dspg20190528_sd.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM SD

SPECIALIZED DISCLOSURE REPORT

 

 

DSP GROUP, INC.

(Exact name of registrant as specified in its charter)

 

Delaware  001-35256     

94-2683643

(State or other jurisdiction of

   
incorporation or organization) (Commission file number) (IRS Employer Identification No.)

 

 

 

2055 Gateway Place, Suite 480, San Jose, California 95110
(Address of principal executive offices)  (Zip Code)

 

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, 2018 to December 31, 2018.

 

Section 1 – Conflict Minerals Disclosure

 

Item 1.01 Conflict Minerals Disclosure and Report

 

Conflict Minerals Disclosure

 

As required by Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and the requirements of Form SD, a copy of the Conflict Minerals Report of DSP Group, Inc. (the “Company”) for reporting period January 1, 2018 to December 31, 2018 is provided as Exhibit 1.01 to this Form SD and is publicly available in the governance section of the Investor Relations page of the Company’s website at: http://ir.dspg.com/phoenix.zhtml?c=101665&p=irol-govhighlights. The information contained on the Company’s website is not incorporated by reference into this Form SD or the Conflict Minerals Report and should not be considered to be part of this Form SD or the Conflict Minerals Report.

 

Further to the applicability examination that is described below in the Conflict Minerals Report, the products that the Company contracted to manufacture during 2018 contained a certain amount of tin, tantalum, tungsten and Gold as part of the product functionality requirements.

 

 

 

 

Item 1.02 Exhibit

 

A copy of the Company's Conflict Minerals Report is provided as Exhibit 1.01 to this Form SD.

 

Section 2 - Exhibits

 

Item 2.01 Exhibits

 

Exhibit 1.01 - Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD.

 

2

 

 

SIGNATURE

 

 

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.

 

 

 

 

 

 

DSP GROUP, INC.

     

Date: May 30, 2019

 

 

     

 

By:

/s/ Dror Levy

     

 

 

Dror Levy

 

Chief Financial Officer and Secretary

 

3

 

 

 

 

ex_146004.htm

Exhibit 1.01

 

 

DSP Group, Inc.

 

Conflict Minerals Report

 

For The Year Ended December 31, 2018

 

 

Overview

 

This report has been prepared by DSP Group, Inc. (the “Company” or “DSP Group”) pursuant to Rule 13p-1 (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended. As permitted by the Rule, this report has not been subject to an independent private sector audit. DSP Group’s Conflict Minerals program and process are aimed at enabling safe sourcing so as to enhance the observance of human rights without eliminating sourcing from the DRC and Covered Countries. The implementation of our Conflict Minerals program is conducted through the expectations of our suppliers outlined in our Conflict Minerals Policy, which is available at the following link, and we conducted due diligence on the chain of custody of the Conflict Minerals in accordance with the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas.

 

Applicability of the Conflict Minerals Rule to the Company

 

The Rule requires disclosure of certain information when a company manufactures or contracts to manufacture products for which the minerals specified in the Rule are necessary to the functionality or production of those products. The specified minerals are gold, columbite-tantalite (coltan), cassiterite and wolframite, including their derivatives, which are limited to tantalum, tin and tungsten (the “Conflict Minerals”). The “Covered Countries” for purposes of the Rule are the Democratic Republic of the Congo, the Republic of the Congo, the Central African Republic, South Sudan, Uganda, Rwanda, Burundi, Tanzania, Zambia and Angola. As per the rule, if a company has a reason to believe the minerals originated from the Covered Countries it should perform supply chain due diligence.

 

The Company is a global leader in wireless and audio chipsets for a wide range of smart-enabled devices. Delivering semiconductor system solutions with software and hardware reference designs, the Company enables original equipment manufacturers (OEMs), original design manufacturers (ODMs), consumer electronics (CE) manufacturers and service providers to cost-effectively develop new products with fast time to market. At the forefront of semiconductor, communication-related innovation and operational excellence for over three decades, the Company provides a broad portfolio of wireless chipsets integrating industry leading standards, including DECT/CAT-iq, ULE, Wi-Fi, PSTN, HDClear™, video and Unified Communications technologies. The Company is a leader in high performance low-power integrated circuits (ICs) for audio and voice signal processing applications. The Company enables converged voice, audio, video and data connectivity across diverse mobile, consumer and enterprise products – from mobile phones, IoT and wearable devices, connected multimedia screens and home automation and security to cordless phones, Unified Communications systems and home gateways. Leveraging industry-leading experience, expertise and patent portfolio, the Company partners with leading CE manufacturers and service providers to reshape the future of converged communications at home, office and mobile on the go devices.

 

1

 

 

The Company sells its products through distributors and directly to OEMs and ODMs, which incorporate its products into consumer products for the worldwide residential and wireless communications markets, and enterprise products for the worldwide office communications market.

 

The performance and functionality requirements imposed by the Company’s products (collectively, the “Subject Products”) require the use of advanced or sensitive materials that include a certain amount of tin, tantalum, tungsten and gold (“3TG”).

 

Supply Chain Overview

 

The Company conducted an analysis of whether the Conflict Minerals are necessary to the functionality or production of our products, and found that a certain amount of 3TG is necessary to the functionality or production of the Subject Products. However, the Company is a fabless company and does not manufacture any products. Therefore, it does not purchase any 3TG for the components within the Subject Products directly from mines, smelters or refiners. Rather, the Company contracts with various semiconductor manufacturers to manufacture its products, and they acquire the components necessary for the manufacture of the Subject Products from suppliers. The Company must therefore rely on its direct suppliers (which include its manufacturers) to provide information regarding the origins of the 3TG. The Company has relationships only with its direct suppliers but there are generally multiple tiers between the 3TG mines and its direct suppliers. Therefore, the Company relies on its direct suppliers to work with their downstream suppliers so that they may provide the Company with accurate information regarding the origins of the 3TG in the Subject Products. The Company requires its direct suppliers to provide it with the necessary 3TG information according to the Company's Conflict Minerals Policy, which is available at the following link.

 

Reasonable Country of Origin Inquiry

 

Our reasonable country of origin inquiry (“RCOI”) efforts are an integral part of the Company’s due diligence process. The purpose of this phase is to determine whether the Conflict Minerals that are necessary to the functionality or production of our products originate from the DRC and/or Covered Countries and whether it is possible to assign them a "conflict-free" designation as per the Responsible Minerals Initiative's (RMI) Responsible Minerals Assurance Process (RMAP) for smelters and refiners of Conflict Minerals. The Company identified the relevant direct suppliers for the RCOI process based on a list that was prepared by the Company’s production planning group. An additional review was performed by the engineering and purchasing team along with the Company’s Corporate Vice President of Operations. The total number of suppliers was nine, which was then segmented into the following categories according to the type of material each supplier provides: Fab (three suppliers), Assembly and Bumping (four suppliers), Modules (one supplier), and Other (one supplier). The nine suppliers on the list were examined by the engineering and purchasing teams to determine if they provide components that contain Conflict Minerals. The result of the investigation was that all nine suppliers provide components that contain, to some extent, Conflict Minerals. In total, the Company estimates that it has 255 SORs in its supply chain for the sourcing of the necessary Conflict Minerals, as indicated in Annex 1 of this report.

 

2

 

 

Because only nine direct suppliers were identified by the Company as in-scope vendors for Conflict Mineral regulatory purposes, the Company contacted all of those direct suppliers (such direct suppliers are collectively referred to herein as the “Surveyed Suppliers”).

 

The Company requested that all Surveyed Suppliers provide information regarding the origins of the 3TG and identified smelters and refiners using the most current template developed by the Responsible Minerals Initiative (RMI), formerly the Conflict Free Sourcing Initiative (CFSI), known as the Conflict Minerals Reporting Template (the “CMRT”), revision up to version 5.11 or higher, and, at a minimum, version 5.01. The Company believes that requesting the Surveyed Suppliers to complete the latest version of the CMRT represents its reasonable and best efforts to determine the mines and/or locations of origin of 3TG in its supply chain. As part of our annual meeting with our suppliers, we review their Conflict Minerals materials and endeavor to educate them on best practices for conducting a supply chain inquiry based on our expectations and in line with the OECD Due Diligence Guidance.

 

The Company’s supplier engagement process included solicitation of survey responses from all Surveyed Suppliers and an assessment of such suppliers’ responses, including the identification of inconsistent, incomplete or inaccurate responses. The Company received completed CMRTs from all Surveyed Suppliers and the response rate from all Surveyed Suppliers was 100%. In addition, we performed a supplier follow up, including an analysis of their submission compared to our expectations. We also compared suppliers’ responses against the list of facilities that received a "conflict-free" designation by the RMI's RMAP program for swelters or refiners (“SORs”) and the documented Country of Origin information for the SORs reported therein.

 

According to the findings of the RCOI and conclusion of our RCOI efforts, the Company conducted due diligence activities and detailed its findings in this Conflict Minerals Report. It should be noted that there is an overlap between the due diligence efforts and the RCOI results.

 

Design of Due Diligence

 

The Company’s due diligence measures have been designed to conform, in all material respects, with the due diligence framework presented by The Organization for Economic Co-operation and Development (“OECD”) in the publication OECD (2016) Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas: Third Edition, OECD Publishing and the related supplements for 3TG. In accordance with the OECD Due Diligence Guidance, DSP Group believes that it constitutes a "downstream" company in that DSP Group or its suppliers purchase 3TG-related materials following initial processing by SORs.

 

3

 

 

Due Diligence Performed

 

Pursuant to the Rule, the Company performed due diligence on the source and origins of the 3TG in the Subject Products.

 

The due diligence measures the Company performed are presented below in accordance with the five-step framework established by the OECD.

 

Step 1. Establish Strong Company Management Systems

 

Conflict Minerals Policy

 

The Company has adopted a Conflict Minerals Policy related to its sourcing of Conflicts Minerals. The Company believes that its commitment to integrity and citizenship extends to its worldwide supply base. As part of the Company’s Code of Business Conduct and Ethics, The Company is committed to sourcing its products responsibly, and it expects its direct suppliers to source materials from responsible suppliers. The Company has communicated its policy and due diligence efforts to its suppliers and employees. The Company bases its due diligence efforts on the RMI's list of conformant and active SORs that are identified through the body's RMAP audit program to improve the traceability of minerals and to ensure responsible sourcing. As mentioned in our policy, while working with the Surveyed Suppliers, and when the Company believes it is necessary, the Company asks those direct suppliers to provide reasonable proof of the due diligence performed in order to support the country of origin certification and any other information provided by those direct suppliers.

 

The Company’s Conflict Minerals Policy is publically available in the governance section of the Investor Relations page of the Company’s website at: http://ir.dspg.com/phoenix.zhtml?c=101665&p=irol-govhighlights. The Company endeavors to regularly communicate the substance of the policy to its relevant direct suppliers and employees.

 

Internal Team

 

The Company has established a management system to support supply chain due diligence related to the 3TG. The Company’s management system includes an executive steering committee sponsored by the senior responsible executive and a team of subject matter experts from functions such as supplier management, engineering, finance and law. The team of subject matter experts is responsible for implementing the Company’s conflict minerals compliance strategy and is led by the Corporate Vice President of Operations.

 

4

 

 

Control Systems

 

Controls include a company-wide Code of Business Conduct and Ethics that outlines expected behaviors for all of the Company’s employees in a number of subject areas, including the Company’s relationships with its direct suppliers.

 

In addition, the Company has adopted the RMI's reporting template, i.e. the CMRT according to the most recent version, 5.11, and utilizes a systematic management tool for tracking and cataloguing direct suppliers’ responses.

 

Maintain Records

 

The Company has adopted a process to maintain business records relating to 3TG due diligence, including retention of records of the Company’s due diligence processes, findings and resulting decisions for a period of at least 5 years.

 

Supplier Engagement

 

The Company’s supplier engagement team conducts meetings to discuss best practices among its direct suppliers. The Company also requires its direct suppliers to provide it with the necessary 3TG information. The Company holds annual meetings with suppliers, during which we review their Conflict Minerals materials and endeavor to educate them on best practices for conducting a supply chain inquiry, thereby endeavoring to help facilitate capacity building and partnerships with these suppliers.

 

In addition, the Company annually sends out a supplier communication letter that explains the expectations from our suppliers regarding provision of information on the sourcing and chain of custody of the Conflict Minerals, including definitions and links to relevant materials in order to support the suppliers in their due diligence efforts.

 

Grievance Mechanism

 

The Company has processes in place to listen to and act on concerns expressed by employees, suppliers and other stakeholders regarding possible improper or unethical business practices or violations of the Company’s stated policies. The Company’s Conflict Minerals policy includes a grievance and reporting mechanism to enable concerns and violations of the stated policy to be reported to the Chairman of Company’s Board of Directors or the Company’s Chief Financial Officer.

 

5

 

 

Step 2. Identify and Assess Risks in the Supply Chain

 

The Company identified nine suppliers whose products may contain 3TG.

 

The Company conducted a supply chain survey using the last revision of the CMRT (5.11). The Company reviewed all of the Surveyed Suppliers’ responses and compared them against common criteria such as completeness, accuracy and consistency to determine whether further engagement was necessary. Some responses included incomplete responses as well as inconsistencies and inaccuracies within the data reported by those direct suppliers. In such cases, the Company worked directly with the Surveyed Suppliers in an effort to secure revised responses. The Company performed a comparison of smelters and refiners identified by the supply chain survey against the list of facilities that received a "conflict-free" designation by RMI’s RMAP. Through this process, the Company has identified, to the best of its efforts, the smelters/refiners in its supply chain and country of origin information for the smelters and refiners identified by the supply chain survey.

 

Part of the Company’s findings were that all of the Surveyed Suppliers have adopted a conflict minerals policy and have implemented due diligence measures for conflict-free sourcing.

 

Step 3. Design and Implement a Strategy to Respond to Identified Risks

 

Due diligence within the Company is an on-going process and the Company continuously works to improve its due diligence processes with respect to 3TG and minerals originating in conflict-affected areas. Below is a non-exhaustive list of implementation steps:

 

 

The Company maintains a risk management plan to respond to identified risks. As part of the plan, and in order to ensure responsible sourcing throughout its supply chain, we require our suppliers to identify all SORs in their supply chain by name, provide RMI-approved company identification numbers for the SORs and to provide an updated CMRT, which, at minimum, is according to the RMI CMRT version 5.01, containing their company’s response.

 

 

The Company engages in regular and ongoing risk assessment activities, largely relying on direct suppliers’ annual data submissions, as well as, where appropriate, targeted follow-up activities, such as (i) contacting direct suppliers whose responses were identified as incomplete, inconsistent or inaccurate, (ii) escalating non-responsive direct suppliers to higher level executives within the Company, (iii) comparing smelters/refiners identified by the supply chain survey against the list of facilities that have received a “conflict-free” designation as per the RMI's RMAP list of conformant and active SORs and (iv) for those smelters that have not received a “conflict-free” designation as per the RMI, the Company requests that they provide a risk mitigation plan.

 

 

In cases where the Company finds uncertified smelters in its suppliers’ responses, it follows up with the supplier, asking for further clarifications or corrective action plans.

 

 

The Company has established procedures for employees, stockholders, direct suppliers, and customers to communicate concerns about the Company’s policies.

 

 

Senior management is briefed about the Company’s due diligence efforts. Senior management includes, among others: CEO, CFO and Corporate VP of Operations.

 

As of 2018, the Company has begun also surveying relevant suppliers that provide us with other minerals from conflict-affected regions, such as for Cobalt. As of the publication of this report, we are still working to improve our responsible cobalt sourcing efforts.

 

6

 

 

Step 4. Carry Out Independent Third-Party Audit of Smelter/Refiner’s Due Diligence Practices

 

The Company does not manufacture any products and is a downstream consumer of 3TG. The Company does not directly purchase 3TG from smelters or refiners and is many steps removed from smelters and refiners who provide minerals and ores. The Company’s due diligence efforts rely on freely available information received by cross-industry initiatives such as those led by the RMI, including the RMAP audit program, to perform validation checks of its smelter or refiner list.

 

Step 5. Report Annually on Supply Chain Due Diligence

 

This Conflict Minerals Report constitutes the Company’s annual report on its Conflicts Minerals due diligence, is publicly available in the governance section of the Investor Relations page of the Company’s website at: http://ir.dspg.com/phoenix.zhtml?c=101665&p=irol-govhighlights and is filed with the U.S. Securities and Exchange Commission.

 

Results of Assessment

 

The Company surveyed all of its direct suppliers, which amounted to nine suppliers in total. Those suppliers are referred to as Surveyed Suppliers in this Conflict Minerals Report. The survey response rate among the Surveyed Suppliers was 100%.

 

Based on information from the Surveyed Suppliers pursuant to the due diligence inquiry, below are the countries of origin of the 3TG in the Subject Products:

 

Conflict Mineral

Country of Origin may include the following

Gold

Andorra, Australia, Austria, Belgium, Brazil, Canada, Chile, China, France, Germany, India, Indonesia, Italy, Japan, Kazakhstan, Mexico, Netherlands, Philippines, Russian Federation, Singapore, South Africa, Spain, Sweden, Switzerland, Taiwan (Province of China), Thailand, Turkey, United Arab Emirates, United States of America, Uzbekistan

Tantalum

Brazil, China, Estonia, Germany, India, Japan, Kazakhstan, The Former Yugoslav Republic of Macedonia, Mexico, Russian Federation, Thailand, United States of America

Tin

Belgium, Plurinational State of Bolivia, Brazil, China, Indonesia, Japan, Malaysia, Peru, Philippines, Poland, Spain, Taiwan (Province of China), Thailand, United States of America

Tungsten

Austria, Brazil, China, Germany, Japan, Republic of Korea, Philippines, Russian Federation, United States of America, Viet Nam

 

 

In addition, the list of smelters and refiners identified by the Surveyed Suppliers as part of the Company’s due diligence process can be found in the attached Annex 1.

 

The Company does not gather information from the Surveyed Suppliers on a continuous, real-time basis. The Company can only provide reasonable, not absolute, assurance regarding the source and chain of custody of the necessary Conflict Minerals, since the information comes from direct and secondary suppliers and independent third party audit programs.

 

7

 

 

Further Risk Mitigation Efforts

 

The Company will continue to communicate its expectations and information requirements to its direct suppliers. The Company will also continue to monitor changes in circumstances that may impact future determinations regarding the sourcing of 3TG from the Covered Countries, as per the specifications of the Rule, in its supply chain. The Company will continue to make inquiries with its direct suppliers and undertake additional risk assessments when potentially relevant changes in facts or circumstances are identified. The Company expects its direct suppliers to take similar measures with their suppliers to ensure alignment throughout the supply chain.

 

Subject to the Rule, the Company intends or considers taking the following steps to improve its due diligence efforts:

 

 

Continue to require direct suppliers to provide the Company with the necessary 3TG information.

 

 

In the event that any of the Company’s direct suppliers are found to provide the Company with Subject Products containing 3TG from sources that are not in compliance with independent third party audit programs, such as the RMI, the Company will continue to follow up with them asking for further clarification or corrective action plans.

 

 

Continue to implement the Company's Conflict Minerals Policy to the best of the Company’s abilities, namely through the methods of communication on the Company’s Conflict Minerals Policy to stakeholders and suppliers.

 

 

Continue to implement policies and management systems to support compliance with the Rule.

 

The Company has provided information as of the date of this report. Subsequent events, such as the inability or unwillingness of any direct suppliers, smelters or refiners to comply with the Company’s policy and inquiries, may affect the Company’s future determinations under Rule 13p-1.

 

 

Caution Concerning Forward-Looking Statements

 

 

Certain statements in this report may be “forward-looking” within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements concerning the additional steps that the Company intends to take to mitigate the risk that the 3TG used in the Subject Products finance or benefit armed groups. Words such as “intends,” “expects,” “plans,” “believes,” “estimates,” “anticipates,” and similar expressions are used to identify these forward-looking statements. Other examples of forward-looking statements include statements relating to our future plans, and any other statement that does not directly relate to any historical or current fact. Forward-looking statements are based on our current expectations and assumptions, which may not prove to be accurate. These statements are not guarantees and are subject to risks, uncertainties and changes in circumstances that are difficult to predict, including, without limitation, (1) the continued implementation of satisfactory traceability and other compliance measures by our direct and indirect suppliers on a timely basis, if at all, (2) the accuracy and reliability of the information the Company receives, and (3) political, legal and regulatory developments in the Covered Countries. Actual outcomes and results may differ materially from these forward-looking statements. As a result, these statements speak only as of the date they are made and we undertake no obligation to update or revise any forward-looking statement, except as required by federal securities laws.

 

 

8

 

 

Annex 1

 

The following smelters and refiners were reported by our direct suppliers as being in their supply chains.

 

Metal

 

Smelter Name

 

Smelter Country

 

Gold

Advanced Chemical Company

UNITED STATES OF AMERICA

Gold

Aida Chemical Industries Co., Ltd.

JAPAN

Gold

Al Etihad Gold LLC

UNITED ARAB EMIRATES

Gold

Allgemeine Gold-und Silberscheideanstalt A.G.

GERMANY

Gold

Almalyk Mining and Metallurgical Complex (AMMC)

UZBEKISTAN

Gold

AngloGold Ashanti Corrego do Sitio Mineracao

BRAZIL

Gold

Argor-Heraeus S.A.

SWITZERLAND

Gold

Asahi Pretec Corp.

JAPAN

Gold

Asahi Refining Canada Ltd.

CANADA

Gold

Asahi Refining USA Inc.

UNITED STATES OF AMERICA

Gold

Asaka Riken Co., Ltd.

JAPAN

Gold

AU Traders and Refiners

SOUTH AFRICA

Gold

Aurubis AG

GERMANY

Gold

Bangko Sentral ng Pilipinas (Central Bank of the Philippines)

PHILIPPINES

Gold

Boliden AB

SWEDEN

Gold

C. Hafner GmbH + Co. KG

GERMANY

Gold

CCR Refinery - Glencore Canada Corporation

CANADA

Gold

Cendres + Metaux S.A.

SWITZERLAND

Gold

Chimet S.p.A.

ITALY

 

9

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Gold

Daejin Indus Co., Ltd.

KOREA, REPUBLIC OF

Gold

DODUCO Contacts and Refining GmbH

GERMANY

Gold

Dowa

JAPAN

Gold

DSC (Do Sung Corporation)

KOREA, REPUBLIC OF

Gold

Eco-System Recycling Co., Ltd.

JAPAN

Gold

Emirates Gold DMCC

UNITED ARAB EMIRATES

Gold

Geib Refining Corporation

UNITED STATES OF AMERICA

Gold

Gold Refinery of Zijin Mining Group Co., Ltd.

CHINA

Gold

HeeSung Metal Ltd.

KOREA, REPUBLIC OF

Gold

Heimerle + Meule GmbH

GERMANY

Gold

Heraeus Metals Hong Kong Ltd.

CHINA

Gold

Heraeus Precious Metals GmbH & Co. KG

GERMANY

Gold

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

CHINA

Gold

Ishifuku Metal Industry Co., Ltd.

JAPAN

Gold

Istanbul Gold Refinery

TURKEY

Gold

Italpreziosi

ITALY

Gold

Japan Mint

JAPAN

Gold

Jiangxi Copper Co., Ltd.

CHINA

Gold

JSC Uralelectromed

RUSSIAN FEDERATION

Gold

JX Nippon Mining & Metals Co., Ltd.

JAPAN

Gold

Kazzinc

KAZAKHSTAN

Gold

Kennecott Utah Copper LLC

UNITED STATES OF AMERICA

 

10

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Gold

Kojima Chemicals Co., Ltd.

JAPAN

Gold

Korea Zinc Co., Ltd.

KOREA, REPUBLIC OF

Gold

Kyrgyzaltyn JSC

KYRGYZSTAN

Gold

L'Orfebre S.A.

ANDORRA

Gold

LS-NIKKO Copper Inc.

KOREA, REPUBLIC OF

Gold

Marsam Metals

BRAZIL

Gold

Materion

UNITED STATES OF AMERICA

Gold

Matsuda Sangyo Co., Ltd.

JAPAN

Gold

Metalor Technologies (Hong Kong) Ltd.

CHINA

Gold

Metalor Technologies (Singapore) Pte., Ltd.

SINGAPORE

Gold

Metalor Technologies (Suzhou) Ltd.

CHINA

Gold

Metalor Technologies S.A.

SWITZERLAND

Gold

Metalor USA Refining Corporation

UNITED STATES OF AMERICA

Gold

Metalurgica Met-Mex Penoles S.A. De C.V.

MEXICO

Gold

Mitsubishi Materials Corporation

JAPAN

Gold

Mitsui Mining and Smelting Co., Ltd.

JAPAN

Gold

MMTC-PAMP India Pvt., Ltd.

INDIA

Gold

Moscow Special Alloys Processing Plant

RUSSIAN FEDERATION

Gold

Nadir Metal Rafineri San. Ve Tic. A.S.

TURKEY

Gold

Nihon Material Co., Ltd.

JAPAN

 

11

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Gold

Ogussa Osterreichische Gold- und Silber-Scheideanstalt GmbH

AUSTRIA

Gold

Ohura Precious Metal Industry Co., Ltd.

JAPAN

Gold

OJSC "The Gulidov Krasnoyarsk Non-Ferrous Metals Plant" (OJSC Krastsvetmet)

RUSSIAN FEDERATION

Gold

OJSC Novosibirsk Refinery

RUSSIAN FEDERATION

Gold

PAMP S.A.

SWITZERLAND

Gold

Planta Recuperadora de Metales SpA

CHILE

Gold

Prioksky Plant of Non-Ferrous Metals

RUSSIAN FEDERATION

Gold

PT Aneka Tambang (Persero) Tbk

INDONESIA

Gold

PX Precinox S.A.

SWITZERLAND

Gold

Rand Refinery (Pty) Ltd.

SOUTH AFRICA

Gold

Remondis Argentia B.V.

NETHERLANDS

Gold

Royal Canadian Mint

CANADA

Gold

SAAMP

FRANCE

Gold

Safimet S.p.A

ITALY

Gold

Samduck Precious Metals*

KOREA, REPUBLIC OF

Gold

SAXONIA Edelmetalle GmbH

GERMANY

Gold

SEMPSA Joyeria Plateria S.A.

SPAIN

Gold

Shandong Zhaojin Gold & Silver Refinery Co., Ltd.

CHINA

Gold

Sichuan Tianze Precious Metals Co., Ltd.

CHINA

 

12

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Gold

Singway Technology Co., Ltd.

TAIWAN, PROVINCE OF CHINA

Gold

SOE Shyolkovsky Factory of Secondary Precious Metals

RUSSIAN FEDERATION

Gold

Solar Applied Materials Technology Corp.

TAIWAN, PROVINCE OF CHINA

Gold

Sumitomo Metal Mining Co., Ltd.

JAPAN

Gold

SungEel HiMetal Co., Ltd.

KOREA, REPUBLIC OF

Gold

T.C.A S.p.A

ITALY

Gold

Tanaka Kikinzoku Kogyo K.K.

JAPAN

Gold

The Refinery of Shandong Gold Mining Co., Ltd.

CHINA

Gold

Tokuriki Honten Co., Ltd.

JAPAN

Gold

Torecom

KOREA, REPUBLIC OF

Gold

Umicore Brasil Ltda.

BRAZIL

Gold

Umicore Precious Metals Thailand

THAILAND

Gold

Umicore S.A. Business Unit Precious Metals Refining

BELGIUM

Gold

United Precious Metal Refining, Inc.

UNITED STATES OF AMERICA

Gold

Valcambi S.A.

SWITZERLAND

Gold

Western Australian Mint (T/a The Perth Mint)

AUSTRALIA

Gold

WIELAND Edelmetalle GmbH

GERMANY

Gold

Yamakin Co., Ltd.

JAPAN

Gold

Yokohama Metal Co., Ltd.

JAPAN

 

13

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Gold

Zhongyuan Gold Smelter of Zhongjin Gold Corporation

CHINA

Gold

Republic Metals Corporation*

UNITED STATES OF AMERICA

Tantalum

Asaka Riken Co., Ltd.

JAPAN

Tantalum

Changsha South Tantalum Niobium Co., Ltd.

CHINA

Tantalum

D Block Metals, LLC

UNITED STATES OF AMERICA

Tantalum

Exotech Inc.

UNITED STATES OF AMERICA

Tantalum

F&X Electro-Materials Ltd.

CHINA

Tantalum

FIR Metals & Resource Ltd.

CHINA

Tantalum

Global Advanced Metals Aizu

JAPAN

Tantalum

Global Advanced Metals Boyertown

UNITED STATES OF AMERICA

Tantalum

Guangdong Rising Rare Metals-EO Materials Ltd.

CHINA

Tantalum

Guangdong Zhiyuan New Material Co., Ltd.

CHINA

Tantalum

H.C. Starck Co., Ltd.

THAILAND

Tantalum

H.C. Starck Hermsdorf GmbH

GERMANY

Tantalum

H.C. Starck Inc.

UNITED STATES OF AMERICA

Tantalum

H.C. Starck Ltd.

JAPAN

Tantalum

H.C. Starck Smelting GmbH & Co. KG

GERMANY

Tantalum

H.C. Starck Tantalum and Niobium GmbH

GERMANY

Tantalum

Hengyang King Xing Lifeng New Materials Co., Ltd.

CHINA

Tantalum

Jiangxi Dinghai Tantalum & Niobium Co., Ltd.

CHINA

 

14

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Tantalum

Jiangxi Tuohong New Raw Material

CHINA

Tantalum

Jiujiang Janny New Material Co., Ltd.

CHINA

Tantalum

JiuJiang JinXin Nonferrous Metals Co., Ltd.

CHINA

Tantalum

Jiujiang Tanbre Co., Ltd.

CHINA

Tantalum

Jiujiang Zhongao Tantalum & Niobium Co., Ltd.

CHINA

Tantalum

KEMET Blue Metals

MEXICO

Tantalum

KEMET Blue Powder

UNITED STATES OF AMERICA

Tantalum

LSM Brasil S.A.

BRAZIL

Tantalum

Metallurgical Products India Pvt., Ltd.

INDIA

Tantalum

Mineracao Taboca S.A.

BRAZIL

Tantalum

Mitsui Mining and Smelting Co., Ltd.

JAPAN

Tantalum

Ningxia Orient Tantalum Industry Co., Ltd.

CHINA

Tantalum

NPM Silmet AS

ESTONIA

Tantalum

Power Resources Ltd.

MACEDONIA, THE FORMER YUGOSLAV REPUBLIC OF

Tantalum

QuantumClean

UNITED STATES OF AMERICA

Tantalum

Resind Industria e Comercio Ltda.

BRAZIL

Tantalum

RFH Tantalum Smeltery Co., Ltd./Yanling Jincheng Tantalum & Niobium Co., Ltd.

CHINA

Tantalum

Solikamsk Magnesium Works OAO

RUSSIAN FEDERATION

 

15

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Tantalum

Taki Chemical Co., Ltd.

JAPAN

Tantalum

Telex Metals

UNITED STATES OF AMERICA

Tantalum

Ulba Metallurgical Plant JSC

KAZAKHSTAN

Tantalum

XinXing HaoRong Electronic Material Co., Ltd.

CHINA

Tin

Alpha

UNITED STATES OF AMERICA

Tin

Chenzhou Yunxiang Mining and Metallurgy Co., Ltd.

CHINA

Tin

Chifeng Dajingzi Tin Industry Co., Ltd.

CHINA

Tin

China Tin Group Co., Ltd.

CHINA

Tin

CV Ayi Jaya

INDONESIA

Tin

CV Dua Sekawan

INDONESIA

Tin

CV Gita Pesona

INDONESIA

Tin

CV Tiga Sekawan

INDONESIA

Tin

CV United Smelting

INDONESIA

Tin

CV Venus Inti Perkasa

INDONESIA

Tin

Dowa

JAPAN

Tin

EM Vinto

BOLIVIA (PLURINATIONAL STATE OF)

Tin

Fenix Metals

POLAND

Tin

Gejiu Fengming Metallurgy Chemical Plant

CHINA

Tin

Gejiu Kai Meng Industry and Trade LLC

CHINA

Tin

Gejiu Non-Ferrous Metal Processing Co., Ltd.

CHINA

 

16

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Tin

Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.

CHINA

Tin

Guangdong Hanhe Non-Ferrous Metal Co., Ltd.

CHINA

Tin

Guanyang Guida Nonferrous Metal Smelting Plant

CHINA

Tin

HuiChang Hill Tin Industry Co., Ltd.

CHINA

Tin

Huichang Jinshunda Tin Co., Ltd.

CHINA

Tin

Jiangxi New Nanshan Technology Ltd.

CHINA

Tin

Magnu's Minerais Metais e Ligas Ltda.

BRAZIL

Tin

Malaysia Smelting Corporation (MSC)

MALAYSIA

Tin

Melt Metais e Ligas S.A.

BRAZIL

Tin

Metallic Resources, Inc.

UNITED STATES OF AMERICA

Tin

Metallo Belgium N.V.

BELGIUM

Tin

Metallo Spain S.L.U.

SPAIN

Tin

Mineracao Taboca S.A.

BRAZIL

Tin

Minsur

PERU

Tin

Mitsubishi Materials Corporation

JAPAN

Tin

Modeltech Sdn Bhd

MALAYSIA

Tin

O.M. Manufacturing (Thailand) Co., Ltd.

THAILAND

Tin

O.M. Manufacturing Philippines, Inc.

PHILIPPINES

Tin

Operaciones Metalurgical S.A.

BOLIVIA (PLURINATIONAL STATE OF)

 

17

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Tin

PT Aries Kencana Sejahtera

INDONESIA

Tin

PT Artha Cipta Langgeng

INDONESIA

Tin

PT ATD Makmur Mandiri Jaya

INDONESIA

Tin

PT Babel Inti Perkasa

INDONESIA

Tin

PT Bangka Prima Tin

INDONESIA

Tin

PT Bangka Serumpun

INDONESIA

Tin

PT Bangka Tin Industry

INDONESIA

Tin

PT Belitung Industri Sejahtera

INDONESIA

Tin

PT Bukit Timah

INDONESIA

Tin

PT DS Jaya Abadi

INDONESIA

Tin

PT Inti Stania Prima

INDONESIA

Tin

PT Karimun Mining

INDONESIA

Tin

PT Kijang Jaya Mandiri

INDONESIA

Tin

PT Menara Cipta Mulia

INDONESIA

Tin

PT Mitra Stania Prima

INDONESIA

Tin

PT Panca Mega Persada

INDONESIA

Tin

PT Premium Tin Indonesia

INDONESIA

Tin

PT Prima Timah Utama

INDONESIA

Tin

PT Refined Bangka Tin

INDONESIA

Tin

PT Sariwiguna Binasentosa

INDONESIA

Tin

PT Stanindo Inti Perkasa

INDONESIA

Tin

PT Sukses Inti Makmur

INDONESIA

Tin

PT Sumber Jaya Indah

INDONESIA

Tin

PT Timah (Persero) Tbk Kundur

INDONESIA

Tin

PT Timah (Persero) Tbk Mentok

INDONESIA

 

18

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Tin

PT Tinindo Inter Nusa

INDONESIA

Tin

PT Tommy Utama

INDONESIA

Tin

Resind Industria e Comercio Ltda.

BRAZIL

Tin

Rui Da Hung

TAIWAN, PROVINCE OF CHINA

Tin

Soft Metais Ltda.

BRAZIL

Tin

Thaisarco

THAILAND

Tin

White Solder Metalurgia e Mineracao Ltda.

BRAZIL

Tin

Yunnan Chengfeng Non-ferrous Metals Co., Ltd.

CHINA

Tin

Yunnan Tin Company Limited

CHINA

Tin

Jiangxi Ketai Advanced Material Co., Ltd.*

CHINA

Tin

PT Eunindo Usaha Mandiri*

INDONESIA

Tin

Gejiu Jinye Mineral Company

CHINA

Tin

PT Lautan Harmonis Sejahtera

INDONESIA

Tungsten

A.L.M.T. TUNGSTEN Corp.

JAPAN

Tungsten

ACL Metais Eireli

BRAZIL

Tungsten

Chenzhou Diamond Tungsten Products Co., Ltd.

CHINA

Tungsten

Chongyi Zhangyuan Tungsten Co., Ltd.

CHINA

Tungsten

Fujian Jinxin Tungsten Co., Ltd.

CHINA

Tungsten

Ganzhou Haichuang Tungsten Co., Ltd.

CHINA

Tungsten

Ganzhou Huaxing Tungsten Products Co., Ltd.

CHINA

 

19

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Tungsten

Ganzhou Jiangwu Ferrotungsten Co., Ltd.

CHINA

Tungsten

Ganzhou Seadragon W & Mo Co., Ltd.

CHINA

Tungsten

Global Tungsten & Powders Corp.

UNITED STATES OF AMERICA

Tungsten

Guangdong Xianglu Tungsten Co., Ltd.

CHINA

Tungsten

H.C. Starck Smelting GmbH & Co. KG

GERMANY

Tungsten

H.C. Starck Tungsten GmbH

GERMANY

Tungsten

Hunan Chenzhou Mining Co., Ltd.

CHINA

Tungsten

Hunan Chuangda Vanadium Tungsten Co., Ltd. Wuji

CHINA

Tungsten

Hunan Chunchang Nonferrous Metals Co., Ltd.

CHINA

Tungsten

Hydrometallurg, JSC

RUSSIAN FEDERATION

Tungsten

Japan New Metals Co., Ltd.

JAPAN

Tungsten

Jiangwu H.C. Starck Tungsten Products Co., Ltd.

CHINA

Tungsten

Jiangxi Gan Bei Tungsten Co., Ltd.

CHINA

Tungsten

Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd.

CHINA

Tungsten

Jiangxi Xinsheng Tungsten Industry Co., Ltd.

CHINA

Tungsten

Jiangxi Yaosheng Tungsten Co., Ltd.

CHINA

Tungsten

Kennametal Fallon

UNITED STATES OF AMERICA

 

20

 

 

Metal

 

Smelter Name

 

Smelter Country

 

Tungsten

Kennametal Huntsville

UNITED STATES OF AMERICA

Tungsten

Malipo Haiyu Tungsten Co., Ltd.

CHINA

Tungsten

Moliren Ltd.

RUSSIAN FEDERATION

Tungsten

Niagara Refining LLC

UNITED STATES OF AMERICA

Tungsten

Nui Phao H.C. Starck Tungsten Chemicals Manufacturing LLC

VIET NAM

Tungsten

Philippine Chuangxin Industrial Co., Inc.

PHILIPPINES

Tungsten

South-East Nonferrous Metal Company Limited of Hengyang City

CHINA

Tungsten

Tejing (Vietnam) Tungsten Co., Ltd.

VIET NAM

Tungsten

Unecha Refractory metals plant

RUSSIAN FEDERATION

Tungsten

Wolfram Bergbau und Hutten AG

AUSTRIA

Tungsten

Woltech Korea Co., Ltd.

KOREA, REPUBLIC OF

Tungsten

Xiamen Tungsten (H.C.) Co., Ltd.

CHINA

Tungsten

Xiamen Tungsten Co., Ltd.

CHINA

Tungsten

Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd.

CHINA

Tungsten

Xinhai Rendan Shaoguan Tungsten Co., Ltd.

CHINA

Tungsten

Vietnam Youngsun Tungsten Industry Co., Ltd.*

VIET NAM

Tungsten

Asia Tungsten Products Vietnam Ltd.

VIET NAM

 

 

(*) The noted SORs were certified by the RMI's RMAP audit program up until the latest update of the list of RMAP Conformant Smelters and Refiners list in May 2019. The noted SORs were removed from the RMAP's list close to the filing date. In line with the Company's due diligence efforts, we have followed up with the relevant suppliers that declared that they source from the noted SORs and they informed us that they have begun risk mitigation efforts with these SORs, including that they plan to discontinue sourcing from said SORs.

 

21