EX-1.01 2 d596821dex101.htm EX-1.01 EX-1.01

Exhibit 1.01

Conflict Minerals Report of Nordson Corporation

For The Year Ended December 31, 2017

I. Introduction

Nordson Corporation (“our,” “we” or “us”) engineers, manufactures and markets differentiated products and systems used for dispensing and processing adhesives, coatings, polymers, sealants and biomaterials, and for managing fluids, testing and inspecting for quality, treating surfaces and curing. These products are supported with extensive application expertise and direct global sales and service. We serve a wide variety of consumer non-durable, consumer durable and technology end markets including packaging, nonwovens, electronics, medical, appliances, energy, transportation, building and construction, and general product assembly and finishing.

Headquartered in Westlake, Ohio, our products are marketed through a network of direct operations in more than 35 countries. Our principal manufacturing facilities are located in the United States, the People’s Republic of China, Germany, Ireland, Israel, Mexico, the Netherlands, Thailand and the United Kingdom.

Pursuant to the Securities and Exchange Commission’s conflict minerals rule adopted pursuant to Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Rule”) and to the guidance provided by the Securities and Exchange Commission in its Statement on the Effect of the Recent Court of Appeals Decision on the Conflict Minerals Rule issued on April 29, 2014, this Report was not subject to an independent private sector audit.

II. Reasonable Country of Origin Inquiry

Organization for Economic Co-operation and Development (OECD) Step 1 – Establish strong management systems

Internal Management

We have established a Conflict Minerals Reporting Oversight Committee. The team members include representatives from our Supply Chain Management, one of whom is our designated member of senior management, Legal, Product Compliance, Finance and Internal Audit departments. The team meets monthly. Periodic reports are made to the audit committee of the board of directors with respect to our due diligence process and compliance obligations.

We have been an active member of the Responsible Materials Initiative (RMI), formerly known as the Conflict-Free Sourcing Initiative (CFSI), since 2015. Through the RMI, we participate in the Due Diligence Practices Team, which meets bi-weekly, the Smelter Engagement Team, which meets bi-weekly, and the RMI Plenary Call, which meets monthly. In addition to our RMI membership, we host a regular call with representatives from select peer group companies to benchmark compliance efforts and best practices.

External Communications and Supply Chain Engagement

Our customers can access our conflict minerals statement on our public website, www.nordson.com. Our conflict minerals statement informs customers of where we are in our Rule compliance efforts. Customer inquiries are handled on a case by case basis, utilizing the conflict minerals statement or customized responses using the conflict mineral reporting template (CMRT) developed by the RMI, as appropriate.

Since we are an industrial equipment supplier, many of our products are not incorporated into our customers’ products and, therefore, do not fall within the scope of the Rule as applied to our customers.

In addition to our conflict minerals statement, our Conflict Minerals Policy, adopted on May 6, 2014, is available on our website, www.nordson.com. In conjunction with the adoption of the Conflict Minerals Policy, we revised our Supplier Code of Ethics, which outlines the ethical standards with which we expect our suppliers to comply, to reflect our expectations that our suppliers procure materials from sources that do not directly or indirectly support non-state armed groups. The Conflict Minerals Policy and Supplier Code of Ethics have been distributed to our suppliers.


Reasonable Country of Origin Survey Process

We evaluated our products and determined that certain products manufactured during calendar year 2017 were manufactured with materials or components that contain, or likely contain, conflict minerals, i.e. tin, tantalum, tungsten and gold, that are necessary to the functionality or production of those products. The areas of conflict mineral usage within our supply chain were identified based on the results of previous surveys. Future surveys will focus efforts on these areas.

We identified in-scope suppliers that we believed provided materials or components containing conflict minerals. Based on commodity analysis and responses from prior years, 63% of our total direct material spend was classified as in-scope. The total direct material spend attributable to in-scope suppliers is lower than in past years because new suppliers added as a result of recent acquisitions, that may not be as familiar with our process, are classified as out-of-scope. We continue to work with these new suppliers and will include them in our in-scope reporting in ensuing years. Given the size and complexity of our supply chain, we focused on our largest suppliers, ranked by the amount that we paid to each supplier.

We surveyed our suppliers utilizing the CMRT and our supplier portal, Nordson’s Supply Chain Central (SCC). The SCC software was used by all product lines to automate surveying our suppliers, and to collect and analyze the survey data. Suppliers were provided training materials on the SCC website regarding conflict minerals and the CMRT.

As part of our grievance mechanism, we rely on RMI to provide us with information regarding grievances shared among group members, and we encourage our suppliers to send inquiries or other information concerning conflict minerals to productcompliance@nordson.com.

For the period covered by this Report, we prioritized collection of responses from in-scope suppliers representing approximately 38% of our total direct material spend. For this group of suppliers, we had about an 92% response rate. Based on the information obtained pursuant to the reasonable country of inquiry process described above, we do not have sufficient information to determine the country of origin of all of the conflict minerals in our supply chain. We continue to work to improve our reasonable country of origin process as described in more detail below.

OECD Step 2 – Identify and assess risk in the supply chain

An escalation process was initiated with those surveyed suppliers who continued to be nonresponsive after the above contacts were made, or whose initial (or subsequent) response was not complete or otherwise warranted clarification or confirmation. We evaluated responses from the surveyed suppliers for plausibility, consistency, and gaps both in terms of which materials or components were stated to contain or not contain conflict minerals and the origin of such conflict minerals. We engaged certain surveyed suppliers, holding discussions and reviewing the results of their internal due diligence efforts, to ensure that our inquiries regarding conflict minerals were understood and complied with.

III. Due Diligence Framework

Our due diligence process has been designed to conform, in all material respects relevant to the disclosure requirements under the Rule, with the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas.

IV. Due Diligence Undertaken

OECD Step 3 – Design and implement a strategy to respond to identified risks

We supported audits of conflict mineral smelters and refiners conducted by third parties through our participation in the RMI. Suppliers were evaluated based on their smelter and refiner information obtained from CMRT declarations. If supplier information indicated that they used conflict minerals from the Democratic Republic of the Congo or an adjoining country, then we used the flagship program of the RMI, the Responsible Minerals Assurance Process (RMAP) and general public information to determine a smelter or refiner’s conflict minerals program status.

If, through our smelters lists, we discover that certain of our products contain conflict minerals that finance or benefit armed groups in the Democratic Republic of the Congo or an adjoining country, or we cannot definitively deem a product to be free of conflict minerals that finance or benefit armed groups in the Democratic Republic of the Congo or an adjoining country, we will analyze the adverse impact of this determination pursuant to the standards set forth in our Conflict Minerals Policy and Supplier Code of Ethics.


Findings regarding the compiled supply chain information through the processes described above will be reported to our executive officer committee. Identified areas of risk in our supply chain will be subject to a risk management plan developed pursuant to our Supplier Code of Ethics and Conflict Minerals Policy. Such risk management plan may include continuing trade throughout the course of measurable risk mitigation efforts, temporarily suspending trade while pursuing ongoing measurable risk mitigation, or disengaging with a supplier after failed attempts at mitigation or where we deem risk mitigation not feasible or unacceptable.

Once our risk management plan is implemented, we will track performance of our risk mitigation efforts and report the results back to our executive officer committee. For risks requiring additional mitigation, or after a change of circumstances, we will undertake additional fact and risk assessments.

V. Results of Due Diligence Undertaken

OECD Step 4 – Carry out independent third-party audit of supply chain due diligence at identified points in the supply chain

We will rely on third party assurances and certifications. For example, if a supplier provides the name of a smelter or source mine, we would compare that reply to the listing of smelters from the RMI thereby relying on the program’s processes.

OECD Step 5 – Report on supply chain due diligence

We have taken the information gathered through the above-described due diligence process and compiled this Report. In the future, we will take such information and compile it in a Report or in our specialized disclosure report as required by the Rule, whichever is applicable.

No instances were found where it was necessary to implement risk mitigation or any corrective actions to suppliers in 2017. All smelters or refiners identified as sourcing from the Democratic Republic of the Congo or an adjoining country were found to be conformant with the relevant RMAP assessment protocol or other accepted industry assessment program.

VI. Smelter and Refiner Disclosures

Schedule 1 lists the RMI verified smelters and refiners identified by collection of supplier conflict mineral reporting templates where sourcing is unknown. Please note these reported smelters and refiners have not been verified as contributing to components or parts that are in our products.

Schedule 2 lists the countries of the direct and indirect sourcing for compliant smelters reported by the RMI.

VII. Future Improvements

We intend to undertake the following steps during the next compliance period:

 

    Continue to provide conflict minerals information to all suppliers included in our conflict mineral survey process.

 

    Strive to improve the response rate from our suppliers.

 

    Continue to engage with relevant trade associations to define and improve best practices.

 

    Continue to support the RMI through our membership and participation in subcommittees.

 

    Direct suppliers to the RMI organization for information.


Schedule 1

 

ID

  

Metal

  

Name

  

Country

CID000103    Gold    Atasay Kuyumculuk Sanayi Ve Ticaret A.S.    TURKEY
CID000180    Gold    Caridad    MEXICO
CID000189    Gold    Cendres & M    SWITZERLAND
CID000197    Gold    Chalco Yunnan Copper Co. Ltd    CHINA
CID000264    Gold    Chugai Mining    JAPAN
CID000278    Tin    CNMC (Guangxi) PGMA Co. Ltd.    CHINA
CID000307    Tin    CV JusTindo    INDONESIA
CID000343    Gold    Daye Non-Ferrous Metals Mining Ltd.    CHINA
CID000345    Tungsten    Dayu Weiliang Tungsten Co., Ltd.    CHINA
CID000448    Tin    ATM ESTANHO IND COM IMP EXP LTDA    BRAZIL
CID000522    Gold    Gansu Seemine Material Hi-Tech Co Ltd    CHINA
CID000555    Tin    Gegjiu Zili Mining&Smel Ting Co.,Ltd.    CHINA
CID000651    Gold    Guoda Safina High-Tech Environmental Refinery Co., Ltd.    CHINA
CID000671    Gold    Hangzhou Fuchunjiang Smelting Co., Ltd.    CHINA
CID000689    Gold    Heesung Catalysts    Unknown
CID000760    Tin    Huichang Jinshunda Tin Co. Ltd    CHINA
CID000767    Gold    Hunan Chenzhou Mining Co., Ltd.    CHINA
CID000778    Gold    HwaSeong CJ Co., Ltd.    KOREA (REPUBLIC OF)
CID000942    Tin    Gejiu Kai Meng Industry and Trade LLC    CHINA
CID000956    Gold    Kazakhmys Smelting LLC    KAZAKHSTAN
CID001032    Gold    L’ azurde Company For Jewelry    SAUDI ARABIA
CID001056    Gold    Lingbao Gold Co., Ltd.    CHINA
CID001058    Gold    Lingbao Jinyuan Tonghui Refinery Co. Ltd.    CHINA
CID001093    Gold    Luoyang Zijin Yinhui Gold Refinery Co., Ltd.    CHINA
CID001231    Tin    Jiangxi Nanshan    CHINA
CID001236    Gold    Navoi Mining and Metallurgical Combinat    UZBEKISTAN
CID001322    Gold    Elemetal Refining, LLC    UNITED STATES OF AMERICA
CID001362    Gold    Penglai Penggang Gold Industry Co Ltd    CHINA
CID001546    Gold    Sabin    UNITED STATES
CID001562    Tin    Samwha Non Ferrous Metal Co. Ltd    KOREA, REPUBLIC OF
CID001619    Gold    Shandong Tiancheng Biological Gold Co Ltd.    CHINA
CID001754    Gold    Accurate Refining Group    UNITED STATES
CID001908    Tin    Gejiu City , the cloud new colored electrolytic Co., Ltd.    CHINA
CID001909    Gold    Great Wall Precious Metals Co., Ltd. of CBPM    CHINA
CID001947    Gold    Anhui Tongling non-ferrous Pioneer Metals Corporation    CHINA
CID002158    Tin    Wind Yunnan Nonferrous Metals Co.,Ltd.    CHINA
CID002282    Gold    Morris and Watson    NEW ZEALAND
CID002290    Gold    SAFINA A.S.    CZECH REPUBLIC
CID002312    Gold    Guangdong Jinding Gold Co.,Ltd    CHINA
CID002313    Tungsten    Jiangxi Minmetals Gao’an Non-ferrous Metals Co., Ltd.    CHINA
CID002479    Tin    PT Wahana Parkit Jaya    INDONESIA
CID002507    Tantalum    Phoenix Metal Ltd    RWANDA
CID002511    Gold    KGHM Polska Mied? Sp    POLAND
CID002515    Gold    Fidelity Printers and Refiners Ltd.    ZIMBABWE
CID002536    Tungsten    Ganzhou Yatai Tungsten Co., Ltd.    CHINA
CID002563    Gold    Kaloti Precious Metals    UNITED ARAB EMIRATES
CID002567    Gold    Sudan Gold Refinery    SUDAN
CID002572    Tin    Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company    VIET NAM
CID002573    Tin    NGHE TIN NON-FERROUS METAL    VIET NAM
CID002574    Tin    Tuyen Quang Non-Ferrous Metals Joint Stock Company    VIET NAM
CID002582    Gold    Remondis Argentia B.V.    NETHERLANDS
CID002587    Gold    Tony Goetz NV    BELGIUM
CID002615    Gold    TOO Tau-Ken-Altyn    KAZAKHSTAN
CID002647    Tungsten    Jiangxi Dayu Longxintai Tungsten Co., Ltd.    CHINA
CID002696    Tin    PT Cipta Persada Mulia    INDONESIA
CID002703    Tin    An Vinh Joint Stock Mineral Processing Company    VIET NAM
CID002708    Gold    Abington Reldan Metals, LLC    UNITED STATES OF AMERICA
CID002756    Tin    Super Ligas    BRAZIL
CID002761    Gold    SAAMP    FRANCE
CID002825    Tin    An Thai Minerals Co., Ltd.    VIET NAM
CID002833    Tungsten    ACL Metais Eireli    BRAZIL
CID002852    Gold    Gujarat Gold Centre    INDIA
CID002853    Gold    Sai Refinery    INDIA
CID002854    Gold    Universal Precious Metals Refining Zambia    ZAMBIA
CID002857    Gold    Modeltech Sdn Bhd    MALAYSIA
CID002858    Tin    Modeltech Sdn Bhd    MALAYSIA
CID002863    Gold    BALORE REFINERSGA    INDIA
CID002865    Gold    Kyshtym Copper-Electrolytic Plant ZAO    RUSSIAN FEDERATION
CID002867    Gold    Degussa    GERMANY


Schedule 2

DRC; Burundi; Rwanda; Mozambique; Uganda; South Africa; Austria; Cambodia; Japan; Mexico; Spain; United Kingdom of Great Britain and Northern Ireland; Uzbekistan; Benin; Burkina Faso; Canada; Chile; Ecuador; Eritrea; Ghana; Guatemala; Honduras; Mali; Nicaragua; Panama; Senegal; Togo; Argentina; Colombia; Indonesia; Laos; Mongolia; Myanmar; Peru; Portugal; Vietnam; Australia; Bolivia (Plurinational State of); Brazil; China; Ethiopia; France; Guinea; Guyana; India; Madagascar; Malaysia; Namibia; Nigeria; Russian Federation; Sierra Leone; Thailand; United States of America; and Zimbabwe.