SILGAN HOLDINGS INC.
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(Exact name of Registrant as specified in its charter)
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Delaware
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000-22117
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06-1269834
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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4 Landmark Square
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Stamford, Connecticut 06901
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(Address of principal executive offices)
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Frank W. Hogan, III
Senior Vice President, General Counsel
and Secretary
(203) 975-7110
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(Name and telephone number, including area code, of the person to contact in connection with this report.)
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Item 1.01.
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Conflict Minerals Disclosure and Report
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Steel and aluminum containers for human and pet food and general line products;
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Metal, composite (metal and plastic) and plastic closures for food and beverage products, and capping/sealing equipment and detection systems; and
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Custom design plastic containers for various consumer goods products.
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Item 1.02.
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Exhibit
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Item 2.01.
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Exhibits
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Date:
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May 31, 2017
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By:
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/s/ Frank W. Hogan, III
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Name:
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Frank W. Hogan, III
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Title:
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Senior Vice President, General Counsel and Secretary
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I. |
Design of Silgan's Due Diligence Program
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II. |
Due Diligence Measures Undertaken for 2016 Products
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Silgan maintained a Conflict Minerals Program Team composed of representatives from Silgan's Legal, Regulatory Compliance and Purchasing departments across several of its business groups.
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We continued to execute our internal approach to conflict minerals, which reflects our commitment to non-conflict sourcing, to guide our communications with suppliers and other interested parties regarding our approach to conflict minerals.
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We continued to negotiate with our suppliers to add non-conflict sourcing provisions in our contracts as they were initiated or renewed.
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We maintained a system of supply chain transparency to identify the direct suppliers in our supply chain that potentially source necessary conflict minerals from the Covered Countries for use in materials for our products. This system included a process to identify suppliers of materials for our products and an outreach to these suppliers using the Conflict Minerals Reporting Template ("CMRT") published by the Conflict-Free Sourcing Initiative ("CFSI").
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We continued to implement measures to further strengthen our engagement with our suppliers, which improved response rates and the quality of the responses we received. Silgan again engaged Source Intelligence, a third-party service provider, to assist in the outreach effort to suppliers, to track and analyze responses to the CMRTs, and to perform multiple follow-up efforts in respect of suppliers that were unresponsive or whose responses were incomplete or inconsistent. As part of this engagement, our suppliers were asked to collect information regarding the presence and sourcing of conflict minerals in the products that they supplied to us.
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Silgan used the CMRT to request information regarding the presence of conflict minerals in its products and whether such conflict minerals were sourced from the Covered Countries. The ultimate goal of such information request was to identify SORs and the countries of origin of their associated mines.
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A representative from our Conflict Minerals Program Team sent an introductory communication to each supplier of materials for our products describing Silgan's conflict minerals information gathering process and identifying Source Intelligence as a partner in such process.
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Subsequently, Source Intelligence sent a follow-up e-mail to each supplier containing registration instructions for an on-line data collection platform, a request for registration and links to informational tools relating to conflict minerals.
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If, after the foregoing efforts, a supplier did not register on the Source Intelligence on-line data collection platform or otherwise provide the requested information, an escalation process was initiated. The escalation process consisted of direct outreach to the supplier by representatives of Silgan's Conflict Minerals Program Team requesting that the supplier register on the Source Intelligence on-line data collection platform or otherwise provide the requested information. Source Intelligence then followed up on Silgan's direct outreach with such suppliers.
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Supplier responses, once received, were evaluated for plausibility, consistency and omissions. If any of the following "quality control" flags were raised in a supplier's response, such supplier was automatically contacted by the Source Intelligence platform for additional information:
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One or more SORs were listed for a conflict mineral that is not used by Silgan;
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SOR information was not provided for a conflict mineral that is used by Silgan or SOR information that was provided was not a verified conflict mineral processor;
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The supplier confirmed that it sourced conflict minerals from a Covered Country but none of the SORs listed in the response are known to be sourced from the region;
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The supplier indicated that it had not received data for each conflict mineral from all of its relevant suppliers;
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The supplier indicated that it had not identified all of the SORs used for the products included within the scope of its inquiry;
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The supplier indicated that it had not provided all applicable SOR information received; or
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The supplier indicated that 100% of the conflict minerals for products covered by its response originated from scrap or recycled sources but one or more SORs listed in its response is not known to be an exclusive recycler.
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We reviewed the information collected from our suppliers to identify those direct suppliers who indicated that they potentially sourced conflict minerals from one of the Covered Countries.
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For any direct supplier whose response raised questions regarding SORs that may have processed conflict minerals from the Covered Countries, the CMRT requested additional information regarding such supplier's conflict minerals policies and due diligence processes.
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With respect to any SORs as to which sourcing questions were raised and that were not certified by an independent auditing program, we requested information on the due diligence practices of these SORs, including whether there were any internal due diligence procedures in place or other actions that the SOR takes to track the chain-of-custody on the source of its mineral ores. This risk mitigation element of our due diligence process depended on the specific questions raised. Relevant information included whether the SOR has a documented, effective and communicated conflict-free policy, a system that is capable of reconciling inflows of materials with outflows and traceability documentation.
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Information gathered through these steps was reported to Silgan senior management.
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Silgan supports independent auditing programs through our internal approach to conflict minerals. This internal approach reflects our commitment to non-conflict sourcing and our expectation that our direct suppliers work to ensure that the conflict minerals contained in materials they supply to us are sourced from SORs that have been verified by an independent auditing program such as the Conflict-Free Smelter Program established by the CFSI, the London Bullion Market Association Good Delivery Program or the Responsible Jewellery Council's Chain-of-Custody Certification. We rely on the information provided by such programs to determine whether the SORs disclosed by our suppliers are certified as conflict free. SORs in the supply chain that are certified by any of such programs are deemed to have delivered conflict minerals that have not benefitted or financed armed groups in the Covered Countries. An SOR that is not certified by one of these internationally recognized schemes is subject to the additional inquiries discussed above.
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During the course of our due diligence measures and our review of the results, we also continued to review SOR participation in these programs in greater detail.
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By filing our Form SD and this Conflict Minerals Report for the calendar year ended December 31, 2016, Silgan has completed its annual report on conflict minerals due diligence for such year.
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III. |
Results of Due Diligence
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Metal
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Smelter/Refiner
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Mine Country of Origin
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Conflict-Free
Certifications
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Tungsten
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A.L.M.T. Corp.
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Burundi, DRC- Congo (Kinshasa), Rwanda
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CFSP
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Gold
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Almalyk Mining and Metallurgical Complex (AMMC)
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Zambia, DRC- Congo (Kinshasa)
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LBMA, CFSP
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Gold
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Asaka Riken Co., Ltd.
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Burundi, Rwanda
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CFSP
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Tungsten
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Asia Tungsten Products Vietnam Ltd.
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Zambia, Central African Republic, Burundi, Congo (Brazzaville), Angola, Uganda, Tanzania, Rwanda, South Sudan
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CFSP
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Gold
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CCR Refinery - Glencore Canada Corporation
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Zambia, DRC- Congo (Kinshasa)
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LBMA, CFSP
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Tantalum
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Changsha South Tantalum Niobium Co., Ltd.
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DRC- Congo (Kinshasa)
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CFSP
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Tin
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China Tin Group Co., Ltd.
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DRC- Congo (Kinshasa)
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CFSP
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Tungsten
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Chongyi Zhangyuan Tungsten Co., Ltd.
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DRC- Congo (Kinshasa)
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CFSP
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Tantalum
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Conghua Tantalum and Niobium Smeltry
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DRC- Congo (Kinshasa), Zambia, Central African Republic, Burundi, Congo (Brazzaville), Angola, Uganda, Tanzania, Rwanda, South Sudan
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CFSP
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Tin
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CV United Smelting
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Rwanda, Congo (Brazzaville), DRC- Congo (Kinshasa)
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CFSP
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Tin
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CV Venus Inti Perkasa
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Congo (Brazzaville)
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CFSP
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Metal | Smelter/Refiner | Mine Country of Origin |
Conflict-Free
Certifications
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Tantalum
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Duoluoshan
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Zambia, Central African Republic, Burundi, Congo (Brazzaville), Angola, Uganda, Tanzania, Rwanda, South Sudan
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CFSP
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Tin
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EM Vinto
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DRC- Congo (Kinshasa), Congo (Brazzaville)
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CFSP
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Tantalum
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F&X Electro-Materials Ltd.
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Central African Republic, Zambia, Burundi, Rwanda, DRC- Congo (Kinshasa), Congo (Brazzaville), South Sudan, Uganda, Tanzania, Angola
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CFSP
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Tungsten
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Ganzhou Huaxing Tungsten Products Co., Ltd.
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Rwanda
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CFSP
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Tungsten
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Ganzhou Jiangwu Ferrotungsten Co., Ltd.
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DRC- Congo (Kinshasa)
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CFSP
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Tantalum
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Global Advanced Metals Aizu
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Uganda, Burundi, Congo (Brazzaville), South Sudan, Rwanda, Zambia, Angola, Tanzania, Central African Republic, DRC- Congo (Kinshasa)
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CFSP
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Tantalum
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Global Advanced Metals Boyertown
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DRC- Congo (Kinshasa), Uganda, Angola, Zambia, Tanzania, Rwanda, Central African Republic, Congo (Brazzaville), Burundi, South Sudan
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CFSP
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Tantalum
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Guangdong Zhiyuan New Material Co., Ltd.
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DRC- Congo (Kinshasa), Rwanda
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CFSP
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Tantalum
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H.C. Starck Co., Ltd.
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Rwanda, Zambia, Congo (Brazzaville), Uganda, Angola, Burundi, South Sudan, Tanzania, Central African Republic, DRC- Congo (Kinshasa)
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CFSP
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Tantalum
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H.C. Starck Hermsdorf GmbH
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DRC- Congo (Kinshasa), Rwanda, Burundi
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CFSP
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Tantalum
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H.C. Starck Inc.
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Rwanda, Burundi, Congo (Brazzaville)
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CFSP
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Tantalum
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H.C. Starck Ltd.
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Rwanda
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CFSP
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Tantalum
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H.C. Starck Smelting GmbH & Co. KG
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Burundi, Rwanda, Congo (Brazzaville), DRC - Congo (Kinshasa)
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CFSP
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Tantalum
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H.C. Starck Tantalum and Niobium GmbH
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DRC- Congo (Kinshasa), Rwanda, Zambia, Congo (Brazzaville), Tanzania, Burundi, Angola, Uganda, Central African Republic, South Sudan
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CFSP
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Tungsten
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H.C. Starck Tungsten GmbH
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Rwanda
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CFSP
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Tantalum
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Hi-Temp Specialty Metals, Inc.
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Rwanda
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CFSP
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Tungsten
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Hydrometallurg, JSC
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DRC- Congo (Kinshasa)
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CFSP
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Gold
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Jiangxi Copper Company Limited
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Rwanda
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LBMA, CFSP
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Tin
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Jiangxi Ketai Advanced Material Co., Ltd.
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Burundi
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CFSP
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Tungsten
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Jiangxi Xinsheng Tungsten Industry Co., Ltd.
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DRC- Congo (Kinshasa)
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CFSP
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Tantalum
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JiuJiang JinXin Nonferrous Metals Co., Ltd.
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Burundi, South Sudan, Zambia, DRC- Congo (Kinshasa), Uganda, Tanzania, Congo (Brazzaville), Angola, Rwanda, Central African Republic
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CFSP
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Tantalum
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Jiujiang Nonferrous Metals Smelting Company Limited
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Central African Republic, Angola, Burundi, DRC- Congo (Kinshasa), Zambia, Congo (Brazzaville), Tanzania, South Sudan, Uganda, Rwanda, DRC- Congo (Kinshasa)
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CFSP
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Tantalum
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Jiujiang Zhongao Tantalum & Niobium Co., Ltd.
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DRC- Congo (Kinshasa)
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CFSP
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Metal | Smelter/Refiner | Mine Country of Origin |
Conflict-Free
Certifications
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Tantalum
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KEMET Blue Metals
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Central African Republic, Angola, South Sudan, Rwanda, Uganda, Burundi, Tanzania, Congo (Brazzaville), DRC- Congo (Kinshasa), Zambia
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CFSP
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Tantalum
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Kemet Blue Powder
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South Sudan, DRC- Congo (Kinshasa), Burundi, Zambia, Central African Republic, Rwanda, Tanzania, Congo (Brazzaville), Angola, Uganda
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CFSP
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Tantalum
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LSM Brasil S.A.
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DRC- Congo (Kinshasa)
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CFSP
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Tin
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Magnu's Minerais Metais e Ligas Ltda.
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DRC- Congo (Kinshasa)
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CFSP
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Tin
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Malaysia Smelting Corporation (MSC)
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South Sudan, Uganda, Angola, Burundi, Zambia, Tanzania, DRC - Congo (Kinshasa), Central African Republic, Congo (Brazzaville)
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CFSP
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Tin
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Metallo-Chimique N.V.
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DRC- Congo (Kinshasa)
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CFSP
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Gold
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Mitsubishi Materials Corporation
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Congo (Brazzaville)
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LBMA, CFSP
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Gold
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Nihon Material Co., Ltd.
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Rwanda, DRC- Congo (Kinshasa)
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LBMA, CFSP
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Tantalum
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Ningxia Orient Tantalum Industry Co., Ltd.
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Tanzania, Zambia, Angola, Rwanda, Central African Republic, DRC- Congo (Kinshasa), Burundi, Uganda, South Sudan, Congo (Brazzaville)
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CFSP
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Tin
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Operaciones Metalurgical S.A.
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DRC- Congo (Kinshasa)
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CFSP
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Gold
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Prioksky Plant of Non-Ferrous Metals
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Rwanda
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LBMA, CFSP
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Tin
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PT Bangka Tin Industry
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DRC- Congo (Kinshasa)
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CFSP
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Tin
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PT Bukit Timah
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DRC- Congo (Kinshasa)
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CFSP
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Tin
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PT Eunindo Usaha Mandiri
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DRC- Congo (Kinshasa), Rwanda
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CFSP
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Tin
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PT Justindo
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Rwanda, Burundi
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Tin
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PT Stanindo Inti Perkasa
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DRC- Congo (Kinshasa)
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CFSP
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Tin
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PT Sumber Jaya Indah
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Rwanda
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CFSP
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Tin
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PT Timah (Persero) Tbk Kundur
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Rwanda, DRC- Congo (Kinshasa)
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CFSP
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Tin
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PT Timah (Persero) Tbk Mentok
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DRC- Congo (Kinshasa)
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CFSP
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Tin
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PT Tinindo Inter Nusa
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Rwanda, DRC- Congo (Kinshasa)
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CFSP
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Gold
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Rand Refinery (Pty) Ltd.
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Tanzania, DRC- Congo (Kinshasa)
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LBMA, CFSP
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Gold
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Samduck Precious Metals
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Rwanda
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CFSP
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Tantalum
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Taki Chemical Co., Ltd.
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Tanzania, Uganda, Burundi, South Sudan, Zambia, Congo (Brazzaville), Rwanda, Central African Republic, Angola
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CFSP
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Tin
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Thaisarco
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Angola, DRC- Congo (Kinshasa), Central African Republic, Zambia, Uganda, South Sudan, Congo (Brazzaville), Rwanda, Burundi, Tanzania
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CFSP
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Tantalum
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Ulba Metallurgical Plant JSC
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Rwanda, Congo (Brazzaville), Central African Republic, DRC- Congo (Kinshasa), Burundi, Uganda, Zambia, Tanzania, DRC - Congo (Kinshasa), South Sudan, Angola
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CFSP
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Tungsten
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Vietnam Youngsun Tungsten Industry Co., Ltd.
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Zambia, Congo (Brazzaville), Angola, Burundi, Central African Republic, South Sudan, DRC - Congo (Kinshasa), Rwanda, Uganda, Tanzania
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CFSP
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Metal | Smelter/Refiner | Mine Country of Origin |
Conflict-Free
Certifications
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Tin
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VQB Mineral and Trading Group JSC
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DRC- Congo (Kinshasa)
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CFSP
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Tungsten
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Xiamen Tungsten (H.C.) Co., Ltd.
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Rwanda, Burundi
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CFSP
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Tungsten
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Xiamen Tungsten Co., Ltd.
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DRC- Congo (Kinshasa), Rwanda
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CFSP
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Tantalum
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Zhuzhou Cemented Carbide Group Co., Ltd.
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Burundi, DRC- Congo (Kinshasa), Rwanda
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CFSP
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IV. |
Efforts to Improve Silgan's Due Diligence Program in 2017
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Continue to assess the presence of conflict minerals in our supply chains.
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Continue to engage with direct suppliers to ensure that their responses to our conflict minerals inquiries are reasonably complete.
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Continue to request that our direct suppliers use CFSI's CMRT to request conflict minerals information from their supply chains and provide conflict minerals information to Silgan.
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Encourage participation in an independent auditing program by any SORs identified to us by direct suppliers as potentially in the conflict minerals supply chain for our products.
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Evaluate relationships with suppliers that have indicated that they obtain conflict minerals from SORs that are not certified by an independent auditing program.
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