UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
Specialized Disclosure Report
BT Group plc
(Exact name of registrant as specified in its charter)
| England and Wales | 1-08819 | Not applicable | ||
| (State or other jurisdiction of incorporation or organization) |
Commission File Number) |
(IRS Employer Identification No.) |
BT Centre, 81 Newgate Street,
London EC1A 7AJ England
(Address of principal executive offices)
(Zip Code)
Linda Bruce-Watt, Corporate Counsel +44 779 030 1427
(Name and telephone number, including area code, of the person to contact in connection with this report.)
Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:
| ☒ | Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2017. |
BT Group plc Form SD for the reporting period January 1 to December 31, 2017
Please refer to Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD for definitions to the terms used in this Form SD, unless otherwise defined herein. References to “we”, “us” and “our” are to BT Group plc.
Section 1 – Conflict Minerals Disclosure
| Item 1.01 | Conflict Minerals Disclosure and Report |
We have determined that we either manufacture or contract to manufacture certain products for whose functionality or production minerals deemed to be “conflict minerals” under Rule 13p-1 and Form SD are necessary. Consequently, we conducted in good faith a reasonable country of origin inquiry regarding those conflict minerals that is reasonably designed to determine whether any of the conflict minerals originated in the Democratic Republic of the Congo or an adjoining country or are from recycled or scrap sources.
On the basis of this reasonable country of origin inquiry, while we have no reason to believe that the necessary conflict minerals (i) may have originated in the Democratic Republic of the Congo or an adjoining country or (ii) may not be from recycled or scrap sources, we were not able to determine definitively that the conflict minerals either (x) did or did not originate in the Democratic Republic of the Congo or an adjoining country or (y) did in fact come from recycled or scrap sources. Consequently, we are filing a Conflict Minerals Report, attached hereto as exhibit 1.01, and this Report is also available on our website at:
https://www.btplc.com/Purposefulbusiness/Ourapproach/Ourpolicies/index.htm
| Item 1.02 | Exhibits |
See Section 2 below for the Conflict Minerals Report as required by Item 1.01.
Section 2 – Exhibits
| Item 2.01 | Exhibits |
The following exhibit is filed as part of this Form SD:
Exhibit 1.01 – Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the duly authorized undersigned.
| BT Group plc | ||
| /s/ Simon Lowth | ||
| Name: | Simon Lowth | |
| Title: | Chief Financial Officer | |
Date: May 24, 2018
Exhibit 1.01
Conflict Minerals Report of BT Group plc in accord with Rule 13p-1 under the Securities Exchange Act of 1934
Due Diligence
Below we describe the measures we have taken to exercise due diligence on the source and chain of custody of the conflict minerals necessary to the function or production of the products we manufacture or contract to manufacture, as the case may be.
We issued to relevant suppliers a country of origin questionnaire, which is based upon that created by the globally recognised Responsible Minerals Initiative (formerly CFSI) to which BT became a member late 2017. This questionnaire forms the primary element of our due diligence process and was issued to all of our first level suppliers of ‘in-scope’ products (as described below under “Products”). Our updated global Conflict Minerals Policy is available to our suppliers and to all stakeholders via our website.
We contacted 86 in-scope suppliers (those suppliers whose supply chains may potentially involve conflict minerals) and had an 83% supplier response rate to our country of origin questionnaire. Our procurement and compliance teams analysed the responses and found that:
| • | 23% were able to say their product was conflict free; |
| • | 22% did not use metals in the product; and |
| • | 42% had received responses from over 75% of their suppliers. |
Where supplier responses identified smelters, we checked the names of smelters against the RMI’s list of Conformant Smelters & Refiners.
Overall, our analysis suggests an improvement in the due diligence processes that our suppliers have implemented. For example, more detailed policies are published externally on our suppliers’ websites.
We have a specific conflict minerals clause which we include in contracts with suppliers who manufacture BT branded products that helps us comply with our obligations under the Dodd-Frank Act. Our central procurement and compliance teams are available to support both buyers and suppliers.
Democratic Republic of the Congo Conflict Status
On the basis of our due diligence measures described above, we were not able to determine definitively that the necessary conflict minerals either (x) did or did not originate in the Democratic Republic of the Congo (DRC) or an adjoining country or (y) did in fact come from recycled or scrap sources. Accordingly, we have concluded that, for calendar year 2017, the products manufactured by us or contracted by us to be manufactured are DRC conflict undeterminable.
Products
Under the Rules, we are required to make a determination where the conflict minerals may be found in products which we manufacture or ‘contract to manufacture’. Against this requirement, we reviewed last year’s in scope products and considered any new additions to the BT product portfolio. The below list is not an exhaustive list of these products. It details our primary categories, with some of the relevant products within those categories.
Products manufactured by BT or its subsidiaries:
| • | BT Cable products – BT Cables Limited, a wholly owned subsidiary of British Telecommunications plc manufactures copper cables to a global customer base. The cables are primarily for communications and railway use. |
BT branded products (contracted to manufacture):
| • | BT’s broadband gateways, set top boxes, High Street Devices (such as DECT phones, Baby Monitors etc). |
| • | Plusnet branded products - Plusnet is a wholly owned subsidiary of British Telecommunications plc, The Plusnet branded modem and set top box are in our scope for ‘contracted to manufacture’ products this year. |
| • | Openreach branded modem - Openreach is is a wholly owned subsidiary of British Telecommunications plc. The suppliers involved with the modem flagged all four metals as included in this product. |
| • | BT Unified Trading – BT’s Netrix series of trading desks - BT Unified Trading provides communications to and within the financial services markets. IPtrade products - driven turret devices centralise voice, data, and video in a single solution. |
We continue to assess our ‘in-scope’ list, in support of the principles of the conflict minerals legislation. As described under “Due Diligence” above, in our due diligence procedures we have sought to determine the source of the conflict minerals to the extent reasonably practicable, particularly given the attenuated nature of our location in the supply chain relative to the initial sourcing of the conflict minerals.
Mitigating Steps
To mitigate the risk of 3TG (tin, tantalum, tungsten and gold) metals from conflict affected areas being present in our products and supply chain, and in order to improve our due diligence processes, we intend to take the following steps in calendar year 2018. We will:
| • | Continue to work closely with our suppliers, supporting them in their own efforts to determine the origin of the necessary conflict minerals; |
| • | Review and continue to build on our training and guidance for our licensed buyers who deal with suppliers of ‘in-scope products’; and |
| • | Utilise our RMI membership to benchmark our processes and to keep abreast of developments and enhancements. |
No independent private sector audit of this Conflict Minerals Report was required or performed for the calendar year ended December 31, 2017.