EX-1.01 2 tv495198_ex1-01.htm EXHIBIT 1.01

 

Exhibit 1.01 - Conflict Minerals Report (CMR)

 

Conflict Minerals Report of Eni SpA

 

Section 1: Introduction and Company Overview

 

This is the Conflict Minerals Report of Eni SpA (herein referred to as "Eni", the “Group”, the "Company", "we", "us", or "our") for calendar year 2017 in accordance with Rule 13p-1 under the Securities and Exchange Act of 1934 ("Rule 13p-1").

 

Our products and business segments or subsidiaries falling within the scope of Rule 13p-1 are described in Form SD.

 

Section 2: Due diligence framework

 

In accordance with Rule 13p-1, we carried out due diligence on the source and chain of custody of the conflict minerals necessary for the functionality or the manufacturing of our products (the “Necessary Conflict Minerals”), as described in Form SD. We acknowledge the due diligence framework as set forth in the internationally recognized Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas ("OECD Framework") of the Organization for Economic Cooperation and Development (OECD) and we are designing and implementing our due diligence measures accordingly.

 

Section 3: Due diligence approach

 

Eni’s due diligence efforts for 2017 included the following five steps:

 

Step 1: Establish company management systems

 

  · Conflict Minerals team

We have established a cross functional Conflict Minerals project team comprising executive level management with coordinators from the business units involved, to direct the overall efforts of the Conflict Minerals compliance program. The Company’s CFO (Chief Financial Officer) has sponsored this team and the compliance program has been approved by the Company’s executive management committees, which include the heads of Eni’s business units and central departments. Our only business segment involved in the program has also established a team responsible for conducting, supervising and coordinating all relevant activities at divisional level and reporting to the Group’s management team regarding the results of the activities performed. In addition, we have adopted internal, Group-level procedures and rules so as to raise awareness about our intention to establish a responsible supply chain and in order to establish Group guidelines on how to design and conduct due diligence on conflict minerals.

 

  · Conflict Minerals policy

We have established and periodically update a policy with respect to the sourcing of minerals from the Covered Countries. This Group policy is published on our external website at http://www.eni.com/en_IT/sustainability/integrity-human-rights/human-rights-in-the-supply-chain.page. In this policy we confirm our commitment to corporate sustainability and respecting and promoting human rights in our operations and the activities performed by our Business Partners. This policy is reviewed annually by our senior management team in charge of promoting the Conflict Minerals program.

 

  · Supplier engagement

Eni has in place guidelines, procedures and standard contractual terms & conditions that, among other things, require compliance with human rights framework as a prerequisite for qualification to do business with Eni and with the Eni Code of Ethics and Human Rights Guidelines as contractual obligations towards Eni. Our standard contractual terms and conditions regarding the supply of products that contain or may contain conflict minerals include binding and clear-cut requirements

 

 1 

 

 

regarding conflict minerals and responsible sourcing. Our suppliers are required to maintain procedures reasonably designed to ensure that any conflict minerals sold to Eni are sourced in accordance with the principle of a responsible supply chain, and are required to promptly notify us in case of any breaches of this requirement. No such notifications have been received so far. We have increased efforts to explain to our suppliers the importance to Eni of their collaboration and commitment to our compliance program. All of our high-risk suppliers were advised on how to fill the RCOI questionnaire, which were returned to us substantially completed. We are engaging with our high-risk suppliers to promote tracing of their supply chain for the purpose of identifying the country of origin of our necessary conflict minerals and the mines where they were sourced with the greatest level of specificity.

 

  · Grievance mechanism

Eni has in place a procedure for reporting any violation of our guidelines on the respect of human rights and/or other part of our compliance program via a whistle blowing mechanism whereby alleged violations can be reported to Eni via existing grievance channels for ethics or compliance violations via our external website at http://www.eni.com/portal-forms/tools/processSegnalazione.do?locale=en_IT.

 

Step 2 and Step 3: Identify, assess and respond to risks in the supply chain

To identify, assess and respond to risks in the supply chain, we undertook the following measures:

 

  · We conducted a supply chain survey, which involved all of our high-risk suppliers as described in Form SD. This survey was based on the Electronics Industry Citizenship Coalition/Global e-Sustainability Initiative Conflict Minerals Reporting Template.

 

  · The responses received from our suppliers about the country of origin of the Necessary Conflict Minerals provided to us were reviewed to assess their reliability.

 

  · Our segment team subjected survey responses to additional due diligence measures when we had reason to believe that suppliers may have provided Necessary Conflict Minerals that originated from the Covered Countries and that were not from recycled or scrap sources. All of the surveyed suppliers provided us with information about all or part of the smelters, that were used in the supply chain. We have no reasons to believe that the responses provided to us were inaccurate.

 

  · We requested suppliers who sent us incomplete or inconsistent responses to revise the questionnaire providing them the necessary assistance on how to complete the questionnaire.

 

  · Our executive management team in charge of the Conflict Minerals program was informed of the nature and overall risk of supplier responses received. Management reporting materials were prepared summarizing the results of the risk assessment process.

 

Step 4: Carry out independent third-party audit of smelter/refiner due diligence practices

 

We do not have any direct relationship with any smelter or refinery in our supply chain. Furthermore, we did not perform or direct audits of smelters and refiners in 2017. In our due diligence efforts we will consider utilizing cross-industry initiatives such as those led by the Electronics Industry Citizenship Coalition (EICC) and the Global e-Sustainability Initiative (GeSI) such as the Conflict Free Smelter Initiative (CFSI) to conduct smelter and refiner due diligence. In the future, we will also explore other options.

 

Step 5: Report annually on supply chain due diligence

 

In accordance with OECD Guidance and Form SD requirements, this report and the associated Form SD are available online at http://www.eni.com/en_IT/sustainability/integrity-human-rights/human-rights-in-the-supply-chain.page.

 

 2 

 

 

Section 4: Due diligence results

 

As a downstream consumer of conflict minerals, we rely on our suppliers’ statements and representations to us to gather information about smelters and refiners that processed the Necessary Conflict Minerals contained in the specific products or components that the suppliers provided to Eni.

The results of our 2017 due diligence are described below.

In the Refining & Marketing business, we surveyed all of our suppliers of Necessary Conflict Minerals and we obtained responses from each of them. All of our suppliers informed us that they have adopted company-level policies for the responsible sourcing of Conflict Minerals. The responses received from suppliers were at the company level and were not specific to conflict minerals supplied to us.

Our due diligence covered four suppliers of Necessary Conflict Minerals (suppliers A, B, C, D).

 

·Supplier A informed us that they are currently utilizing only one conflict mineral that is necessary to the production of the components supplied to Eni (i.e. a tungsten-based catalyst). They represented to us that they are currently procuring this conflict mineral at a smelter that is certified with the CFSI program;
·Supplier B informed us that they have intentionally added or used tin and tungsten in the production of the catalysts that they have supplied to Eni. They represented to us that 50% or less of their suppliers of conflict minerals have provided responses to inquiries about the supply chain of those conflict minerals. Based on the surveys conducted along the supply chain, supplier B has identified a number of smelters where the Necessary Conflict Minerals which may have been supplied to Eni have been processed and sourced; all but few of those identified smelters are in compliance with the CFSI program. Finally, supplier B represented that three of the identified smelters are known to source the conflict minerals from the Covered Countries as defined by the Rule; all these smelters are conformant to CFSI assessment protocol for conflict-free sourcing;
·Supplier C informed us that to their knowledge none of the conflict minerals (only tungsten) contained in the products supplied to Eni originated in the Covered Countries. However, they stated that their knowledge was based solely upon the responses to inquiries they made to their suppliers. All inquired suppliers reported to supplier C the smelters where their materials were produced that are all listed in the CFSI approved facilities list;
·Supplier D informed us that they completed the identification of all the smelters in their supply chain and that based on the representations received by their suppliers, none of the conflict minerals (tin and tungsten) contained in the products supplied to Eni originated in the Covered Countries. The smelters in the supply chain of supplier D are all listed in the CFSI approved facilities list.

 

Conclusion

Base on the due diligence results of our supply chain of conflict minerals, at this stage, we can conclude that all of our suppliers of conflict minerals in the Refining & Marketing business are fully engaged in the tracing of their respective supply chains and that based on their responses to our inquiries we are able to identify a large part of the specific smelters or refineries that were part of the supply chain of the Necessary Conflict Minerals that we used to manufacture our refined products in 2017. However, we were not provided with a conclusive determination about the countries of origin of all of our Necessary Conflict Minerals, or whether they all originated from recycled or scrap sources.

 

See Annex I for a list of smelters or refiners where the Necessary Conflict Minerals supplied to us in 2017 were sourced, as identified by our suppliers.

 

Section 5: Continuous improvement efforts to mitigate risk

 

We intend to take the following steps to improve the number and quality of supplier responses in the future and to mitigate any risk that the Necessary Conflict Minerals used in our products may benefit armed groups:

  · strengthen engagement with our high-risk suppliers in order to obtain conclusive information about the countries of origin of our Necessary Conflict Minerals. We made progress in engaging with these suppliers in 2017 and we intend to increase our collaboration with them going forward by continuously sharing information and by tracing the supply chain;

 

  · work with suppliers who provided responses containing red flags, including non-responsive suppliers, by helping

 

 3 

 

 

    them understand the importance of this initiative to Eni and by encouraging their participation also by providing them explanatory materials. We will also evaluate disengaging consistently reticent and non-collaborative suppliers;

 

  · continue to train our suppliers of conflict minerals providing them written explanations, reports, instructions and engaging in training sessions that cover the legal background for this matter and the importance of ethical sourcing to us;
     
  · continue to raise awareness both internally and with our high-risk suppliers about Eni’s commitment to fully trace the entire supply chain back to the countries of origin of our Necessary Conflict Minerals;

 

  · continue to support responsible in-region mineral sourcing from the Covered Countries in order to not negatively affect the economies of such countries. We will seek not to eliminate conflict minerals originating in the Covered Countries but rather to obtain conflict minerals from sources that do not benefit armed groups in the region;

 

  · evaluate collaboration with other operators and industry working groups in order to share information, processes and methodologies for tracing the supply chain;

 

  · evaluate participation in other joint initiatives based on the literature produced by the Electronics Industry Citizenship Coalition (EICC) and the Global e-Sustainability Initiative (GeSI), which supports the responsible sourcing of minerals through the development of a Conflict-Free Smelter (CFS) program;

 

  · consider performing a due diligence of any given smelter should our supply chain findings lead to a non-certified smelter or refiner; and

 

  · reiterate assessment process of our product portfolio and suppliers to obtain a complete map of Eni’s areas of risks.

  

Section 6: Independent audit

 

In accordance with the guidance set forth in the Updated Statement on the Effect of the Court of Appeals Decision on the Conflict Minerals Rule issued by the Division of Corporation Finance of the Securities and Exchange Commission on April 7, 2017, Eni has not obtained an independent private sector audit of its due diligence process.

 

Safe harbor statement

Certain disclosures contained herein contain forward-looking statements regarding future events and the future results of Eni that are based on current expectations, plans, forecasts, and projections about Eni’s future due diligence steps and procedures. Words such as "expects", "anticipates", "targets", "goals", "projects", "intends", "plans", "believes", "seeks", "estimates", "evaluates" variations of such words, and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are only predictions and are subject to risks, uncertainties, and assumptions that are difficult to predict because they relate to events and depend on circumstances that will occur in the future.

Therefore, Eni’s actual results may differ materially and adversely from those expressed or implied in any forward-looking statements. Any forward-looking statements made by or on behalf of Eni speak only as of the date they are made. Eni does not undertake to update forward-looking statements to reflect any changes in Eni’s expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based. The reader should, however, consult any further disclosures Eni may make in documents it files with the US SEC.

 

 4 

 

 

Annex 1

 

Subject
Mineral
  Smelter or Refiner Name   Country location of Smelter or Refiner   Comment
Tin   Alpha   UNITED STATES OF AMERICA   CFSI Certified
Tin   An Vinh Joint Stock Mineral Processing Company   VIET NAM    
Tin   Chenzhou Yunxiang Mining and Metallurgy Co., Ltd.   CHINA   CFSI Certified
Tin   China Tin Group Co., Ltd.   CHINA   CFSI Certified
Tin   CNMC (Guangxi) PGMA Co., Ltd.   CHINA    
Tin   CV Ayi Jaya   INDONESIA   CFSI Certified
Tin   CV Dua Sekawan   INDONESIA   CFSI Certified
Tin   CV Gita Pesona   INDONESIA   CFSI Certified
Tin   CV Serumpun Sebalai   INDONESIA   CFSI Certified
Tin   CV Tiga Sekawan   INDONESIA   CFSI Certified
Tin   CV United Smelting   INDONESIA   CFSI Certified
Tin   CV Venus Inti Perkasa   INDONESIA   CFSI Certified
Tin   Dowa   JAPAN   CFSI Certified
Tin   Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company   VIET NAM    
Tin   Metallo Spain S.L.U.   SPAIN   CFSI Certified
Tin   EM Vinto   BOLIVIA (PLURINATIONAL STATE OF)   CFSI Certified
Tin   Estanho de Rondonia S.A.   BRAZIL    
Tin   Fenix Metals   POLAND   CFSI Certified
Tin   Gejiu Fengming Metallurgy Chemical Plant   CHINA   CFSI Certified
Tin   Gejiu Jinye Mineral Company   CHINA   CFSI Certified
Tin   Gejiu Kai Meng Industry and Trade LLC   CHINA   CFSI Certified
Tin   Gejiu Non-Ferrous Metal Processing Co., Ltd.   CHINA   CFSI Certified
Tin   Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.   CHINA   CFSI Certified
Tin   Gejiu Zili Mining And Metallurgy Co., Ltd.   CHINA    
Tin   Guangdong Hanhe Non-Ferrous Metal Co., Ltd.   CHINA   CFSI Certified
Tin   Guanyang Guida Nonferrous Metal Smelting Plant   CHINA   CFSI Certified
Tin   HuiChang Hill Tin Industry Co., Ltd.   CHINA   CFSI Certified
Tin   Huichang Jinshunda Tin Co., Ltd.   CHINA   CFSI Certified
Tin   Jiangxi Ketai Advanced Material Co., Ltd.   CHINA   CFSI Certified
Tin   Magnu's Minerais Metais e Ligas Ltda.   BRAZIL   CFSI Certified
Tin   Malaysia Smelting Corporation (MSC)   MALAYSIA   CFSI Certified
Tin   Melt Metais e Ligas S.A.   BRAZIL   CFSI Certified
Tin   Metallic Resources, Inc.   UNITED STATES OF AMERICA   CFSI Certified
Tin   Metallo Belgium N.V.   BELGIUM   CFSI Certified
Tin   Mineracao Taboca S.A.   BRAZIL   CFSI Certified
Tin   Minsur   PERU   CFSI Certified
Tin   Mitsubishi Materials Corporation   JAPAN   CFSI Certified
Tin   Modeltech Sdn Bhd   MALAYSIA    
Tin   Nankang Nanshan Tin Manufactory Co., Ltd.   CHINA   CFSI Certified
Tin   Nghe Tinh Non-Ferrous Metals Joint Stock Company   VIET NAM    
Tin   O.M. Manufacturing (Thailand) Co., Ltd.   THAILAND   CFSI Certified
Tin   O.M. Manufacturing Philippines, Inc.   PHILIPPINES   CFSI Certified
Tin   Operaciones Metalurgical S.A.   BOLIVIA (PLURINATIONAL STATE OF)   CFSI Certified
Tin   PT Aries Kencana Sejahtera   INDONESIA   CFSI Certified
Tin   PT Artha Cipta Langgeng   INDONESIA   CFSI Certified
Tin   PT ATD Makmur Mandiri Jaya   INDONESIA   CFSI Certified
Tin   PT Babel Inti Perkasa   INDONESIA   CFSI Certified
Tin   PT Bangka Prima Tin   INDONESIA   CFSI Certified
Tin   PT Bangka Tin Industry   INDONESIA   CFSI Certified
Tin   PT Belitung Industri Sejahtera   INDONESIA   CFSI Certified
Tin   PT Bukit Timah   INDONESIA   CFSI Certified
Tin   PT DS Jaya Abadi   INDONESIA   CFSI Certified
Tin   PT Eunindo Usaha Mandiri   INDONESIA   CFSI Certified
Tin   PT Inti Stania Prima   INDONESIA   CFSI Certified
Tin   PT Karimun Mining   INDONESIA   CFSI Certified
Tin   PT Kijang Jaya Mandiri   INDONESIA   CFSI Certified
Tin   PT Lautan Harmonis Sejahtera   INDONESIA   CFSI Certified
Tin   PT Menara Cipta Mulia   INDONESIA   CFSI Certified
Tin   PT Mitra Stania Prima   INDONESIA   CFSI Certified
Tin   PT O.M. Indonesia   INDONESIA    
Tin   PT Panca Mega Persada   INDONESIA   CFSI Certified
Tin   PT Prima Timah Utama   INDONESIA   CFSI Certified
Tin   PT Refined Bangka Tin   INDONESIA   CFSI Certified
Tin   PT Sariwiguna Binasentosa   INDONESIA   CFSI Certified
Tin   PT Stanindo Inti Perkasa   INDONESIA   CFSI Certified
Tin   PT Sukses Inti Makmur   INDONESIA   CFSI Certified
Tin   PT Sumber Jaya Indah   INDONESIA   CFSI Certified
Tin   PT Timah (Persero) Tbk Kundur   INDONESIA   CFSI Certified
Tin   PT Timah (Persero) Tbk Mentok   INDONESIA   CFSI Certified
Tin   PT Tinindo Inter Nusa   INDONESIA   CFSI Certified
Tin   PT Tommy Utama   INDONESIA   CFSI Certified
Tin   Resind Industria e Comercio Ltda.   BRAZIL   CFSI Certified
Tin   Rui Da Hung   TAIWAN, PROVINCE OF CHINA   CFSI Certified
Tin   Soft Metais Ltda.   BRAZIL   CFSI Certified
Tin   Super Ligas   BRAZIL    
Tin   Thaisarco   THAILAND   CFSI Certified
Tin   Tuyen Quang Non-Ferrous Metals Joint Stock Company   VIET NAM    
Tin   White Solder Metalurgia e Mineracao Ltda.   BRAZIL   CFSI Certified
Tin   Yunnan Chengfeng Non-ferrous Metals Co., Ltd.   CHINA   CFSI Certified
Tin   Yunnan Tin Company Limited   CHINA   CFSI Certified

 

 5 

 

 

Subject
Mineral
  Smelter or Refiner Name   Country location of Smelter or Refiner   Comment
Tungsten   A.L.M.T. TUNGSTEN Corp.   JAPAN   CFSI Certified
Tungsten   ACL Metais Eireli   BRAZIL   CFSI Certified
Tungsten   Asia Tungsten Products Vietnam Ltd.   VIET NAM   CFSI Certified
Tungsten   Chenzhou Diamond Tungsten Products Co., Ltd.   CHINA   CFSI Certified
Tungsten   Chongyi Zhangyuan Tungsten Co., Ltd.   CHINA   CFSI Certified
Tungsten   Fujian Jinxin Tungsten Co., Ltd.   CHINA   CFSI Certified
Tungsten   Ganzhou Haichuang Tungsten Co., Ltd.   CHINA    
Tungsten   Ganzhou Huaxing Tungsten Products Co., Ltd.   CHINA   CFSI Certified
Tungsten   Ganzhou Jiangwu Ferrotungsten Co., Ltd.   CHINA   CFSI Certified
Tungsten   Ganzhou Seadragon W & Mo Co., Ltd.   CHINA   CFSI Certified
Tungsten   Ganzhou Yatai Tungsten Co., Ltd.   CHINA    
Tungsten   Global Tungsten & Powders Corp.   UNITED STATES OF AMERICA   CFSI Certified
Tungsten   Guangdong Xianglu Tungsten Co., Ltd.   CHINA   CFSI Certified
Tungsten   H.C. Starck Tungsten GmbH   GERMANY   CFSI Certified
Tungsten   H.C. Starck Smelting GmbH & Co. KG   GERMANY   CFSI Certified
Tungsten   Hunan Chenzhou Mining Co., Ltd.   CHINA   CFSI Certified
Tungsten   Hunan Chuangda Vanadium Tungsten Co., Ltd. Wuji   CHINA   CFSI Certified
Tungsten   Hunan Chunchang Nonferrous Metals Co., Ltd.   CHINA   CFSI Certified
Tungsten   Hunan Litian Tungsten Industry Co., Ltd.   CHINA    
Tungsten   Hydrometallurg, JSC   RUSSIAN FEDERATION   CFSI Certified
Tungsten   Japan New Metals Co., Ltd.   JAPAN   CFSI Certified
Tungsten   Jiangwu H.C. Starck Tungsten Products Co., Ltd.   CHINA   CFSI Certified
Tungsten   Jiangxi Dayu Longxintai Tungsten Co., Ltd.   CHINA    
Tungsten   Jiangxi Gan Bei Tungsten Co., Ltd.   CHINA   CFSI Certified
Tungsten   Jiangxi Minmetals Gao'an Non-ferrous Metals Co., Ltd.   CHINA    
Tungsten   Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd.   CHINA   CFSI Certified
Tungsten   Jiangxi Xinsheng Tungsten Industry Co., Ltd.   CHINA   CFSI Certified
Tungsten   Jiangxi Xiushui Xianggan Nonferrous Metals Co., Ltd.   CHINA    
Tungsten   Jiangxi Yaosheng Tungsten Co., Ltd.   CHINA   CFSI Certified
Tungsten   Kennametal Fallon   UNITED STATES OF AMERICA   CFSI Certified
Tungsten   Kennametal Huntsville   UNITED STATES OF AMERICA   CFSI Certified
Tungsten   Malipo Haiyu Tungsten Co., Ltd.   CHINA   CFSI Certified
Tungsten   Moliren Ltd.   RUSSIAN FEDERATION   CFSI Certified
Tungsten   Niagara Refining LLC   UNITED STATES OF AMERICA   CFSI Certified
Tungsten   Nui Phao H.C. Starck Tungsten Chemicals Manufacturing LLC   VIET NAM   CFSI Certified
Tungsten   Philippine Chuangxin Industrial Co., Inc.   PHILIPPINES   CFSI Certified
Tungsten   South-East Nonferrous Metal Company Limited of Hengyang City   CHINA   CFSI Certified
Tungsten   Tejing (Vietnam) Tungsten Co., Ltd.   VIET NAM   CFSI Certified
Tungsten   Unecha Refractory metals plant   RUSSIAN FEDERATION   CFSI Certified
Tungsten   Vietnam Youngsun Tungsten Industry Co., Ltd.   VIET NAM   CFSI Certified
Tungsten   Wolfram Bergbau und Hutten AG   AUSTRIA   CFSI Certified
Tungsten   Woltech Korea Co., Ltd.   KOREA, REPUBLIC OF   CFSI Certified
Tungsten   Xiamen Tungsten (H.C.) Co., Ltd.   CHINA   CFSI Certified
Tungsten   Xiamen Tungsten Co., Ltd.   CHINA   CFSI Certified
Tungsten   Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd.   CHINA   CFSI Certified
Tungsten   Xinhai Rendan Shaoguan Tungsten Co., Ltd.   CHINA   CFSI Certified

 

 6