SUBJECT: Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act. Conflict Minerals (SEC Form SD)
(Follow the link above to view Ecomass Technologies’ signed Form SD with Exhibits)
To our Valued Customers:
The Securities and Exchange Commission has adopted a rule mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) to require companies to publicly disclose their use of conflict minerals that originated in the Democratic Republic of the Congo (DRC) or an adjoining country (together, the “Covered Countries”).
Under the final rule, companies will file their first specialized disclosure report (new Form SD) with the SEC on or before May 31, 2014 (for the 2013 calendar year) and annually on May 31 every year thereafter.
In 2010, Congress passed the Dodd-Frank Act, which directs the Commission to issue rules requiring certain companies to disclose their use of conflict minerals if those minerals are “necessary to the functionality or production of a product” manufactured by those companies. Under the Dodd-Frank Act, those minerals include tantalum, tin, gold, or tungsten.
Congress enacted Section 1502 of the Dodd-Frank Act because of concerns that the exploitation and trade of conflict minerals by armed groups is helping to finance conflict in the Covered Countries and is contributing to an emergency humanitarian crisis. Section 1502 of the Dodd-Frank Act amends the Securities and Exchange Act of 1934 (the “Exchange Act”) to add Section 13(p).
The Dodd-Frank Act applies to a company that uses minerals including tantalum, tin, gold, or tungsten (“conflict minerals”) if:
- The company files reports with the SEC under the Exchange Act; and
- The minerals are “necessary to the functionality or production” of a product manufactured or contracted to be manufactured by the company.
Determining Whether Conflict Minerals Originated in the DRC or Other Covered Countries
Under the Dodd-Frank Act, a company that uses any conflict minerals is required to conduct a “reasonable country of origin inquiry” that must be performed in good faith and be reasonably designed to determine whether any of its conflict minerals originated in the Covered Countries or are from scrap or recycled sources.
If, following this inquiry, the company:
- knows that its conflict minerals did not originate in the Covered Countries or that they came from scrap or recycled sources; or
- has no reason to believe that its conflict minerals may have originated in the Covered Countries or may not be from scrap or recycled sources,
then the company must disclose its reasonable country of origin inquiry determination, provide a brief description of the inquiry it undertook, and describe the results of the inquiry on Form SD.
The company also is required to:
- Make its description publicly available on its Internet website.
- Provide the Internet address of that site in the Form SD.
By Policy, Ecomass Technologies (“Ecomass”) will not source any tantalum, tin, gold, or tungsten originating from the Covered Countries and will comply with the letter and spirit of Section 1502 of the Dodd-Frank Act. Suppliers are expected to ensure that parts and products supplied to Ecomass are “DRC conflict-free”. Suppliers are expected to establish policies, due diligence frameworks, and management systems that are designed to accomplish this policy.
Ecomass has contracted with certain suppliers and producers of tungsten to produce certain tungsten-based products. Ecomass has conducted reasonable country of origin inquiries and on-site inspections of the facilities where its tungsten-based products are produced and, as a result, knows that the conflict minerals referenced in the Dodd-Frank Act did not originate in the Covered Countries or are from scrap or recycled sources.
Ecomass is not required to file SEC Form SD annually as it is not an SEC registrant or issuer and therefore not required to file reports with the SEC under the Exchange Act. However, we trust that this declaration will provide our customers with the knowledge and assurance that both Ecomass and all its products are in full compliance with Section 1502 of the Dodd-Frank Act and Ecomass will continue to be fully compliant in the future.
Yours very truly,
Robert R. Durkee, III
DUNS Number: 14-333-2760
CAGE Code: 3RHQ3
(Click here to view Ecomass Technologies’ signed Form SD with Exhibits.)