Delaware | 001-36514 | 77-0629474 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification No.) |
3000 Clearview Way, San Mateo, California | 94402 |
(Address of Principal Executive Offices) | (Zip Code) |
x | Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period January 1 to December 31, 2017 |
GoPro, Inc. | ||
Dated: May 24, 2018 | By: | /s/ Eve T. Saltman |
Name: | Eve T. Saltman | |
Title: | Vice President, Corporate/Business Development, General Counsel and Secretary |
I. | Product Overview |
II. | Supply Chain Overview |
III. | Conflict Minerals Analysis and Reasonable Country of Origin Inquiry |
• | our products contain conflict minerals that are necessary to the production or functionality of such products; and |
• | we are unable to determine whether the conflict minerals present in our products originate in the Covered Countries. |
IV. | Design of Due Diligence Measures |
V. | Due Diligence Measures Performed by GoPro |
• | GoPro maintains a Conflict Minerals Policy as part of its Supply Chain Code of Conduct (the “Conflict Minerals Policy”) that sets forth (i) its commitment to complying with the Final Rules and (ii) its expectations of its suppliers regarding supporting GoPro’s compliance activities. The Conflict Minerals Policy was published on our website at https://gopro.com under “Supply Chain” in April 2017. |
• | The implementation of GoPro’s RCOI, the conducting of due diligence on the source and chain of custody of GoPro’s necessary conflict minerals, and the drafting of the SEC filings required by the Final Rules are managed by GoPro’s Manufacturing and Supply Chain Operations department. GoPro’s Board of Directors (the “Board”) has delegated oversight responsibility with respect to GoPro’s compliance programs to the Audit Committee of the Board (the “Audit Committee”). To the extent that red flags or other issues are identified in the supplier data acquisition or engagement processes, these issues and red flags will be addressed first by the responsible individuals within the Manufacturing and Supply Chain Operations department, and will then subsequently be reported to and reviewed by the Audit Committee to the extent deemed appropriate by such responsible individuals. |
• | The Manufacturing and Supply Chain Operations department staff responsible for conflict minerals compliance (i) have received training regarding conflict minerals compliance and (ii) are required to be familiar with GoPro’s Conflict Minerals Policy and with GoPro’s conflict minerals-related processes and procedures. |
• | Records of material conflict minerals-related documentation have been flagged by GoPro to be maintained electronically for a period of five (5) years from the date of creation. |
• | GoPro’s existing manufacturing suppliers have been provided with a copy of the Conflict Minerals Policy, and new manufacturing suppliers will be provided with a copy of the Conflict Minerals Policy as part of GoPro’s standard supplier onboarding process. In addition, GoPro’s form approved vendor agreement contains a provision requiring such vendors to comply with the Conflict Minerals Policy (the “Conflict Minerals Contractual Provision”). The Conflict Minerals Contractual Provision will be (i) incorporated into new approved vendor agreements and (ii) incorporated into existing approved vendor agreements when such agreements are negotiated for renewal. |
• | GoPro requires manufacturing suppliers who report that they only source from smelters and refiners that are conformant with the assessment protocols of the Responsible Minerals Initiative’s (“RMI”) Responsible Minerals Assurance Process (“RMAP”) or certified/accredited by another independent third-party audit program to provide a certification to GoPro to such effect. |
• | Interested parties can report improper activities in violation of the Conflict Minerals Policy or the Final Rules via email at conflictminerals@gopro.com. This email address was established and |
• | As part of the implementation of our RCOI, we request that our suppliers complete in full the RMI Conflict Minerals Reporting Template (the “CMRT”). The CMRT is designed to provide GoPro with sufficient information regarding its suppliers’ practices with respect to the sourcing of conflict minerals to enable it to comply with its requirements under the Final Rules. |
• | GoPro’s Manufacturing and Supply Chain Operations department manages the collection of information reported on the CMRT by its suppliers. |
• | GoPro utilizes a series of escalating responses to address the failure of a supplier to provide the information required by the CMRT. |
• | In addition, at the end of the reporting year, we communicate with each of our suppliers to confirm the accuracy of the information provided in the CMRT. |
• | If, on the basis of red flags that are identified as a result of the implementation of GoPro’s RCOI and the conducting of due diligence on the source and chain of custody of GoPro’s necessary conflict minerals, GoPro determines that there is a reasonable risk that a supplier is sourcing conflict minerals that are directly or indirectly financing or benefiting armed groups, GoPro will enforce the Conflict Minerals Policy and the Conflict Minerals Contractual Provision binding such supplier (if any) by means of a series of escalations. |
• | Such escalations may range from prompt engagement with the supplier to resolve the sourcing issue, to requiring such supplier to implement a risk management plan (which plan may involve, as appropriate, remedial action up to and including disengagement from upstream suppliers), to disengagement by GoPro from the applicable supplier. |
VI. | Smelters and Refiners Identified |
VII. | Steps to Mitigate Risk |
• | Continue to engage with suppliers to obtain complete CMRTs; |
• | Actively review and discuss with each supplier our policy regarding the sourcing of tin, tantalum, tungsten and gold; |
• | Support the development of supplier capabilities to perform conflict minerals-related due diligence by the implementation of risk mitigation measures, as appropriate; and |
• | Provide ongoing training regarding emerging best practices and other relevant topics to Manufacturing and Supply Chain Operations department staff responsible for conflict minerals compliance. |
Metal | Smelter or Refiner Location |
Gold | Andorra |
Gold | Australia |
Gold | Belgium |
Gold | China |
Gold | Germany |
Gold | India |
Gold | Japan |
Gold | Kazakhstan |
Gold | Korea, Republic of |
Gold | Lithuania |
Gold | Malaysia |
Gold | Mexico |
Gold | Netherlands |
Gold | New Zealand |
Gold | Poland |
Gold | Russian Federation |
Gold | Saudi Arabia |
Gold | Sudan |
Gold | Turkey |
Gold | Uganda |
Gold | United Arab Emirates |
Gold | United States |
Gold | Uzbekistan |
Gold | Zambia |
Gold | Zimbabwe |
Tin | Brazil |
Tin | China |
Tin | Indonesia |
Tin | Malaysia |
Tin | Myanmar |
Tin | Vietnam |
Tungsten | China |