

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Approximately 24% of the Company’s suppliers indicated that the Subject Minerals in some of the components and materials supplied to the Company may have originated from a Covered Country, but those suppliers could not determine whether such Subject Minerals were conflict-free.

After reviewing the results of the RCOI, the Company could not conclusively determine that it had no reason to believe that Subject Minerals necessary for the functionality or production of its products may have originated from a Covered Country during 2015. The Company conducted its RCOI in good faith, and the Company believes that such inquiry was reasonable to allow it to make the determination. Accordingly, the Company proceeded to exercise due diligence on the source and chain of custody of the Subject Minerals.

 

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2.3

The Company’s Due Diligence Process

Design of Due Diligence

The Company exercised due diligence on the source and chain of custody of the Subject Minerals. The Company has designed its due diligence process to be in conformity, in all material respects, with the Guidance.

 

2.3.1

Establish Strong Company Management Systems

Internal Team

The Company (1) developed cross-functional teams to set its conflict minerals strategy and ensure timely implementation and execution of the due diligence program and (2) tasked each of its reporting segments with implementing the Company’s conflicts mineral strategy and reporting results and progress to the cross-functional teams. The Company’s Supply Chain Group has primary responsibility for program execution at the Company level and dedicated conflict mineral compliance teams were put in place at each reporting segment. Guidance on the overall strategy and implementation is provided by the Legal Department, Accounting Department and Internal Audit Department. Senior management is briefed about the results of the due diligence program on a regular basis.

The Company has developed internal training processes to educate anyone within the Company that is a potential contact point for suppliers or other external parties regarding the Company’s conflict minerals compliance efforts. In addition, (1) each of the Company’s reporting segments has developed processes to update and review with its respective employees the latest developments with respect to conflict minerals and the conflict minerals reporting process and (2) all of the Company’s reporting segments have either independently, or in cooperation with a third-party service provider, developed tailored training programs to train the Company’s employees with respect to the potential impact of conflict minerals at the reporting segment level.

Ethics Hotline

The Company has long-standing grievance mechanisms, including an Ethics Hotline, whereby the Company’s employees can report violations of the Company’s Code of Conduct, policy or law, including its procedures related to conflict minerals and the conflict minerals reporting process.

Control Systems and Supplier Engagement

Due to its position in the supply chain, the Company does not have a direct relationship with Subject Minerals smelters and refiners. The Company engages with its suppliers and relies on information provided through the CMRT Form to gather information on the source and chain of custody of the Subject Minerals in its products.

In 2014, the Company updated its Supplier Guide to address, among other things, the Subject Minerals and the requirement of its suppliers to provide information on their use of these minerals. The Company also continues to update its supplier contracts by including a requirement that the supplier comply with the Supplier Guide whenever a new contract is entered into or an outstanding contract is renewed.

 

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In addition, the Company communicates its Conflict Minerals Policy to all direct suppliers annually, and provides assistance to suppliers in their efforts to comply with the Company’s Conflict Minerals Policy, including video training, recorded training and written instructions through a third party, as well as supplemental assistance through email and telephone contact as necessary. If the Company discovers that a direct supplier is not in compliance with the Company’s Conflict Minerals Policy, the Company may take certain actions to mitigate any potential risk, as described in Section 2.3.3, below.

Records Retention

The Company will retain documentation related to its conflict minerals compliance program according to the Company’s Document Retention Policy.

 

2.3.2

Identify and Assess Risk in the Supply Chain

The Company’s supply chain with respect to the Covered Products is complex. The Company has over 6,300 direct suppliers with respect to the Covered Products, and there are many third parties in the supply chain between the ultimate manufacture of the Covered Products and the original sources of the Subject Minerals. In this regard, the Company does not purchase Subject Minerals directly from mines, smelters or refiners. The Company must therefore rely on its suppliers to provide information regarding the origin of Subject Minerals that are included in the Covered Products.

Based on this information, and in an effort to conform its due diligence measures to the Guidance, the Company assesses the risk in its supply chain in several ways. For example, the Company considers the potential risk presented by the smelters or refiners in its supply chain, as reported by the Company’s direct suppliers. Smelters or refiners that source the Subject Minerals from a Covered Country and are not certified as conflict-free by third-party audit programs such as the CFSI’s Conflict-Free Smelter Program or the LBMA’s Responsible Gold Programme pose a significant risk. The Company rates the risk of such smelters or refiners based on various factors, including whether the smelter or refiner has been identified as a known smelter or refiner by third-party audit programs and the smelter’s geographic proximity to the Covered Countries.

The Company also assesses the risk in its supply chain by reviewing its direct suppliers’ responses to the CMRT Form, including whether such suppliers have established due diligence programs with respect to the Subject Minerals. The Company uses its direct suppliers’ responses to the CMRT Form to determine the extent to which it may be necessary for the Company to allocate additional due diligence resources.

Through a third party, the Company has also provided video and written training on compliance with the Rule, supply chain due diligence and the CMRT Form. This includes instructions on completing the CMRT Form, and one-on-one email and phone discussions with supplier personnel.

Overall, in designing and implementing the Company’s strategy to respond to the supply chain risks that it has identified, the Company analyzed various third-party approaches and consulted with other companies in our industry. The Company has concluded that tracing the Subject Minerals back to their mine of origin directly is an exceedingly complex task, given the breadth and depth of the Company’s supply chain. Instead, the Company has determined that seeking information about smelters and refiners in the Company’s supply chain represents the most reasonable effort the Company can make to determine the mines or origin of the Subject Minerals in its supply chain. To this end, the Company has adopted

 

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methods outlined by the CFSI’s joint industry programs and outreach initiatives, and the Company has required its suppliers to conform with the same standards and to report on their efforts using the CMRT Form. Through these methods, the Company has made a reasonable determination of the origin of the Subject Minerals in its supply chain.

 

2.3.3

Design and Implement a Strategy to Respond to Risks

In conjunction with the Company’s risk assessment process, the Company has developed a risk management plan for responding to risks identified in its supply chain. Through the Company’s due diligence process the Company attempts to determine the source and chain of custody of the necessary Subject Minerals the Company knows, or has reason to believe, originated in a Covered Country. The Company generally does not have a direct relationship with smelters and/or refiners. Most of the work toward this aspect of the Guidance is carried out indirectly through the Company’s suppliers or through the Company’s involvement with industry working groups/coalitions. Due to its position in the supply chain, the Company largely focuses on the accuracy and quality of the representations the Company’s direct suppliers make regarding the source and chain of custody of their Subject Minerals. The Company evaluates its direct suppliers’ responses to RCOI and due diligence inquiries based on the risk or likelihood that they are giving an incorrect response or that a non-response may indicate the supplier is purchasing from a known conflict source and does not wish to disclose this fact.

As part of the Company’s risk management plan, and to ensure its suppliers understood the Company’s expectations, the Company has provided video training, recorded training and documented instructions to its direct suppliers through a third party. The Company also provided additional direct assistance to suppliers that required further clarification on the Company’s expectations. The Company then provided each supplier with a copy of the CMRT Form to complete as part of the Company’s due diligence process. Furthermore, as described above, the Company reviewed responses with specific suppliers where the responses suggested inaccuracies, inconsistencies or otherwise warranted further inquiry.

Finally, in accordance with the Company’s Conflict Minerals Policy, the Company engages any of its suppliers that it has reason to believe may be supplying the Company with Subject Minerals from sources that may support conflict in any of the Covered Countries to request that such suppliers establish an alternate source of Subject Minerals that does not support armed conflict in the Covered Countries.

The Company has also established a global task force to respond to suppliers that may potentially expose the Company to unacceptable risks, due to unacceptable responses to the Company’s inquiries or a refusal to respond. If the global task force determines that a supplier is non-responsive, or is not satisfied with a supplier’s risk mitigation efforts, the global task force may ultimately recommend that the Company take steps to find replacement suppliers as soon as is practicable.

 

2.3.4

Third Party Audit of Supply Chain Due Diligence at Identified Points in the Supply Chain

The Company does not have a direct relationship with Subject Minerals smelters and refiners and does not perform or direct audits of these entities within the Company’s supply chain. The Company supports audits by engaging its partners who are closer to the source and, as a member of the Conflict-Free Sourcing Initiative, by promoting the smelter and refiner verification procedures and protocols of the Conflict-Free Smelter Program.

 

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2.3.5

Report on Supply Chain Due Diligence

This conflict minerals report is being filed with the SEC as an exhibit to the Company’s specialized disclosure report on Form SD and is available on our website at http://www.pentair.com/~/media/Files/PentairConflictsMineralReport.pdf.

Due Diligence Results

Based on the information obtained pursuant to the due diligence process, the Company believes that the smelters and refiners listed in Annex I to this Report may have been used to process the Subject Minerals in the Covered Products. The Company does not have sufficient information, with respect to the Covered Products, to conclusively determine the country of origin of the Subject Minerals in the Covered Products or to conclusively determine whether the Subject Minerals in the Covered Products are from recycled or scrap sources. However, based on the information provided by the Company’s suppliers, smelters and refiners, as well as from the CFSI and other sources, the Company believes the countries of origin of the Subject Minerals contained in the Covered Products include the countries listed in Annex II to this Report, as well as recycled and scrap sources.

After reviewing the information provided by its suppliers, the Company identified 320 valid smelters and refiners of the Subject Minerals in the Covered Products as being present in its supply chain for the calendar year 2015. Of those 320 valid smelters and refiners, 23 were identified as having sourced Subject Minerals from a Covered Country, all of which were verified as compliant with the CFSI’s Conflict-Free Smelter Program. Of the 297 remaining valid smelters and refiners, the Company identified 193 as compliant with the Conflict-Free Smelter Program and another 47 that were either active with the Conflict-Free Smelter Program (but not yet compliant) or were members of the Tungsten Industry Conflict Minerals Council. After following up with the relevant suppliers, to the best of its ability, the Company found that the remaining 57 valid smelters and refiners in its supply chain had not yet substantively engaged with the Conflict-Free Smelter Program or other industry groups, but the Company found no reasonable basis to conclude these smelters and refiners may have sourced Subject Minerals that directly or indirectly financed or benefited armed groups.

 

3.

Due Diligence Improvement Measures

During calendar year 2015, the Company took the following steps to improve the quality of its due diligence:

 

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Implemented updated and more robust software systems to support more robust data collection and due diligence.

 

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Continued our work with our suppliers to help them understand our expectations regarding the Subject Minerals in our supply chain and our suppliers’ due diligence of their own supply chains, including their ability to confirm the conflict-free status of identified smelters and refiners.

 

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Continued to emphasize to suppliers our expectation that they move toward sourcing exclusively from conflict-free smelters and refiners verified by the Conflict-Free Smelter Program.

 

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For suppliers unable to immediately source from conflict-free smelters and refiners verified by the Conflict-Free Smelter Program, requested that those suppliers develop, share and implement a mitigation plan to source exclusively from conflict-free smelters and refiners.

 

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Continued our engagement with industry groups, including the CFSI, that support the adoption and improvement of relevant programs, tools and standards.

During calendar year 2016, the Company plans to continue to refine the implementation of its 2015 initiatives to further improve the quality of its due diligence.

 

4.

Forward-Looking Statements

This Conflict Minerals Report contains forward-looking statements intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, included in this Conflict Minerals Report, including, without limitation, statements regarding our conflict mineral compliance plans, are forward-looking statements. These forward-looking statements generally are identified by the words “targets,” “plans,” “believes,” “expects,” “intends,” “will,” “likely,” “may,” “anticipates,” “estimates,” “projects,” “should,” “would,” “positioned,” “strategy,” “future” or phrases or terms of similar substance or the negative thereof or similar terminology generally intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond our control. Numerous important factors described in this Conflict Minerals Report, including, among others, our ability to implement new software systems, our suppliers’ willingness and ability to comply with our conflict minerals-related compliance requests, the degree to which we are able to determine our suppliers’ use of conflict-free smelters and refiners, the impact of industry-wide initiatives such as the Conflict-Free Smelter Program, smelters’ and refiners’ willingness and ability to comply with the Conflict-Free Smelter Program, our effectiveness in managing the conflict minerals RCOI and due diligence processes, and the costs of our compliance, could affect these statements and could cause actual results to differ materially from our expectations. All forward-looking statements speak only as of the date of this Conflict Minerals Report. We assume no obligation, and disclaim any duty, to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

 

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Annex I

List of Smelters and Refiners

 

Mineral		Smelter/Refiner		Location
Gold		Advanced Chemical Company		United States
Gold		Aida Chemical Industries Co., Ltd.		Japan
Gold		Aktyubinsk Copper Company TOO		Kazakhstan
Gold		Al Etihad Gold Refinery DMCC		United Arab Emirates
Gold		Allgemeine Gold-und Silberscheideanstalt A.G.		Germany
Gold		Almalyk Mining and Metallurgical Complex (AMMC)		Uzbekistan
Gold		AngloGold Ashanti Córrego do Sítio Mineração		Brazil
Gold		Argor-Heraeus SA		Switzerland
Gold		Asahi Pretec Corporation		Japan
Gold		Asahi Refining Canada Limited		Canada
Gold		Asahi Refining USA Inc.		United States
Gold		Asaka Riken Co., Ltd.		Japan
Gold		Atasay Kuyumculuk Sanayi Ve Ticaret A.S.		Turkey
Gold		Aurubis AG		Germany
Gold		Bangko Sentral ng Pilipinas (Central Bank of the Philippines)		Philippines
Gold		Bauer Walser AG		Germany
Gold		Boliden AB		Sweden
Gold		C. Hafner GmbH + Co. KG		Germany
Gold		Caridad		Mexico
Gold		CCR Refinery - Glencore Canada Corporation		Canada
Gold		Cendres + Métaux SA		Switzerland
Gold		Chimet S.p.A.		Italy
Gold		Chugai Mining		Japan
Gold		Daejin Indus Co., Ltd.		South Korea
Gold		Daye Non-Ferrous Metals Mining Ltd.		China
Gold		Do Sung Corporation		South Korea
Gold		DODUCO GmbH		Germany
Gold		Dowa		Japan
Gold		Eco-System Recycling Co., Ltd.		Japan
Gold		Elemetal Refining, LLC		United States
Gold		Emirates Gold DMCC		United Arab Emirates
Gold		Faggi Enrico S.p.A.		Italy

 

A-1

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Mineral		Smelter/Refiner		Location
Gold		Fidelity Printers and Refiners Ltd.		Zimbabwe
Gold		Gansu Seemine Material Hi-Tech Co., Ltd.		China
Gold		Geib Refining Corporation		United States
Gold		Great Wall Precious Metals Co., Ltd. of CBPM		China
Gold		Guangdong Jinding Gold Limited		China
Gold		Guoda Safina High-Tech Environmental Refinery Co., Ltd.		China
Gold		Hangzhou Fuchunjiang Smelting Co., Ltd.		China
Gold		Heimerle + Meule GmbH		Germany
Gold		Heraeus Ltd. Hong Kong		China
Gold		Heraeus Precious Metals GmbH & Co. KG		Germany
Gold		Hunan Chenzhou Mining Co., Ltd.		China
Gold		Hwasung CJ Co., Ltd.		South Korea
Gold		Inner Mongolia Qiankun Gold and Silver Refinery Share Company Limited		China
Gold		Ishifuku Metal Industry Co., Ltd.		Japan
Gold		Istanbul Gold Refinery		Turkey
Gold		Japan Mint		Japan
Gold		Jiangxi Copper Company Limited		China
Gold		JSC Ekaterinburg Non-Ferrous Metal Processing Plant		Russian Federation
Gold		JSC Uralelectromed		Russian Federation
Gold		JX Nippon Mining & Metals Co., Ltd.		Japan
Gold		Kaloti Precious Metals		United Arab Emirates
Gold		Kazakhmys Smelting LLC		Kazakhstan
Gold		Kazzinc		Kazakhstan
Gold		Kennecott Utah Copper LLC		United States
Gold		KGHM Polska Miedź Spółka Akcyjna		Poland
Gold		Kojima Chemicals Co., Ltd.		Japan
Gold		Korea Metal Co., Ltd.		South Korea
Gold		Korea Zinc Co. Ltd.		South Korea
Gold		Kyrgyzaltyn JSC		Kyrgyzstan
Gold		L’azurde Company For Jewelry		Saudi Arabia
Gold		Lingbao Gold Company Limited		China
Gold		Lingbao Jinyuan Tonghui Refinery Co., Ltd.		China
Gold		LS-NIKKO Copper Inc.		South Korea
Gold		Luoyang Zijin Yinhui Gold Refinery Co., Ltd.		China

 

A-2

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Mineral		Smelter/Refiner		Location
Gold		Materion		United States
Gold		Matsuda Sangyo Co., Ltd.		Japan
Gold		Metahub Industries Sdn. Bhd.		Malaysia
Gold		Metalor Technologies (Hong Kong) Ltd.		China
Gold		Metalor Technologies (Singapore) Pte., Ltd.		Singapore
Gold		Metalor Technologies (Suzhou) Ltd.		China
Gold		Metalor Technologies SA		Switzerland
Gold		Metalor USA Refining Corporation		United States
Gold		METALÚRGICA MET-MEX PEÑOLES, S.A. DE C.V		Mexico
Gold		Mitsubishi Materials Corporation		Japan
Gold		Mitsui Mining and Smelting Co., Ltd.		Japan
Gold		MMTC-PAMP India Pvt., Ltd.		India
Gold		Morris and Watson		New Zealand
Gold		Moscow Special Alloys Processing Plant		Russian Federation
Gold		Nadir Metal Rafineri San. Ve Tic. A.Ş.		Turkey
Gold		Navoi Mining and Metallurgical Combinat		Uzbekistan
Gold		Nihon Material Co., Ltd.		Japan
Gold		Ögussa Österreichische Gold- und Silber-Scheideanstalt GmbH		Austria
Gold		Ohura Precious Metal Industry Co., Ltd.		Japan
Gold		OJSC “The Gulidov Krasnoyarsk Non-Ferrous Metals Plant” (OJSC Krastsvetmet)		Russian Federation
Gold		OJSC Kolyma Refinery		Russian Federation
Gold		OJSC Novosibirsk Refinery		Russian Federation
Gold		PAMP SA		Switzerland
Gold		Penglai Penggang Gold Industry Co., Ltd.		China
Gold		Prioksky Plant of Non-Ferrous Metals		Russian Federation
Gold		PT Aneka Tambang (Persero) Tbk		Indonesia
Gold		PX Précinox SA		Switzerland
Gold		Rand Refinery (Pty) Ltd.		South Africa
Gold		Republic Metals Corporation		United States
Gold		Royal Canadian Mint		Canada
Gold		SAAMP		France
Gold		Sabin Metal Corp.		United States
Gold		Samduck Precious Metals		South Korea
Gold		SAMWON Metals Corp.		South Korea

 

A-3

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Mineral		Smelter/Refiner		Location
Gold		SAXONIA Edelmetalle GmbH		Germany
Gold		Schone Edelmetaal B.V.		Netherlands
Gold		SEMPSA Joyería Platería SA		Spain
Gold		Shandong Tiancheng Biological Gold Industrial Co., Ltd.		China
Gold		Shandong Zhaojin Gold & Silver Refinery Co., Ltd.		China
Gold		Sichuan Tianze Precious Metals Co., Ltd.		China
Gold		Singway Technology Co., Ltd.		Taiwan
Gold		So Accurate Group, Inc.		United States
Gold		SOE Shyolkovsky Factory of Secondary Precious Metals		Russian Federation
Gold		Solar Applied Materials Technology Corp.		Taiwan
Gold		Sudan Gold Refinery		Sudan
Gold		Sumitomo Metal Mining Co., Ltd.		Japan
Gold		T.C.A S.p.A		Italy
Gold		Tanaka Kikinzoku Kogyo K.K.		Japan
Gold		The Refinery of Shandong Gold Mining Co., Ltd.		China
Gold		Tokuriki Honten Co., Ltd.		Japan
Gold		Tongling Nonferrous Metals Group Co., Ltd.		China
Gold		Tony Goetz NV		Belgium
Gold		Torecom		South Korea
Gold		Umicore Brasil Ltda.		Brazil
Gold		Umicore Precious Metals Thailand		Thailand
Gold		Umicore SA Business Unit Precious Metals Refining		Belgium
Gold		United Precious Metal Refining, Inc.		United States
Gold		Valcambi SA		Switzerland
Gold		Western Australian Mint trading as The Perth Mint		Australia
Gold		WIELAND Edelmetalle GmbH		Germany
Gold		Yamamoto Precious Metal Co., Ltd.		Japan
Gold		Yokohama Metal Co., Ltd.		Japan
Gold		Yunnan Copper Industry Co., Ltd.		China
Gold		Zhongyuan Gold Smelter of Zhongjin Gold Corporation		China
Gold		Zijin Mining Group Co., Ltd. Gold Refinery		China
Tantalum		Avon Specialty Metals Ltd		United Kingdom
Tantalum		Changsha South Tantalum Niobium Co., Ltd.		China
Tantalum		Conghua Tantalum and Niobium Smeltry		China
Tantalum		D Block Metals, LLC		United States

 

A-4

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Mineral		Smelter/Refiner		Location
Tantalum		Duoluoshan		China
Tantalum		E.S.R. Electronics		United States
Tantalum		Exotech Inc.		United States
Tantalum		F&X Electro-Materials Ltd.		China
Tantalum		FIR Metals & Resource Ltd.		China
Tantalum		Global Advanced Metals Aizu		Japan
Tantalum		Global Advanced Metals Boyertown		United States
Tantalum		Guangdong Zhiyuan New Material Co., Ltd.		China
Tantalum		Guizhou Zhenhua Xinyun Technology Ltd., Kaili branch		China
Tantalum		H.C. Starck Co., Ltd.		Thailand
Tantalum		H.C. Starck GmbH Goslar		Germany
Tantalum		H.C. Starck GmbH Laufenburg		Germany
Tantalum		H.C. Starck Hermsdorf GmbH		Germany
Tantalum		H.C. Starck Inc.		United States
Tantalum		H.C. Starck Ltd.		Japan
Tantalum		H.C. Starck Smelting GmbH & Co.KG		Germany
Tantalum		Hengyang King Xing Lifeng New Materials Co., Ltd.		China
Tantalum		Hi-Temp Specialty Metals, Inc.		United States
Tantalum		Jiangxi Dinghai Tantalum & Niobium Co., Ltd.		China
Tantalum		Jiangxi Tuohong New Raw Material		China
Tantalum		JiuJiang JinXin Nonferrous Metals Co., Ltd.		China
Tantalum		Jiujiang Tanbre Co., Ltd.		China
Tantalum		Jiujiang Zhongao Tantalum & Niobium Co., Ltd.		China
Tantalum		KEMET Blue Metals		Mexico
Tantalum		KEMET Blue Powder		United States
Tantalum		King-Tan Tantalum Industry Ltd.		China
Tantalum		LSM Brasil S.A.		Brazil
Tantalum		Metallurgical Products India Pvt., Ltd.		India
Tantalum		Mineração Taboca S.A.		Brazil
Tantalum		Mitsui Mining & Smelting		Japan
Tantalum		Molycorp Silmet A.S.		Estonia
Tantalum		Ningxia Orient Tantalum Industry Co., Ltd.		China
Tantalum		Plansee SE Liezen		Austria
Tantalum		Plansee SE Reutte		Austria
Tantalum		QuantumClean		United States

 

A-5

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Mineral		Smelter/Refiner		Location
Tantalum		Resind Indústria e Comércio Ltda.		Brazil
Tantalum		RFH Tantalum Smeltry Co., Ltd.		China
Tantalum		Solikamsk Magnesium Works OAO		Russian Federation
Tantalum		Taki Chemicals		Japan
Tantalum		Telex Metals		United States
Tantalum		Tranzact, Inc.		United States
Tantalum		Ulba Metallurgical Plant JSC		Kazakhstan
Tantalum		XinXing HaoRong Electronic Material Co., Ltd.		China
Tantalum		Yichun Jin Yang Rare Metal Co., Ltd.		China
Tantalum		Zhuzhou Cemented Carbide		China
Tin		Alpha		United States
Tin		An Thai Minerals Company Limited		Vietnam
Tin		An Vinh Joint Stock Mineral Processing Company		Vietnam
Tin		Chenzhou Yun Xiang mining limited liability company		China
Tin		China Tin Group Co., Ltd.		China
Tin		CNMC (Guangxi) PGMA Co., Ltd.		China
Tin		Cooperativa Metalurgica de Rondônia Ltda.		Brazil
Tin		CV Ayi Jaya		Indonesia
Tin		CV Dua Sekawan		Indonesia
Tin		CV Gita Pesona		Indonesia
Tin		CV Serumpun Sebalai		Indonesia
Tin		CV Tiga Sekawan		Indonesia
Tin		CV United Smelting		Indonesia
Tin		CV Venus Inti Perkasa		Indonesia
Tin		Dowa		Japan
Tin		Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company		Vietnam
Tin		Elmet S.L.U. (Metallo Group)		Spain
Tin		EM Vinto		Bolivia
Tin		Estanho de Rondônia S.A.		Brazil
Tin		Feinhütte Halsbrücke GmbH		Germany
Tin		Fenix Metals		Poland
Tin		Gejiu Fengming Metalurgy Chemical Plant		China
Tin		Gejiu Kai Meng Industry and Trade LLC		China
Tin		Gejiu Non-Ferrous Metal Processing Co., Ltd.		China

 

A-6

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Mineral		Smelter/Refiner		Location
Tin		Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.		China
Tin		Gejiu Zili Mining And Metallurgy Co., Ltd.		China
Tin		Guanyang Guida Nonferrous Metal Smelting Plant		China
Tin		HuiChang Hill Tin Industry Co., Ltd.		China
Tin		Huichang Jinshunda Tin Co., Ltd.		China
Tin		Jiangxi Ketai Advanced Material Co., Ltd.		China
Tin		Linwu Xianggui Ore Smelting Co., Ltd.		China
Tin		Magnu’s Minerais Metais e Ligas Ltda.		Brazil
Tin		Malaysia Smelting Corporation (MSC)		Malaysia
Tin		Melt Metais e Ligas S/A		Brazil
Tin		Metahub Industries Sdn. Bhd.		Malaysia
Tin		Metallic Resources, Inc.		United States
Tin		Metallo-Chimique N.V.		Belgium
Tin		Mineração Taboca S.A.		Brazil
Tin		Minsur		Peru
Tin		Mitsubishi Materials Corporation		Japan
Tin		Nankang Nanshan Tin Manufactory Co., Ltd.		China
Tin		Nghe Tinh Non-Ferrous Metals Joint Stock Company		Vietnam
Tin		O.M. Manufacturing (Thailand) Co., Ltd.		Thailand
Tin		O.M. Manufacturing Philippines, Inc.		Philippines
Tin		Operaciones Metalurgical S.A.		Bolivia
Tin		Phoenix Metal Ltd.		Rwanda
Tin		PT Alam Lestari Kencana		Indonesia
Tin		PT Aries Kencana Sejahtera		Indonesia
Tin		PT Artha Cipta Langgeng		Indonesia
Tin		PT ATD Makmur Mandiri Jaya		Indonesia
Tin		PT Babel Inti Perkasa		Indonesia
Tin		PT Bangka Kudai Tin		Indonesia
Tin		PT Bangka Prima Tin		Indonesia
Tin		PT Bangka Timah Utama Sejahtera		Indonesia
Tin		PT Bangka Tin Industry		Indonesia
Tin		PT Belitung Industri Sejahtera		Indonesia
Tin		PT BilliTin Makmur Lestari		Indonesia
Tin		PT Bukit Timah		Indonesia
Tin		PT Cipta Persada Mulia		Indonesia

 

A-7

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Mineral		Smelter/Refiner		Location
Tin		PT DS Jaya Abadi		Indonesia
Tin		PT Eunindo Usaha Mandiri		Indonesia
Tin		PT Fang Di MulTindo		Indonesia
Tin		PT Inti Stania Prima		Indonesia
Tin		PT Justindo		Indonesia
Tin		PT Karimun Mining		Indonesia
Tin		PT Kijang Jaya Mandiri		Indonesia
Tin		PT Mitra Stania Prima		Indonesia
Tin		PT Panca Mega Persada		Indonesia
Tin		PT Pelat Timah Nusantara Tbk		Indonesia
Tin		PT Prima Timah Utama		Indonesia
Tin		PT Refined Bangka Tin		Indonesia
Tin		PT Sariwiguna Binasentosa		Indonesia
Tin		PT Seirama Tin Investment		Indonesia
Tin		PT Stanindo Inti Perkasa		Indonesia
Tin		PT Sukses Inti Makmur		Indonesia
Tin		PT Sumber Jaya Indah		Indonesia
Tin		PT Timah (Persero) Tbk Kundur		Indonesia
Tin		PT Timah (Persero) Tbk Mentok		Indonesia
Tin		PT Tinindo Inter Nusa		Indonesia
Tin		PT Tirus Putra Mandiri		Indonesia
Tin		PT Tommy Utama		Indonesia
Tin		PT Wahana Perkit Jaya		Indonesia
Tin		Resind Indústria e Comércio Ltda.		Brazil
Tin		Rui Da Hung		Taiwan
Tin		Soft Metais Ltda.		Brazil
Tin		Thaisarco		Thailand
Tin		Tuyen Quang Non-Ferrous Metals Joint Stock Company		Vietnam
Tin		VQB Mineral and Trading Group JSC		Vietnam
Tin		White Solder Metalurgia e Mineração Ltda.		Brazil
Tin		Yunnan Chengfeng Non-ferrous Metals Co., Ltd.		China
Tin		Yunnan Tin Group (Holding) Company Limited		China
Tungsten		A.L.M.T. TUNGSTEN Corp.		Japan
Tungsten		ACL Metais Eireli		Brazil
Tungsten		Asia Tungsten Products Vietnam Ltd.		Vietnam

 

A-8

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Mineral		Smelter/Refiner		Location
Tungsten		Chenzhou Diamond Tungsten Products Co., Ltd.		China
Tungsten		Chongyi Zhangyuan Tungsten Co., Ltd.		China
Tungsten		Dayu Jincheng Tungsten Industry Co., Ltd.		China
Tungsten		Dayu Weiliang Tungsten Co., Ltd.		China
Tungsten		Fujian Jinxin Tungsten Co., Ltd.		China
Tungsten		Ganxian Shirui New Material Co., Ltd.		China
Tungsten		Ganzhou Huaxing Tungsten Products Co., Ltd.		China
Tungsten		Ganzhou Jiangwu Ferrotungsten Co., Ltd.		China
Tungsten		Ganzhou Non-ferrous Metals Smelting Co., Ltd.		China
Tungsten		Ganzhou Seadragon W & Mo Co., Ltd.		China
Tungsten		Ganzhou Yatai Tungsten Co., Ltd.		China
Tungsten		Global Tungsten & Powders Corp.		United States
Tungsten		Guangdong Xianglu Tungsten Co., Ltd.		China
Tungsten		H.C. Starck GmbH		Germany
Tungsten		H.C. Starck Smelting GmbH & Co.KG		Germany
Tungsten		Hunan Chenzhou Mining Co., Ltd.		China
Tungsten		Hunan Chuangda Vanadium Tungsten Co., Ltd. Wuji		China
Tungsten		Hunan Chuangda Vanadium Tungsten Co., Ltd. Yanglin		China
Tungsten		Hunan Chunchang Nonferrous Metals Co., Ltd.		China
Tungsten		Hydrometallurg, JSC		Russian Federation
Tungsten		Japan New Metals Co., Ltd.		Japan
Tungsten		Jiangwu H.C. Starck Tungsten Products Co., Ltd.		China
Tungsten		Jiangxi Dayu Longxintai Tungsten Co., Ltd.		China
Tungsten		Jiangxi Gan Bei Tungsten Co., Ltd.		China
Tungsten		Jiangxi Minmetals Gao’an Non-ferrous Metals Co., Ltd.		China
Tungsten		Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd.		China
Tungsten		Jiangxi Xinsheng Tungsten Industry Co., Ltd.		China
Tungsten		Jiangxi Xiushui Xianggan Nonferrous Metals Co., Ltd.		China
Tungsten		Jiangxi Yaosheng Tungsten Co., Ltd.		China
Tungsten		Kennametal Fallon		United States
Tungsten		Kennametal Huntsville		United States
Tungsten		Malipo Haiyu Tungsten Co., Ltd.		China
Tungsten		Moliren Ltd		Russian Federation
Tungsten		Niagara Refining LLC		United States

 

A-9

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Mineral		Smelter/Refiner		Location
Tungsten		Nui Phao H.C. Starck Tungsten Chemicals Manufacturing LLC		Vietnam
Tungsten		Philippine Chuangin Industrial Co., Inc.		Philippines
Tungsten		Pobedit, JSC		Russian Federation
Tungsten		Sanher Tungsten Vietnam Co., Ltd.		Vietnam
Tungsten		Tejing (Vietnam) Tungsten Co., Ltd.		Vietnam
Tungsten		Vietnam Youngsun Tungsten Industry Co., Ltd.		Vietnam
Tungsten		Wolfram Bergbau und Hütten AG		Austria
Tungsten		Woltech Korea Co., Ltd.		South Korea
Tungsten		Xiamen Tungsten (H.C.) Co., Ltd.		China
Tungsten		Xiamen Tungsten Co., Ltd.		China
Tungsten		Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd.		China
Tungsten		Xinhai Rendan Shaoguan Tungsten Co., Ltd.		China

 

A-10

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Annex II

List of Countries of Origin for Subject Minerals

 

Angola		Laos
Argentina		Luxembourg
Australia		Madagascar
Austria		Malaysia
Belgium		Mongolia
Bolivia		Mozambique
Brazil		Myanmar
Burundi		Namibia
Cambodia		Netherlands
Canada		Nigeria
Central African Republic		Peru
Chile		Portugal
China		Republic of Congo
Colombia		Russia
Côte d’Ivoire		Rwanda
Czech Republic		Sierra Leone
Democratic Republic of the Congo		Singapore
Djibouti		Slovakia
Ecuador		South Africa
Egypt		South Korea
Estonia		South Sudan
Ethiopia		Spain
France		Suriname
Germany		Switzerland
Guyana		Taiwan
Hungary		Tanzania
India		Thailand
Indonesia		Uganda
Ireland		United Kingdom
Israel		United States
Japan		Vietnam
Kazakhstan		Zambia
Kenya		Zimbabwe

 

A-11

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