Guernsey | 333-184233-14 | 98-1022387 | ||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
12930 West Interstate 10 San Antonio, Texas | 78249 | |||
(Address of principal executive offices) | (Zip Code) |
Mark A. Beckey |
(210) 524-9000 |
(Name and telephone number, including area code, of the |
person to contact in connection with this report.) |
Exhibit No. | Description | |
1.02 | Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD |
CENTAUR GUERNSEY L.P. INC. (REGISTRANT) | |||
By: | /s/ David E. Ball | May 30, 2014 | |
Name: | David E. Ball | (Date) | |
Title: | Sr. Vice President, Quality & Operations |
Exhibit No. | Description | |
1.02 | Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD |
• | We are unable to determine whether or not various components or materials which contribute to our products are "DRC conflict free" or are from recycle or scrap sources. |
• | We are making this determination because we do not have sufficient information from suppliers or other sources to conclude where the necessary Conflict Minerals originated. |
• | Further, due to this lack of information at this time, we are unable to determine and to describe the facilities used to process those necessary Conflict Minerals or their country of origin. Our efforts to determine the mine or location of origin with the greatest possible specificity included the use of the due diligence measures further described below. |
• | Adopt and commit to a supply chain statement for minerals originating from conflict-affected and high-risk areas: We have adopted a Conflict Minerals statement that reflects our goal of achieving “DRC conflict free” determination, where practicable. Our Conflict Minerals statement is posted on the Company’s website www.kci1.com. |
• | Structure internal management systems to support supply chain due diligence: We have established a governance model to oversee the implementation and ongoing management of our Conflict Minerals compliance program that includes a core team which reports progress to the Company’s senior management team. The core team’s objective is to solicit the participation of leadership from the various business sectors and functions to develop, document and maintain a governance structure which enables sustainable compliance and actively mitigates the risk of not meeting regulatory requirements. |
• | Establish a system of controls and transparency over the mineral supply chain: We have implemented a process to evaluate parts and suppliers in the supply chain for potential Conflict Minerals risk. For suppliers who provide parts which contain Conflict Minerals, the Company will request that they complete an Electronic Industry Citizenship Coalition (“EICC”) and Global e-Sustainability Initiative (“GeSI”) template detailing the Conflict Minerals used and smelter location and mine of origin for all parts or assemblies which they provide to us. Master supplier agreements contain language which requires suppliers comply with all applicable regulations, including Dodd-Frank Section 1502. |
• | Strengthen company engagement with suppliers: We will communicate our Conflict Minerals statement to all relevant suppliers and will provide supplemental materials for their review. |
• | Establish a company level complaint reporting mechanism: The Company has AlertLine on its website available to interested parties to provide information or voice their concerns. |
• | Identify high risk parts and suppliers: We will analyze parts or products for Conflict Minerals and assess the risks they contain Conflict Minerals sourced from the Democratic Republic of Congo or adjoining countries (collectively the “Covered Countries”). Additional scrutiny will be applied to parts with electronic components. |
• | Survey the suppliers: We will request that suppliers complete a survey based on the EICC-GeSI template. |
• | Collect responses: We will review the responses received and follow-up with any suppliers who did not properly complete the survey. |
• | Review supplier responses: We will review survey responses and validate them for completeness and sufficiency. Based on this review, each survey will be assigned a Conflict Minerals status. |
• | Aggregate supplier survey responses: We will review aggregate supplier survey responses and report key metrics as part of our Conflict Minerals reporting process. |
• | Review and assess smelter information: We will conduct a review of summary smelter information to determine if the smelter is certified as conflict free or may present a "red flag" as described in the OECD Framework. |
• | Report findings to designated senior management outlining the information gathered and the actual and potential risks identified in the supply chain risk assessment: We have completed an OECD gap analysis and provided a summary of the identified risks and gaps to our senior management with recommended action plans to reduce risks and close gaps. |
• | Devise and adopt a risk management plan: We will develop a risk mitigation strategy with the goal of systematically reducing the extent of exposure to certain risk and the likelihood of its occurrence. |
• | Implement the risk management plan, monitor and track performance of risk mitigation, report back to designated senior management and consider suspending or discontinuing engagement with a supplier after failed attempts at mitigation: We will implement a risk mitigation plan in accordance with our Conflict Minerals program implementation. |
• | Undertake additional fact and risk assessments for risks requiring mitigation, or after a change of circumstances: Additional fact finding and risk assessments will take place as part of our annual review of the Conflict Minerals program and following any changes in circumstances. |
• | Review of independent third party audit of the smelter/refiner's due diligence for responsible supply chains of minerals: In accordance with the OECD Framework, the Company intends to rely on EICC and other industry groups to perform independent third-party audits of the smelters/refiner’s due diligence for responsible supply chains of minerals from Covered Countries and contribute to the improvement of smelters/refiners and upstream due diligence practices, including through any institutionalized mechanism to be established at the industry’s initiative, supported by governments and in cooperation with relevant stakeholders. |
• | Annually report or integrate into annual sustainability or corporate responsibility reports, where practicable, additional information on due diligence for responsible supply chains of minerals from Covered Countries: We will implement a process to summarize, review, approve and report our compliance results on a timely basis in the Specialized Disclosure Report on Form SD and the related Conflict Minerals Report. |
• | In accordance with the SEC Conflict Minerals Final Rule paragraph (c)(1)(iv) "For the temporary period specified in Instruction 2 to Item 1.01, following its exercise of appropriate due diligence, a registrant with products that are "DRC conflict undeterminable" is not required to obtain an independent private sector audit of its Conflict Minerals Report regarding the conflict minerals that the registrant is unable to determine did not originate in the Democratic Republic of the Congo or an adjoining country, or that the registrant is unable to determine did not directly or indirectly finance or benefit armed groups in the Democratic Republic of the Congo or an adjoining country." |
• | We have manufactured and contracted to manufacture products to which Conflict Minerals are necessary to the functionality or production of such products and; |
• | We were not able to conclude the source of raw materials for products we manufacture or contract to be manufactured. |
Initial Company assessment: | Number of suppliers | ||
Suppliers in scope of Conflict Minerals requirements | 57 | ||
Suppliers out of scope of Conflict Minerals requirements | 47 | ||
104 |
Supplier survey responses: | Number of suppliers | ||
No Conflict Minerals in materials provided to the Company | 22 | ||
Conflict Minerals do not originate from Covered Countries | 2 | ||
Conflict Minerals source is unknown | 33 | ||
57 |