Delaware | 001-16583 | 58-2632672 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) |
1170 Peachtree Street, N.E., Suite 2300, Atlanta, Georgia (Address of principal executive offices) | 30309-7676 (Zip Code) |
þ | Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2014. |
Exhibit 1.01 | Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form. |
ACUITY BRANDS, INC. | ||
By: | /s/ Richard K. Reece | |
Richard K. Reece | ||
Executive Vice President and Chief Financial Officer |
• | Adopt and maintain a conflict minerals policy, which is available at http://www.acuitybrands.com/resources/regulations-codes-and-standards/conflict-minerals. |
• | Adopt and maintain a conflict minerals governance charter, which defines the internal committee supporting compliance and due diligence efforts and the responsibilities of the internal committee. |
• | Regularly review conflict minerals procedures with the company's Chief Financial Officer and Audit Committee of the Board of Directors. |
• | Implement a conflict minerals compliance process, including the RCOI procedures described in the Form SD. |
• | Incorporate requirements related to conflict minerals in the Company's standard supplier agreements and purchase order terms and conditions to obligate current and future suppliers to comply with the Company's conflict minerals policy, including participation in the supply chain survey and related due diligence activities. |
• | Maintain records related to the RCOI and due diligence procedures in accordance with the Company's retention policy. |
• | Facilitate employee, supplier, or other stakeholder grievance reporting through the Company's website. |
• | Identify raw material components that may contain one or more of the Subject Minerals. |
• | Identify finished goods that may contain one or more of the Subject Minerals for which the Company contracted to manufacture the finished goods. |
• | Identify the direct suppliers which provided the raw material components and finished goods that may contain one or more of the Subject Minerals. |
• | Conduct a supply chain survey using the Conflict Minerals Reporting Template ("CMRT"), requesting direct suppliers to identify smelters and refiners as well as the country of origin of the Subject Minerals in the products they sell to the Company. |
• | Follow up with non-responsive suppliers by requesting compliance with the Company's request for information. |
• | Review all responses received from suppliers based on the Company's conflict minerals compliance process and request supplemental information from suppliers providing responses that are deemed implausible, incomplete, inaccurate, or otherwise require clarification. |
• | Compare smelters and refiners identified by the supply chain survey against the list of facilities that have received a "conflict-free" designation from the Conflict Free Smelter Program ("CFSP") or other independent |
• | Adopt a conflict minerals policy. |
• | Design and implement a risk management plan that outlines the Company's response to identified risks. |
• | Perform risk mitigation efforts to bring suppliers into conformity with the Company's conflict minerals policy. |
• | Provide, on a regular basis, progress reports to the Company's Chief Financial Officer and the Audit Committee of the Board of Directors summarizing risk mitigation efforts. |
• | When required by the Rule, obtain an independent private sector audit of this Report. |
• | Utilize multi-industry due diligence initiatives, including CFSP, to evaluate the procurement practices of the smelters and refiners that process and provide the Subject Minerals used in the Company's products. |
• | Communicate the Company's conflict minerals policy publicly on the Company's website at http://www.acuitybrands.com/resources/regulations-codes-and-standards/conflict-minerals. |
• | Annually file a Conflict Minerals Report with the SEC and publish on the Company's website at http://www.acuitybrands.com. |
• | Designed and implemented a risk management plan that outlines the Company's response to identified risks. |
• | Followed up with non-responsive suppliers by requesting compliance with the Company's request for information. |
• | Reviewed all responses received from suppliers based on the Company's conflict minerals compliance process and requested supplemental information from suppliers providing responses that are deemed implausible, incomplete, inaccurate, or otherwise require clarification. |
• | Compared smelters and refiners identified by the supply chain survey against the list of facilities that have received a "conflict-free" designation from the CFSP or other independent third party audit program, which designations provide country of origin and due diligence information on the Subject Minerals sourced by such facilities. |
• | Performed risk mitigation efforts to bring suppliers into conformity with the Company's conflict minerals policy. |
• | Provided periodic progress reports to the Company's Chief Financial Officer and the Audit Committee of the Board of Directors summarizing risk mitigation efforts. |
• | Identified improvement opportunities within the Company's conflict minerals compliance process and developed corrective action plans. |
• | Modifying the conflict minerals compliance process with the intent to increase the supplier response rate and to improve the quality of supplier responses; |
• | Leveraging industry efforts to identify additional resources to facilitate compliance; and |
• | Conducting an annual review of the Company's conflict minerals policy, conflict minerals compliance process and the related procedure documentation, and risks for any updates. |