EX-1.01 2 d164232dex101.htm EX-1.01 EX-1.01

Exhibit 1.01

TSMC CONFLICT MINERALS REPORT

I. Preliminaries

Taiwan Semiconductor Manufacturing Company Limited (the “Company,” “TSMC,” “we,” “us” or “our”) is filing this Form SD pursuant to Rule 13p-1 under the Securities Exchange Act of 1934 for the reporting period January 1, 2020 to December 31, 2020 (the “Reporting Period”).

Rule 13p-1, through Form SD, requires the disclosure of certain information if a company manufactures or contracts to manufacture products for which certain “conflict minerals” (“Covered Minerals” as defined below) are necessary to the functionality or production of such products. Form SD defines “conflict minerals” as: (i)(a) columbite-tantalite (or coltan, the metal ore from which tantalum is extracted); (b) cassiterite (the metal ore from which tin is extracted); (c) gold; and (d) wolframite (the metal ore from which tungsten is extracted), or their derivatives, or (ii) any other mineral or its derivatives determined by the U.S. Secretary of State to be financing conflict in the Democratic Republic of the Congo or an adjoining country (collectively, the “Covered Countries”).

TSMC’s operations, including the operations of its consolidated subsidiaries, may at times manufacture, or contract to manufacture, products for which conflict minerals are necessary to the functionality or production of those products (collectively, the “Products”). For example, the Covered Minerals, particularly tantalum, tin and tungsten, are frequently used in our various product lines to varying degrees.

This Conflict Minerals Report describes: (i) the good faith reasonable country of origin inquiry (“RCOI”) regarding the conflict minerals included in the Products during the Reporting Period to determine whether any of such Covered Minerals originated in the Covered Countries and/or whether any of the Covered Minerals may be from recycled or scrap sources; (ii) the measures and framework used by us to exercise due diligence on the source and chain of custody of our Covered Minerals; and (iii) the determination as to the facilities used to process the Covered Minerals as well as their countries of origin. There is a significant overlap between our RCOI efforts and our due diligence measures performed as detailed herein.

II. Reasonable Country of Origin Inquiry

Form SD requires that an issuer’s reasonable country of origin inquiry (“RCOI”) must be conducted in good faith and reasonably designed to determine whether the issuer’s Covered Minerals originated in the Covered Countries, or came from recycled or scrap sources.

 

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Conflict-Free Policies

As a general matter, TSMC has designed and implemented three procedural cornerstones in support of compliance with conflict-free sourcing: (a) TSMC’s Ethics and Business Conduct Policy; (b) TSMC’s Corporate Social Responsibility Policy and Program (including TSMC’s Policy Statement on Responsible Sourcing of Minerals), which is publicly available online at http://www.tsmc.com/csr/en/resources/documents.html); and (c) TSMC’s Green Procurement for Substance Control and Conflict Minerals C.I. (“Green Procurement Policy”). Our Ethics and Business Conduct Policy contains general ethical principles and guidelines that, among other matters, require us to follow all applicable laws, including those related to the sourcing of conflict minerals. As part of the duties of an ethical corporate citizen, our Corporate Social Responsibility Program describes the requirements we place upon our suppliers, such as requiring them to comply with applicable labor laws and also to source materials from conflict-free smelters or refiners. Our Green Procurement Policy requires us, as well as all of our relevant suppliers and contractors, to watch out for any “red flags” regarding the source of conflict minerals in our supply chain. Please see Exhibit III attached hereto for a description of such warning flags. Also, in addition to imposing requirements relating to hazardous substances materials sourcing, our Green Procurement Policy requires that any of our potential suppliers or contractors adhere to our Policy Statement on Responsible Sourcing of Minerals. These documents serve as the basis for our strong internal corporate management system with respect to conflict-free sourcing. Secondly, TSMC adheres to the humanitarian and ethical principles 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, including the related supplements on gold, tin, tantalum and tungsten (the “OECD Guidance”) to supplement its policies and procedures on conflict-free sourcing. We have adopted its due diligence framework and have designed our due diligence measures consistently with the OECD Guidance. Finally, as a full member of the Responsible Business Alliance (“RBA”, formerly the Electronic Industry Citizenship Coalition (“EICC”)), TSMC has adopted the RBA Code of Conduct which describes the RBA’s general principle on the responsible sourcing of minerals. We have incorporated these principles into our Supplier Code of Conduct to which our suppliers must agree to adhere. Even though no current law compels us to adopt the RBA Code of Conduct, we have nevertheless incorporated RBA Code of Conduct principles on conflict minerals sourcing as an additional safeguard in our conflict minerals regulatory compliance system.

Participation in Trade Association Conflict-Free Initiatives

In September 2015, TSMC was accepted by the RBA to become a full member. As an active participating member of the RBA, TSMC can lend its influence and resources to support and help sponsor industry-wide conflict-free initiatives like the Global e-Sustainability Initiative (“GeSI”) and the Responsible Minerals Initiative (“RMI”, formerly the Conflict-Free Sourcing Initiative)’s Responsible Minerals Assurance Process (“RMAP”, formerly the Conflict-Free Smelter Program).

Since 2011, TSMC’s Green Procurement Policy has required our suppliers and contractors to complete and regularly update the RMI Conflict Minerals Reporting Template (the “Dashboard”) developed by the EICC-GeSI as an industry standard method to collect sourcing information related to conflict minerals. In addition, the RMAP uses an independent third-party audit to certify the conflict-free status of participating smelters and refiners. Our Green Procurement Policy requires our suppliers and contractors to source from smelters or refineries validated under the RMAP. TSMC became a member of RMI in August 2016, and has been regularly attending RMI’s activities via conference calls to obtain updated information to facilitate the execution of our conflict minerals compliance program.

 

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TSMC is an influential member of the Taiwan Semiconductor Industry Association, which in turn is a member of the World Semiconductor Council (“WSC”) that promotes cooperative semiconductor industry activities to facilitate the healthy growth of the industry from a long-term, global perspective. The WSC unanimously adopted at its 17th high-level meeting in May 2013 a Conflict-Free Supply Chain Policy in order to support the global effort in creating a conflict-free supply chain on the sourcing of Covered Minerals from the Covered Countries. TSMC participates in the conflict minerals task force of the WSC, with the belief that creating a conflict-free supply chain in the Covered Minerals requires coordinated proactive steps taken on the international stage through NGOs like the WSC to harmonize the compliance measures of all relevant stakeholders within the global electronics industry.

RCOI Efforts

Because TSMC does not purchase the Covered Minerals directly from smelters, refiners or mines, TSMC relies on the smelter and refiner information provided by its direct first-tier suppliers or contractors that supply Covered Minerals (respectively “Suppliers” and “Contractors”) to identify the smelters and refiners in our supply chain. Our Suppliers and Contractors must complete Dashboard templates, obtain representations from their suppliers, obey our Corporate Social Responsibility Program and Supplier Code of Conduct and periodically update all information provided to us regarding conflict minerals for the Reporting Period. Through our RMI membership from 2016, we also have been obtaining country of origin information (the “RCOI Data”) compiled by RMI for those smelters in our supply chain that have been validated as conformant to the RMAP. This information, together with the country of origin information provided by our Suppliers and Contractors assists us in identifying whether the smelters and refiners in our supply chain source from the Covered Countries.

Suppliers & Contractors Representations

We obtained written representations from our Suppliers and Contractors representing that they either: (i) supplied no Covered Minerals from the Covered Countries; (ii) supplied Covered Minerals solely from smelters or refiners that had been validated under the RMAP; or (iii) supplied Covered Minerals from recycled or scrap sources. Each representation must be based on a reasonable country of origin inquiry conducted by the Supplier or Contractor that includes obtaining completed Dashboards and signed representations from their suppliers or contractors. Last, the representations require the Suppliers and Contractors to confirm no warning flags exist and to inform TSMC of any material changes to the representations.

During the Reporting Period, we are pleased to report that our RCOI due diligence measures indicate to us that 100% of the smelters and refiners from which our Suppliers and Contractors source the Covered Minerals have been fully audited, vetted and certified under the RMAP. For a summary of the determinations made from our RCOI, please see Section IV: Determinations below.

 

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III. Due Diligence Framework

TSMC’s due diligence measures have been designed to conform, in all material respects, to the framework described in the OECD Guidance, consistent with TSMC’s position as a downstream company. To guide its due diligence, TSMC has established a due diligence compliance process that includes a documentation and record maintenance mechanism performed in accordance with TSMC’s records retention policy to ensure the retention of relevant documentation. The Company expects to continue to refine, revise and improve this process as appropriate in light of existing infrastructures regarding conflict minerals compliance industry-wide as well as changes in the applicable law.

Description of Due Diligence Framework

In accordance with the OECD Guidance, the Company’s due diligence measures on the source and chain of custody of Covered Minerals have been designed and implemented on the following framework:

i) Establish Strong Company Management Systems

Policy: As discussed in Section II above, TSMC has adopted a Supplier Code of Conduct and Policy Statement on Responsible Sourcing of Minerals (viewable publicly online at http://www.tsmc.com/csr/en/resources/documents.html), which outline TSMC’s commitment to responsible sourcing of its Covered Minerals in our products and our expectations that our Suppliers and Contractors will be similarly committed to responsible sourcing in their supply chain. The Company regularly communicates this Policy to our Suppliers and Contractors of Covered Minerals and requires them to acknowledge its importance. TSMC requires all of our Suppliers and Contractors to source the Covered Minerals from smelters or refiners who have been certified by independent third parties under the RMI’s Responsible Minerals Assurance Process.

Personnel: To oversee compliance with relevant conflict-free materials laws and regulations, we formed a standing Conflict-Free Materials Task Force (“Task Force”), comprised of members from the Legal, Environmental, Safety & Health, Procurement, and Backend Technology and Service departments. This cross-functional group is responsible for implementing TSMC’s conflict minerals compliance strategy. The Task Force is sponsored by senior management, including the Vice President & General Counsel as well as the Vice President of Materials Management & Risk Management. Our senior management and the Board of Directors’ Audit Committee are briefed about the results of the Company’s due diligence efforts, where they provide guidance and oversight. The Task Force identifies and assesses the relevant risks in our supply chain and formulates and implements control points to manage such risks. The Task Force also works closely with our internal team dedicated to managing all RBA membership obligations including complying with the portions of the RBA Code of Conduct relating to the responsible sourcing of minerals.

 

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Supplier Engagement: The Task Force contacted our Suppliers and Contractors to provide them with notice of the relevant U.S. SEC requirements and advised them of the Company’s commitment to responsibly source materials and its due diligence expectations, and has followed up with Suppliers and Contractors as was reasonable to ensure compliance. In addition, the Company posted its Policy Statement on Responsible Sourcing of Minerals on its website so that these entities may understand and acknowledge it as a condition for doing business with us. The Company retains evidence of the received Supplier and Contractor responses as part of its RCOI and due diligence. Feedback from this process is used to modify, where appropriate, the design of TSMC’s conflict minerals compliance program.

Information Technology Control Point System: To prevent non-compliant Covered Minerals from being incorporated into our products and services, TSMC established an information technology-driven control point, or gating mechanism, in the early stages of new supplier engagement. Potential new suppliers of materials must provide the supporting documentation required in our “New Material Evaluation System”, such as a report on Covered Minerals present in their products, a completed Dashboard and signed representations (if applicable). TSMC then reviews these documents to assess any potential conflict minerals compliance risks, and will approve the supplier or new material only when a potential supplier has demonstrated its commitment to complying with TSMC’s conflict minerals compliance program.

Transparency: TSMC makes our conflict minerals report available to our customers via TSMC-Online, the online system used to place orders and communicate with TSMC, which allows enhanced transparency in the exchange of relevant compliance information.

Grievance Mechanism: The Company’s existing procedures for reporting Code of Conduct or other ethics violations are available for reporting conflict minerals compliance problems. Any employee or other whistleblower who has relevant information is able to file anonymous complaints via either the Ombudsman complaint system or the Audit Committee whistleblower system. All informants are protected from retaliation under TSMC’s Ethics and Business Conduct Policy to encourage the frank and full disclosure of grievances.

ii) Identify and Assess Risk in the Supply Chain

Identification of Risks: To identify risks in its supply chain, the Task Force through the contact window of the Procurement team contacted and requested its Suppliers and Contractors to complete the Dashboard and include information regarding the source and chain of custody of Covered Minerals in its supply chain. The Dashboard indicates both the country of origin and name and addresses of smelters and refiners used. Written instructions and recorded training illustrating use of the Dashboard are available on RMI’s website. The Task Force reviews the responses, checks the RCOI Data provided by RMI, looks for inconsistencies or other apparent inaccuracies, and follows up (through e-mail communication or conference call as necessary) to identify and escalate any issues associated with non-responsive or problematic responses to its inquiry.

 

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Assessment of Risks: Upon receipt of completed Dashboards from our Suppliers and Contractors, the Task Force conducts due diligence of identified smelters or refiners by examining the information provided in Dashboard to determine if the smelter or refiner has been validated under the RMAP as “conflict-free”, assess potential risks in our supply chain, and take subsequent actions. The RMAP provides information regarding those smelters or refiners that, following an independent third-party audit, have been found to be conformant to the RMAP’s assessment protocols to assure continued sourcing of only conflict-free materials. During the Reporting Period, as a result of our risk assessment, the Task Force required our suppliers to remove from our supply chain those smelters identified as non-conformant to RMAP. To ensure a conflict-free supply chain, the Task Force also took proactive steps to require our suppliers to urge those smelters which risk losing the RMAP-conformant status to participate in the re-audit as soon as possible.

iii) Design and Implement a Strategy to Respond to Identified Risks and Implementation of Control Points

TSMC’s Task Force takes the following actions, among others, to improve its due diligence measures, increase supply chain transparency and further mitigate the risk that the Covered Minerals contained in its products may finance or benefit armed groups in the Covered Countries. These actions taken serve as control points in our compliance effort.

 

 

communicate our conflict minerals program to all relevant parties as needed and make same available publicly online;

 

 

design a compliance framework in accordance with the OECD Guidance;

 

 

request Suppliers and Contractors to complete a Dashboard and review results of same;

 

 

update the Dashboard template as required;

 

 

request relevant parties sign representation letter confirming their compliance with our conflict mineral program, and requiring them to conduct similar inquiries in their supply chain;

 

 

request our relevant Suppliers and Contractors use only smelters and refiners certified under the RMAP;

 

 

check whether the smelters our Suppliers and Contractors source from are listed as certified under the RMAP (such as consulting the RMI’s website and referring to the updated RCOI Data and due diligence documents provided by RMI);

 

 

compile a list of Suppliers, Contractors and their smelters or refiners as well as their respective locations;

 

 

provide such list to government agencies and the public if or when required by law;

 

 

discuss compliance status with materials Suppliers or Contractors as needed;

 

 

conduct conflict minerals compliance training as applicable and needed;

 

 

research publicly available information to check whether high risk smelters or refiners identified by the Task Force indirectly or directly finance or benefit armed groups in the Covered Countries;

 

 

watch out for warning flags as identified in Exhibit III attached hereto;

 

 

participate in relevant industry discussions on conflict minerals compliance such as those conducted under the RBA and the WSC;

 

 

assist with conflict minerals compliance audits conducted by our customers and investors;

 

 

discuss our conflict minerals compliance efforts with our customers, investors or rating agencies when required;

 

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reassure our major investor(s) and rating agencies that conflict minerals compliance is an integral part of our corporate governance scheme;

 

 

continue to collect Covered Minerals information contained in our finished products manufactured for all relevant periods;

 

 

continue to engage Suppliers and Contractors to obtain current, accurate and complete information about the supply chain, smelters and refiners;

 

 

enhance Supplier or Contractor communication, training and escalation process, if needed, to improve due diligence data accuracy and completion; and

 

 

require Suppliers and Contractors to implement responsible sourcing and due diligence measures to ensure sourcing only from smelters and refiners that have received a “conflict-free” designation from an independent third-party auditor such as the RMI’s RMAP;

 

 

monitor the RMAP-conformance status and audit cycle of each smelter in our supply chain and require our suppliers to urge smelters that risk losing the RMAP-conformant status to participate in re-audit;

 

 

engage third party auditor to conduct audits of selected suppliers’ conflict minerals compliance program

iv) Carry Out Independent Third-Party Audit of Supply Chain

TSMC does not have any direct relationships with smelters or refiners that process the Covered Minerals, and it does not perform direct audits of our Covered Minerals smelters or refiners. Instead, the Company relies on information provided by its Suppliers and Contractors, and on information collected and provided by independent third-party audit programs, such as the RMAP as well as other publicly available information.

TSMC has also been regularly audited by some of its customers as to the sufficiency of its conflict minerals compliance program. To date, TSMC has successfully passed these customer audits (most of which have imposed requirements that are more stringent than those issued by the U.S. SEC) and shall continue to work with our customers and suppliers in building a conflict-free supply chain for the Covered Minerals over time.

v) Report Annually on Supply Chain Due Diligence:

Public Reporting of our Conflict-Free Materials Compliance

TSMC reports annually our conflict minerals compliance, as required by the U.S. SEC. The contents of this Form SD describing the methodology of our reasonable inquiry analysis and due diligence measures may be accessed publicly online at http://www.tsmc.com/english/investorRelations/sec_filings.htm or www.sec.gov.

IV. Determinations

Our determination as to the origins and chain of custody of our Covered Minerals is based on the reasonable country of origin inquiry and due diligence measures described above and expressly subject to the Cautionary Statements set forth below.

Exhibit I lists the smelters and refiners reasonably identified by our due diligence measures based on information provided by our materials Suppliers and Contractors known to have processed the Covered Minerals in our Products during the Reporting Period.

 

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Exhibit II lists the countries of origin of the Covered Minerals in our Products as reasonably identified by our due diligence measures and based on information from our relevant Suppliers and Contractors, as well as the country of origin information provided by RMI, the London Bullion Market Association, the Responsible Jewellery Council, and the Tungsten Industry Conflict Minerals Council.

For the Reporting Period, the Covered Minerals used in our Products originated from 25 direct first-tier Suppliers who used 73 smelters or refiners; the Covered Minerals used in our Products also came from 11 Contractors who in turn used 234 smelters or refiners. At the end of the Reporting Period, we are pleased to report that 100% of the smelters and refiners from which our Suppliers and Contractors sourced the Covered Minerals, including the 47 smelters and refiners which may have sourced directly or indirectly from Covered Countries, have been fully audited, vetted and certified under the RMAP. Some of our Suppliers or Contractors were unable to disclose information on some of the countries of origin of the Covered Minerals supplied or used by its smelters or refiners for confidentiality reasons.

To date, validation under the RMAP has been accepted by our industry as the primary standard for determining whether a smelter or refiner process Covered Minerals that directly or indirectly finance or benefit armed groups. Like our industry peers, TSMC relies on the independent third-party audits conducted under the RMAP as furnishing a reasonable basis to conclude that smelters and refiners validated under such Program have control procedures that prevent them from directly or indirectly financing or benefiting armed groups operating in the Covered Countries. Because of industry acceptance of the RMI’s Responsible Minerals Assurance Process and based on its own research of publicly available information, TSMC found no reasonable basis for independently determining that these validated smelters and refiners sourced Covered Minerals that directly or indirectly finance or benefit armed groups in the Covered Countries.

Cautionary Statements

Our reasonable country of origin inquiry as well as our due diligence measures have endeavoured to overcome the unavoidable limitations inherent in collecting information about the origins and chain of custody of the Covered Minerals used in our finished products as a downstream purchaser of the Covered Minerals operating within a complex international electronics supply chain. As such, we rely on our Suppliers and Contractors for the ultimate veracity of the information which they provide about the smelters or refiners whom they employ because we do not have any direct contractual relationship with or power of control over such smelters or refiners. Information subjected to fraud by third parties may elude detection even after having been subjected to robust verification due diligence measures like the ones we have adopted and implemented for the Reporting Period. In spite of these difficulties, our determination made herein stands as reasonable assurance of the current status of our conflict minerals compliance and in no way detracts from our commitment towards creating a conflict-free supply chain for our Products when infrastructures that further facilitate conflict minerals compliance would become more prevalent, established and readily available at reasonable cost in time and resources.

 

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Exhibit I

Smelters & Refiners

 

Covered

Minerals

  

Smelter Name

  

Smelter Country

Gold    8853 S.p.A.    ITALY
Gold    Advanced Chemical Company    UNITED STATES OF AMERICA
Gold    Aida Chemical Industries Co., Ltd.    JAPAN
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 Corrego do Sitio Mineracao    BRAZIL
Gold    Argor-Heraeus S.A.    SWITZERLAND
Gold    Asahi Pretec Corp.    JAPAN
Gold    Asahi Refining Canada Ltd.    CANADA
Gold    Asahi Refining USA Inc.    UNITED STATES OF AMERICA
Gold    Asaka Riken Co., Ltd.    JAPAN
Gold    AU Traders and Refiners    SOUTH AFRICA
Gold    Aurubis AG    GERMANY
Gold    Bangalore Refinery    INDIA
Gold    Bangko Sentral ng Pilipinas (Central Bank of the Philippines)    PHILIPPINES
Gold    Boliden AB    SWEDEN
Gold    C. Hafner GmbH + Co. KG    GERMANY
Gold    CCR Refinery - Glencore Canada Corporation    CANADA
Gold    Cendres + Metaux S.A.    SWITZERLAND
Gold    Chimet S.p.A.    ITALY
Gold    Chugai Mining    JAPAN
Gold    DODUCO Contacts and Refining GmbH    GERMANY
Gold    Dowa    JAPAN
Gold    DSC (Do Sung Corporation)    KOREA, REPUBLIC OF
Gold    Eco-System Recycling Co., Ltd. East Plant    JAPAN
Gold    Eco-System Recycling Co., Ltd. North Plant    JAPAN
Gold    Eco-System Recycling Co., Ltd. West Plant    JAPAN

 

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Gold    Emirates Gold DMCC    UNITED ARAB EMIRATES
Gold    Geib Refining Corporation    UNITED STATES OF AMERICA
Gold    Gold Refinery of Zijin Mining Group Co., Ltd.    CHINA
Gold    Heimerle + Meule GmbH    GERMANY
Gold    Heraeus Metals Hong Kong Ltd.    CHINA
Gold    Inner Mongolia Qiankun Gold and Silver Refinery Share Co., Ltd.    CHINA
Gold    Ishifuku Metal Industry Co., Ltd.    JAPAN
Gold    Istanbul Gold Refinery    TURKEY
Gold    Italpreziosi    ITALY
Gold    Japan Mint    JAPAN
Gold    Jiangxi Copper Co., Ltd.    CHINA
Gold    JSC Novosibirsk Refinery    RUSSIAN FEDERATION
Gold    JSC Uralelectromed    RUSSIAN FEDERATION
Gold    JX Nippon Mining & Metals Co., Ltd.    JAPAN
Gold    Kazzinc    KAZAKHSTAN
Gold    Kennecott Utah Copper LLC    UNITED STATES OF AMERICA
Gold    KGHM Polska Miedz Spolka Akcyjna    POLAND
Gold    Kojima Chemicals Co., Ltd.    JAPAN
Gold    Korea Zinc Co., Ltd.    KOREA, REPUBLIC OF
Gold    Kyrgyzaltyn JSC    KYRGYZSTAN
Gold    L’Orfebre S.A.    ANDORRA
Gold    LS-NIKKO Copper Inc.    KOREA, REPUBLIC OF
Gold    LT Metal Ltd.    KOREA, REPUBLIC OF
Gold    Marsam Metals    BRAZIL
Gold    Materion    UNITED STATES OF AMERICA
Gold    Matsuda Sangyo Co., Ltd.    JAPAN
Gold    Metalor Technologies (Hong Kong) Ltd.    CHINA
Gold    Metalor Technologies (Singapore) Pte., Ltd.    SINGAPORE
Gold    Metalor Technologies (Suzhou) Ltd.    CHINA
Gold    Metalor Technologies S.A.    SWITZERLAND
Gold    Metalor USA Refining Corporation    UNITED STATES OF AMERICA
Gold    Metalurgica Met-Mex Penoles S.A. De C.V.    MEXICO

 

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Gold    Mitsubishi Materials Corporation    JAPAN
Gold    Mitsui Mining and Smelting Co., Ltd.    JAPAN
Gold    MMTC-PAMP India Pvt., Ltd.    INDIA
Gold    Moscow Special Alloys Processing Plant    RUSSIAN FEDERATION
Gold    Nadir Metal Rafineri San. Ve Tic. A.S.    TURKEY
Gold    Navoi Mining and Metallurgical Combinat    UZBEKISTAN
Gold    Nihon Material Co., Ltd.    JAPAN
Gold    Ogussa Osterreichische 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    PAMP S.A.    SWITZERLAND
Gold    Planta Recuperadora de Metales SpA    CHILE
Gold    Prioksky Plant of Non-Ferrous Metals    RUSSIAN FEDERATION
Gold    PT Aneka Tambang (Persero) Tbk    INDONESIA
Gold    PX Precinox S.A.    SWITZERLAND
Gold    Rand Refinery (Pty) Ltd.    SOUTH AFRICA
Gold    REMONDIS PMR B.V.    NETHERLANDS
Gold    Royal Canadian Mint    CANADA
Gold    SAAMP    FRANCE
Gold    Safimet S.p.A    ITALY
Gold    SAFINA A.S.    CZECHIA
Gold    Samduck Precious Metals    KOREA, REPUBLIC OF
Gold    SAXONIA Edelmetalle GmbH    GERMANY
Gold    SEMPSA Joyeria Plateria S.A.    SPAIN
Gold    Shandong Gold Smelting 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    SOE Shyolkovsky Factory of Secondary Precious Metals    RUSSIAN FEDERATION
Gold    Solar Applied Materials Technology Corp.    TAIWAN
Gold    Sumitomo Metal Mining Co., Ltd.    JAPAN
Gold    SungEel HiMetal Co., Ltd.    KOREA, REPUBLIC OF
Gold    T.C.A S.p.A    ITALY
Gold    Tanaka Kikinzoku Kogyo K.K.    JAPAN
Gold    Tokuriki Honten Co., Ltd.    JAPAN

 

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Gold    TOO Tau-Ken-Altyn    KAZAKHSTAN
Gold    Torecom    KOREA, REPUBLIC OF
Gold    TSK PRETECH Co., Ltd.    KOREA, REPUBLIC OF
Gold    Umicore Precious Metals Thailand    THAILAND
Gold    Umicore S.A. Business Unit Precious Metals Refining    BELGIUM
Gold    United Precious Metal Refining, Inc.    UNITED STATES OF AMERICA
Gold    Valcambi S.A.    SWITZERLAND
Gold    Western Australian Mint (T/a The Perth Mint)    AUSTRALIA
Gold    WIELAND Edelmetalle GmbH    GERMANY
Gold    Yamakin Co., Ltd.    JAPAN
Gold    Yokohama Metal Co., Ltd.    JAPAN
Gold    Zhongyuan Gold Smelter of Zhongjin Gold Corporation    CHINA
Tantalum    AMG Brasil    BRAZIL
Tantalum    Asaka Riken Co., Ltd.    JAPAN
Tantalum    Changsha South Tantalum Niobium Co., Ltd.    CHINA
Tantalum    D Block Metals, LLC    UNITED STATES OF AMERICA
Tantalum    Exotech Inc.    UNITED STATES OF AMERICA
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 OF AMERICA
Tantalum    H.C. Starck Hermsdorf GmbH    GERMANY
Tantalum    H.C. Starck Inc.    UNITED STATES OF AMERICA
Tantalum    Hengyang King Xing Lifeng New Materials Co., Ltd.    CHINA
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    Meta Materials    NORTH MACEDONIA
Tantalum    Metallurgical Products India Pvt., Ltd.    INDIA
Tantalum    Mineracao Taboca S.A.    BRAZIL

 

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Tantalum    Mitsui Mining and Smelting Co., Ltd.    JAPAN
Tantalum    Ningxia Orient Tantalum Industry Co., Ltd.    CHINA
Tantalum    NPM Silmet AS    ESTONIA
Tantalum    QuantumClean    UNITED STATES OF AMERICA
Tantalum    Resind Industria e Comercio Ltda.    BRAZIL
Tantalum    Solikamsk Magnesium Works OAO    RUSSIAN FEDERATION
Tantalum    Taki Chemical Co., Ltd.    JAPAN
Tantalum    TANIOBIS Co., Ltd.    THAILAND
Tantalum    TANIOBIS GmbH & Co. KG    GERMANY
Tantalum    TANIOBIS GmbH    GERMANY
Tantalum    TANIOBIS Japan Co., Ltd.    JAPAN
Tantalum    Telex Metals    UNITED STATES OF AMERICA
Tantalum    Ulba Metallurgical Plant JSC    KAZAKHSTAN
Tantalum    Ximei Resources (Guangdong) Limited    CHINA
Tantalum    XinXing HaoRong Electronic Material Co., Ltd.    CHINA
Tantalum    Yanling Jincheng Tantalum & Niobium Co., Ltd.    CHINA
Tin    Alpha    UNITED STATES OF AMERICA
Tin    Chenzhou Yunxiang Mining and Metallurgy Co., Ltd.    CHINA
Tin    Chifeng Dajingzi Tin Industry Co., Ltd.    CHINA
Tin    China Tin Group Co., Ltd.    CHINA
Tin    Dowa    JAPAN
Tin    EM Vinto    BOLIVIA (PLURINATIONAL STATE OF)
Tin    Fenix Metals    POLAND
Tin    Gejiu Fengming Metallurgy Chemical Plant    CHINA
Tin    Gejiu Kai Meng Industry and Trade LLC    CHINA
Tin    Gejiu Non-Ferrous Metal Processing Co., Ltd.    CHINA
Tin    Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.    CHINA
Tin    Gejiu Zili Mining And Metallurgy Co., Ltd.    CHINA
Tin    Guangdong Hanhe Non-Ferrous Metal Co., Ltd.    CHINA
Tin    HuiChang Hill Tin Industry Co., Ltd.    CHINA
Tin    Jiangxi New Nanshan Technology Ltd.    CHINA
Tin    Luna Smelter, Ltd.    RWANDA
Tin    Ma’anshan Weitai Tin Co., Ltd.    CHINA
Tin    Magnu’s Minerais Metais e Ligas Ltda.    BRAZIL
Tin    Malaysia Smelting Corporation (MSC)    MALAYSIA

 

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Tin    Melt Metais e Ligas S.A.    BRAZIL
Tin    Metallic Resources, Inc.    UNITED STATES OF AMERICA
Tin    Metallo Belgium N.V.    BELGIUM
Tin    Metallo Spain S.L.U.    SPAIN
Tin    Mineracao Taboca S.A.    BRAZIL
Tin    Minsur    PERU
Tin    Mitsubishi Materials Corporation    JAPAN
Tin    O.M. Manufacturing (Thailand) Co., Ltd.    THAILAND
Tin    O.M. Manufacturing Philippines, Inc.    PHILIPPINES
Tin    Operaciones Metalurgicas S.A.    BOLIVIA (PLURINATIONAL STATE OF)
Tin    PT Artha Cipta Langgeng    INDONESIA
Tin    PT ATD Makmur Mandiri Jaya    INDONESIA
Tin    PT Babel Surya Alam Lestari    INDONESIA
Tin    PT Bangka Serumpun    INDONESIA
Tin    PT Menara Cipta Mulia    INDONESIA
Tin    PT Mitra Stania Prima    INDONESIA
Tin    PT Prima Timah Utama    INDONESIA
Tin    PT Rajawali Rimba Perkasa    INDONESIA
Tin    PT Rajehan Ariq    INDONESIA
Tin    PT Refined Bangka Tin    INDONESIA
Tin    PT Stanindo Inti Perkasa    INDONESIA
Tin    PT Timah Tbk Kundur    INDONESIA
Tin    PT Timah Tbk Mentok    INDONESIA
Tin    Resind Industria e Comercio Ltda.    BRAZIL
Tin    Rui Da Hung    TAIWAN
Tin    Soft Metais Ltda.    BRAZIL
Tin    Thai Nguyen Mining and Metallurgy Co., Ltd.    VIET NAM
Tin    Thaisarco    THAILAND
Tin    Tin Technology & Refining    UNITED STATES OF AMERICA
Tin    White Solder Metalurgia e Mineracao Ltda.    BRAZIL
Tin    Yunnan Chengfeng Non-ferrous Metals Co., Ltd.    CHINA
Tin    Yunnan Tin Company Limited    CHINA
Tin    Yunnan Yunfan Non-ferrous Metals Co., Ltd.    CHINA
Tungsten    A.L.M.T. Corp.    JAPAN
Tungsten    ACL Metais Eireli    BRAZIL
Tungsten    Asia Tungsten Products Vietnam Ltd.    VIET NAM

 

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Tungsten    Chenzhou Diamond Tungsten Products Co., Ltd.    CHINA
Tungsten    Chongyi Zhangyuan Tungsten Co., Ltd.    CHINA
Tungsten    Fujian Ganmin RareMetal Co., Ltd.    CHINA
Tungsten    Ganzhou Haichuang Tungsten Co., Ltd.    CHINA
Tungsten    Ganzhou Huaxing Tungsten Products Co., Ltd.    CHINA
Tungsten    Ganzhou Jiangwu Ferrotungsten Co., Ltd.    CHINA
Tungsten    Ganzhou Seadragon W & Mo Co., Ltd.    CHINA
Tungsten    Global Tungsten & Powders Corp.    UNITED STATES OF AMERICA
Tungsten    Guangdong Xianglu Tungsten Co., Ltd.    CHINA
Tungsten    H.C. Starck Tungsten GmbH    GERMANY
Tungsten    Hunan Chenzhou Mining Co., Ltd.    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 Gan Bei Tungsten Co., Ltd.    CHINA
Tungsten    Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd.    CHINA
Tungsten    Jiangxi Xinsheng Tungsten Industry Co., Ltd.    CHINA
Tungsten    Jiangxi Yaosheng Tungsten Co., Ltd.    CHINA
Tungsten    Kennametal Fallon    UNITED STATES OF AMERICA
Tungsten    Kennametal Huntsville    UNITED STATES OF AMERICA
Tungsten    KGETS Co., Ltd.    KOREA, REPUBLIC OF
Tungsten    Lianyou Metals Co., Ltd.    TAIWAN
Tungsten    Malipo Haiyu Tungsten Co., Ltd.    CHINA
Tungsten    Masan Tungsten Chemical LLC (MTC)    VIET NAM
Tungsten    Moliren Ltd.    RUSSIAN FEDERATION
Tungsten    Niagara Refining LLC    UNITED STATES OF AMERICA
Tungsten    Philippine Chuangxin Industrial Co., Inc.    PHILIPPINES
Tungsten    TANIOBIS Smelting GmbH & Co. KG    GERMANY
Tungsten    Unecha Refractory metals plant    RUSSIAN FEDERATION
Tungsten    Wolfram Bergbau und Hütten AG    AUSTRIA
Tungsten    Woltech Korea Co., Ltd.    KOREA, REPUBLIC OF
Tungsten    Xiamen Tungsten (H.C.) Co., Ltd.    CHINA

Tungsten

  

Xiamen Tungsten Co., Ltd.

  

CHINA

Tungsten    Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd.    CHINA

 

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EXHIBIT II

Covered Minerals: Countries of Origin

 

Argentina    Germany    Peru
Australia    Ghana    Philippines
Austria    Guinea    Portugal
Azerbaijan    Guyana    Puerto Rico
Benin    Honduras    Russian Federation
Bolivia    India    Rwanda
Botswana    Indonesia    Saudi Arabia
Brazil    Iran    Senegal
Brunei    Ivory Coast    Serbia
Bulgaria    Japan    Sierra Leone
Burkina Faso    Kazakhstan    Slovakia
Burundi    Kenya    Solomon Islands
Canada    Laos    South Africa
Chile    Liberia    Spain
China    Madagascar    Suriname
Colombia    Malaysia    Swaziland
Democratic Republic of Congo    Mali    Sweden
Costa Rica    Mauritania    Taiwan
Cote d’Ivoire    Mexico    Tanzania
Cuba    Mongolia    Thailand
Cyprus    Morocco    Turkey
Dominican Republic    Mozambique    Uganda
Ecuador    Myanmar    United Kingdom of Great Britain and Northern Ireland
Egypt    Namibia    United States of America
Eritrea    Netherlands    Uruguay
Ethiopia    New Zealand    Uzbekistan
Fiji    Nicaragua    Venezuela
Finland    Niger    Vietnam
France    Nigeria    Zambia
French Guiana    Papua New Guinea    Zimbabwe
Georgia      

 

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EXHIBIT III

Warning Flags

Warning Flag Situations:

 

   

minerals originate from or have been transported via a conflict-affected or high-risk area;

 

   

minerals are claimed to originate from a country that has limited known reserves, likely resources or expected production levels of the mineral in question (i.e. the declared volumes of mineral from that country are out of keeping with its known reserves or expected production levels);

 

   

minerals are claimed to originate from a country in which minerals from conflict-affected and high-risk areas are known to transit;

 

   

suppliers or other known upstream companies have shareholder or other interests in companies that supply minerals from or operate in one of the above-mentioned red flag locations of mineral origin and transit;

 

   

suppliers or other known upstream companies are known to have sourced minerals from a red flag location of mineral origin and transit in the last 12 months.

(From “Supplement on Tin, Tantalum and Tungsten” in OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas: Third Edition (OECD 2016, p. 33)).

 

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