EX-1.01 2 ndsn-ex101_6.htm EX-1.01 ndsn-ex101_6.htm

 

Exhibit 1.01

Conflict Minerals Report of Nordson Corporation

For The Year Ended December 31, 2015

 

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 30 countries. Our principal manufacturing facilities are located in the United States, the People’s Republic of China, Germany, India, 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.  

 

Reasonable Country of Origin Inquiry

 

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.  

 

External Communications and Supply Chain Engagement.

 

Our customers can access our conflict minerals statement on our 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 Conflict-Free Sourcing Initiative (CFSI), 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 2015 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 suppliers that we believed provided materials or components containing conflict minerals.  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.

 

Suppliers were encouraged 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 suppliers representing approximately 92% of our total direct material spend. For this group of suppliers, we had a 90% 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.

 

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 Organisation for Economic Co-operation and Development (OECD) Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas.

 



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 CFSI, of which we became a member in 2015. 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 CFSI, the Conflict-Free Smelter Program (CFSP) 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.

 

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 CFSP 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 2015. All smelters or refiners identified as sourcing from the Democratic Republic of the Congo or an adjoining country were found to be compliant with the relevant CFSP assessment protocol or other accepted industry assessment program.



Smelter and Refiner Disclosures

 

Schedule 1 lists the CFSI verified smelters and refiners identified by collection of supplier conflict mineral reporting templates where souring 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 CFSI.

 

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.

 

·

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

 

·

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

 

·

Direct suppliers to the CFSI organization for information.

 

 



Schedule 1

 

Metal

Standard Smelter Name

Country

ID

Gold

Accurate Refining Group

UNITED STATES

CID001754

Gold

Advanced Chemical Company

UNITED STATES

CID000015

Gold

Aktyubinsk Copper Company TOO

KAZAKHSTAN

CID000028

Gold

Al Etihad Gold Refinery DMCC

UNITED ARAB EMIRATES

CID002560

Gold

Almalyk Mining and Metallurgical Complex (AMMC)

UZBEKISTAN

CID000041

Gold

AURA-II

UNITED STATES

CID002851

Gold

Caridad

MEXICO

CID000180

Gold

Cendres & M

SWITZERLAND

CID000189

Gold

Chugai Mining

JAPAN

CID000264

Gold

Daejin Indus Co., Ltd.

KOREA, REPUBLIC OF

CID000328

Gold

Daye Non-Ferrous Metals Mining Ltd.

CHINA

CID000343

Gold

DSC (Do Sung Corporation)

KOREA, REPUBLIC OF

CID000359

Gold

Emirates Gold DMCC

UNITED ARAB EMIRATES

CID002561

Gold

Faggi Enrico S.p.A.

ITALY

CID002355

Gold

Fidelity Printers and Refiners Ltd.

ZIMBABWE

CID002515

Gold

Gansu Seemine Material Hi-Tech Co Ltd

CHINA

CID000522

Gold

Geib Refining Corporation

UNITED STATES

CID002459

Gold

Great Wall Gold & Silver Refinery

CHINA

CID001909

Gold

Guangdong Jinding Gold Limited

Australia

CID002312

Gold

Guoda Safina High-Tech Environmental Refinery Co., Ltd.

CHINA

CID000651

Gold

Hangzhou Fuchunjiang Smelting Co., Ltd.

CHINA

CID000671

Gold

Hunan Chenzhou Mining Co., Ltd.

CHINA

CID000767

Gold

Hwasung CJ Co. Ltd

KOREA, REPUBLIC OF

CID000778

Gold

Inner Mongolia Qiankun Gold and Silver Refinery Share Co., Ltd.

CHINA

CID000801

Gold

Kaloti Precious Metals

UNITED ARAB EMIRATES

CID002563

Gold

Kazakhmys Smelting LLC

KAZAKHSTAN

CID000956

Gold

KGHM Polska Miedź Spółka Akcyjna

POLAND

CID002511

Gold

Korea Metal

KOREA, REPUBLIC OF

CID000988

Gold

Korea Zinc Co. Ltd.

KOREA, REPUBLIC OF

CID002605

Gold

Kyrgyzaltyn JSC

KYRGYZSTAN

CID001029

Gold

Lingbao City Tong Hui Jing Ye limited liability company

CHINA

CID001056

Gold

Lingbao Jinyuan tonghu

CHINA

CID001058

Gold

Luo Yang ZIJIN YINHUI Gold Smelting Co., Ltd.

CHINA

CID001093

Gold

Metalor Technologies (Suzhou) Ltd.

CHINA

CID001147

Gold

Morris and Watson

NEW ZEALAND

CID002282

Gold

Navoi Mining and Metallurgical Combinat

UZBEKISTAN

CID001236


Metal

Standard Smelter Name

Country

ID

Gold

Penglai Penggang Gold Industry Co Ltd

CHINA

CID001362

Gold

Remondis Argentia B.V.

NETHERLANDS

CID002582

Gold

SAAMP

FRANCE

CID002761

Gold

Sabin Metal Corp.

UNITED STATES

CID001546

Gold

SAFINA A.S.

CZECH REPUBLIC

CID002290

Gold

Samduck Precious Metals

KOREA, REPUBLIC OF

CID001555

Gold

SAMWON Metals Corp.

KOREA, REPUBLIC OF

CID001562

Gold

SAXONIA Edelmetalle GmbH

GERMANY

CID002777

Gold

Shandong Tiancheng Biological Gold Industrial Co. Ltd.

CHINA

CID001619

Gold

Sudan Gold Refinery

SUDAN

CID002567

Gold

Tongling Nonferrous Metals Group

CHINA

CID001947

Gold

Tony Goetz NV

BELGIUM

CID002587

Gold

Torecom

KOREA, REPUBLIC OF

CID001955

Gold

WIELAND Edelmetalle GmbH

GERMANY

CID002778

Gold

Yunnan Copper Industry Co., Ltd.

CHINA

CID000197

Tantalum

Avon Specialty Metals Ltd.

UNITED KINGDOM

CID002705

Tantalum

E.S.R. Electronics

UNITED STATES

CID002590

Tantalum

Jiangxi Tuohong New Raw Material

CHINA

CID002842

Tantalum

Phoenix Metal Ltd

RWANDA

CID002507

Tin

An Thai Minerals Company Limited

VIETNAM

CID002825

Tin

An Vinh Joint Stock Mineral Processing Company

VIETNAM

CID002703

Tin

Chenzhou Yunxiang Mining Smelting Compang LTD

CHINA

CID000228

Tin

CNMC (Guangxi) PGMA Co., Ltd.

CHINA

CID000278

Tin

CV Dua Sekawan

INDONESIA

CID002592

Tin

CV Tiga Sekawan

INDONESIA

CID002593

Tin

Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company

VIETNAM

CID002572

Tin

Estanho de Rond

BRAZIL

CID000448

Tin

Gejiu Fengming Metalurgy Chemical Plant

CHINA

CID002848

Tin

Gejiu Jinye Mineral Company

CHINA

CID002859

Tin

Gejiu Kai Meng Industry and Trade LLC

CHINA

CID000942

Tin

Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.

CHINA

CID001908

Tin

Gejiu Zi-Li

CHINA

CID000555

Tin

Guanyang Guida Nonferrous Metal Smelting Plant

CHINA

CID002849

Tin

HuiChang Hill Tin Industry Co., Ltd.

CHINA

CID002844

Tin

Huichang Jinshunda Tin Co. Ltd

CHINA

CID000760

Tin

Linwu Xianggui Ore Smelting Co., Ltd.

CHINA

CID001063

Tin

Nankang Nanshan Tin Manufactory Co., Ltd.

CHINA

CID001231

Tin

Nghe Tinh Non-Ferrous Metals Joint Stock Company

VIETNAM

CID002573

Tin

PT Alam Lestari Kencana

INDONESIA

CID001393

Tin

PT Bangka Kudai Tin

INDONESIA

CID001409


Metal

Standard Smelter Name

Country

ID

Tin

PT Bangka Timah Utama Sejahtera

INDONESIA

CID001416

Tin

PT Fang Di MulTindo

INDONESIA

CID001442

Tin

PT Karimun Mining

INDONESIA

CID001448

Tin

PT Kijang Jaya Mandiri

INDONESIA

CID002829

Tin

PT Pelat Timah Nusantara Tbk

INDONESIA

CID001486

Tin

PT Seirama Tin Investment

INDONESIA

CID001466

Tin

PT Tirus Putra Mandiri

INDONESIA

CID002478

Tin

Tuyen Quang Non-Ferrous Metals Joint Stock Company

VIETNAM

CID002574

Tin

Yunnan Chengfeng Non-ferrous Metals Co., Ltd.

CHINA

CID002158

Tungsten

ACL Metais Eireli

BRAZIL

CID002833

Tungsten

Ganxian Shirui New Material Co., Ltd.

CHINA

CID002531

Tungsten

Hunan Chuangda Vanadium Tungsten Co., Ltd. Wuji

CHINA

CID002579

Tungsten

Jiangxi Dayu Longxintai Tungsten Co., Ltd.

CHINA

CID002647

Tungsten

Jiangxi Minmetals Gao'an Non-ferrous Metals Co., Ltd.

CHINA

CID002313

Tungsten

Moliren Ltd

RUSSIAN FEDERATION

CID002845

Tungsten

Philippine Chuangin Industrial Co., Inc.

PHILIPPINES

CID002827

Tungsten

Woltech Korea Co., Ltd.

KOREA, REPUBLIC OF

CID002843

 



Schedule 2

 

Angola, Argentina, Australia, Austria, Belgium, Bolivia, Brazil, Burundi, Cambodia, Canada, Central African Republic, Chile, China, Colombia, Côte D'Ivoire, Czech Republic, Djibouti, Ecuador, Egypt, Estonia, Ethiopia, France, Germany, Guyana, Hungary, India, Indonesia, Ireland, Israel, Japan, Kazakhstan, Kenya, Laos, Luxembourg, Madagascar, Malaysia, Mongolia, Mozambique, Myanmar, Namibia, Netherlands, Nigeria, Peru, Portugal, Republic of Congo, Russia, Rwanda, Sierra Leone, Singapore, Slovakia, South Africa, South Korea, South Sudan, Spain, Suriname, Switzerland, Taiwan, Tanzania, Thailand, The Democratic Republic of Congo (DRC), Uganda, United Kingdom, United States of America, Vietnam, Zambia, and Zimbabwe