EX-1.01 2 d922230dex101.htm EX-1.01 EX-1.01

Exhibit 1.01

Conflict Minerals Report of Nordson Corporation

For The Year Ended December 31, 2019

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. 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 monthly, 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.

Because 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 2019 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, responses from prior years, and a focus on the highest spend suppliers, 32% 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 due to improvements in the evaluation process to exclude out-of-scope suppliers from polling. 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 32% of our total direct material spend. For this group of suppliers, we had about an 89% 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, including Angola, Burundi, Central African Republic, the Republic of Congo, Rwanda, South Sudan, Tanzania, Uganda, and Zambia (collectively, the “Covered Countries”), 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 Covered Countries, or we cannot definitively deem a product to be free of conflict minerals that finance or benefit armed groups in the Covered Countries, 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.

We have not identified any occurrence where our conflict mineral sourcing has directly or indirectly financed or benefited armed groups in the Covered Countries.

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 conformant smelters reported by the RMI.

VII. Future Improvements

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

 

  •  

Continue to collect conflict minerals information from 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
CID000197    Gold    Yunnan Copper Industry Co., Ltd.    CHINA
CID000343    Gold    Daye Non-Ferrous Metals Mining Ltd.    CHINA
CID000448    Tin    Estanho de Rondonia S.A.    BRAZIL
CID000522    Gold    Refinery of Seemine Gold Co., Ltd.    CHINA
CID000651    Gold    Guoda Safina High-Tech Environmental Refinery Co., Ltd.    CHINA
CID000671    Gold    Hangzhou Fuchunjiang Smelting Co., Ltd.    CHINA
CID000767    Gold    Hunan Chenzhou Mining Co., Ltd.    CHINA
CID000773    Gold    Hunan Guiyang yinxing Nonferrous Smelting Co., Ltd.    CHINA
CID000778    Gold    HwaSeong CJ CO., LTD.    KOREA, REPUBLIC OF
CID000927    Gold    JSC Ekaterinburg Non-Ferrous Metal Processing Plant    RUSSIAN FEDERATION
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
CID001236    Gold    Navoi Mining and Metallurgical Combinat    UZBEKISTAN
CID001362    Gold    Penglai Penggang Gold Industry Co., Ltd.    CHINA
CID001546    Gold    Sabin Metal Corp.    UNITED STATES OF AMERICA
CID001562    Gold    Samwon Metals Corp.    KOREA, REPUBLIC OF
CID001619    Gold    Shandong Tiancheng Biological Gold Industrial Co., Ltd.    CHINA
CID001909    Gold    Great Wall Precious Metals Co., Ltd. of CBPM    CHINA
CID001947    Gold    Tongling Nonferrous Metals Group Co., Ltd.    CHINA
CID002282    Gold    Morris and Watson    NEW ZEALAND
CID002290    Gold    SAFINA A.S.    CZECH REPUBLIC
CID002312    Gold    Guangdong Jinding Gold Limited    CHINA
CID002313    Tungsten    Jiangxi Minmetals Gao’an Non-ferrous Metals Co., Ltd.    CHINA
CID002515    Gold    Fidelity Printers and Refiners Ltd.    ZIMBABWE
CID002525    Gold    Shandong Humon Smelting Co., Ltd.    CHINA
CID002562    Gold    International Precious Metal Refiners    UNITED ARAB EMIRATES
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 Tinh Non-Ferrous Metals Joint Stock Company    VIET NAM
CID002574    Tin    Tuyen Quang Non-Ferrous Metals Joint Stock Company    VIET NAM
CID002584    Gold    Fujairah Gold FZC    UNITED ARAB EMIRATES
CID002587    Gold    Tony Goetz NV    BELGIUM
CID002647    Tungsten    Jiangxi Dayu Longxintai Tungsten Co., Ltd.    CHINA
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
CID002852    Gold    GCC Gujrat Gold Centre Pvt. Ltd.    INDIA

CID002853    Gold    Sai Refinery    INDIA
CID002857    Gold    Modeltech Sdn Bhd    MALAYSIA
CID002858    Tin    Modeltech Sdn Bhd    MALAYSIA
CID002865    Gold    Kyshtym Copper-Electrolytic Plant ZAO    RUSSIAN FEDERATION
CID002867    Gold    Degussa Sonne / Mond Goldhandel GmbH    GERMANY
CID002872    Gold    Pease & Curren    UNITED STATES OF AMERICA
CID003153    Gold    State Research Institute Center for Physical Sciences and Technology    LITHUANIA
CID003185    Gold    African Gold Refinery    UGANDA
CID003189    Gold    NH Recytech Company    KOREA, REPUBLIC OF
CID003208    Tin    Pongpipat Company Limited    MYANMAR
CID003324    Gold    QG Refining, LLC    UNITED STATES OF AMERICA
CID003356    Tin    Dongguan CiEXPO Environmental Engineering Co., Ltd.    CHINA

Schedule 2

Argentina, Armenia, Australia, Austria, Azerbaijan, Belgium, Benin, Bolivia, Botswana, Brazil, Brunei, Bulgaria, Burkina Faso, Cameroon, Canada, Chile, China, Colombia, Congo, Democratic Republic of the, Croatia, Cuba, Cyprus, Czech Republic, Denmark, Dominican Republic, Ecuador, Egypt, El Salvador, Eritrea, Estonia, Ethiopia, Fiji, Finland, France, Gambia, The, Georgia, Germany, Ghana, Greece, Guatemala, Guinea, Guyana, Honduras, Hong Kong, Hungary, Iceland, India, Indonesia, Iran, Ireland, Israel, Italy, Ivory Coast, Japan, Jordan, Kazakhstan, Kenya, Korea, Republic of, Kuwait, Kyrgyzstan, Laos, Latvia, Lebanon, Liberia, Liechtenstein, Lithuania, Luxembourg, Macau, Madagascar, Malaysia, Mali, Malta, Mauritania, Mauritius, Mexico, Mongolia, Morocco, Mozambique, Myanmar, Namibia, Netherlands, New Caledonia, New Zealand, Nicaragua, Niger, Nigeria, Norway, Pakistan, Panama, Papua New Guinea, Paraguay, Peru, Philippines, Poland, Portugal, Puerto Rico, Romania, Russian Federation, Rwanda, San Marino, Saudi Arabia, Senegal, Serbia, Sierra Leone, Singapore, Slovakia, Slovenia, Solomon Islands, Somaliland, South Africa, Spain, Sudan, Suriname, Swaziland, Sweden, Switzerland, Taiwan, Tajikistan, Tanzania, Thailand, Togo, Trinidad and Tobago, Tunisia, Turkey, Uganda, Ukraine, United Arab Emirates, United Kingdom of Great Britain and Northern Ireland, United States of America, Uruguay, Uzbekistan, Venezuela, Vietnam, Zambia, and Zimbabwe