UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM SD 

Specialized Disclosure Report

  

Gates Industrial Corporation plc

(Exact Name of Registrant as Specified in its Charter)

 

England and Wales

001-38366

98-1395184

(State or Other Jurisdiction of

(Commission File Number)

(IRS Employer

Incorporation)

Identification No.)

1144 Fifteenth Street, Denver, Colorado 80202

(Address of Principal Executive Offices) (Zip Code)

Cristin C. Bracken

Senior Vice President, Chief Legal Officer and Corporate Secretary

(303) 744-1911

(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, 2021

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Section 1 – Conflict Minerals Disclosure

Item 1.01    Conflict Minerals Disclosure and Report

A copy of the Conflict Minerals Report of Gates Industrial Corporation plc (the “Company”) for the calendar year ended December 31, 2021, is filed as Exhibit 1.01 hereto and is publicly available on the Company’s website at https://www.gates.com/us/en/about-us/policies. The contents of the Company’s website referred to in this Specialized Disclosure Report are not incorporated by reference into this Specialized Disclosure Report.

Item 1.02    Exhibit

The Conflict Minerals Report required by Item 1.01 is filed as Exhibit 1.01 to this Specialized Disclosure Report.

Section 2 – Exhibits

Item 2.01    Exhibits

The following exhibit is filed as part of this Specialized Disclosure Report:

Exhibit 1.01			Conflict Minerals Report of Gates Industrial Corporation plc

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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.

			GATES INDUSTRIAL CORPORATION PLC (Registrant)
			By:			/s/ Cristin C. Bracken
						Name:			Cristin C. Bracken
						Title:			Senior Vice President, Chief Legal Officer and Corporate Secretary

Date: May 26, 2022

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Exhibit 1.01

Gates Industrial Corporation plc

Conflict Minerals Report

For the Reporting Period from January 1, 2021 to December 31, 2021

This Conflict Minerals Report (this “Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that reflect management’s current views with respect to future events, including evaluation of the due diligence process and risk mitigation steps. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there can be no assurance these future events will occur as anticipated. Investors are urged to consider carefully the disclosure in our filings with the Securities and Exchange Commission (the “SEC”), which are accessible on the SEC’s website at www.sec.gov.

This Report is presented by Gates Industrial Corporation plc (collectively with its consolidated subsidiaries, the “Company”) to comply with Rule 13p-1 under the Exchange Act (the “Rule”) for the reporting period from January 1, 2021 to December 31, 2021 (the “Reporting Period”).

The SEC adopted the Rule to implement reporting and disclosure requirements related to conflict minerals as directed by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010. The Rule imposes certain obligations on SEC registrants whose manufactured products contain conflict minerals that are necessary to the functionality or production of their products. Conflict Minerals are defined as cassiterite, columbite-tantalite (coltan), gold, wolframite, or their derivatives, which are limited to tin, tantalum, and tungsten (collectively, “3TG”).

The design of the Company’s due diligence and related results are described below. A copy of this Report for the Reporting Period is publicly available on the Company’s website at https://www.gates.com/us/en/about-us/policies. The contents of the Company’s website referred to in this Report are not incorporated by reference into this Report.

I. Company Overview

The Company manufactures a wide range of power transmission and fluid power products and components for a large variety of industrial and automotive applications, both in the aftermarket and first-fit channels, throughout the world. The Company’s power transmission products include elastomer drive belts and related components. The Company’s fluid power products include hoses, tubing and fittings.

The Company has adopted a Conflict Minerals Policy that governs the supply of 3TG in its supply chain. The policy is publicly available on the Company’s website at https://www.gates.com/us/en/about-us/policies.

II. Reasonable Country of Origin Inquiry and Due Diligence Process

A. Design Framework

For the Reporting Period, the Company conducted a good faith, reasonable country of origin inquiry (“RCOI”) of the 3TG minerals that are necessary to the functionality or production of the products that the Company manufactured or contracted with others to manufacture during the Reporting Period. This good faith RCOI was reasonably designed to determine whether any 3TG found in the Company’s products originated in the Democratic Republic of the Congo and adjoining countries, as defined in Form SD (collectively, the “Covered Countries”), and whether any 3TG may be from recycled or scrap sources, in accordance with the Rule and related guidance provided by the SEC.

The Company’s due diligence measures are based on the Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, and related supplements, published by the Organization for Economic Cooperation and Development (“OECD”). The Company is a downstream company in the supply chain, and its due diligence practices were tailored accordingly. Pursuant to the OECD framework, the Company undertook to: (a) establish company management systems; (b) identify and assess risks in the supply chain; (c) design and implement a strategy to respond to identified risks; (d) carry out independent audit and due diligence practices; and (e) report on the results of the Company’s supply chain due diligence.

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B. Reasonable Country of Origin Inquiry

The Company’s global supply chain is complex. The Company has a substantial number of suppliers globally from which it purchases raw materials, components, and products for its fluid power and power transmission products. Our supply chain is multi-tiered and the Company is many levels removed from the mines, smelters, and refiners. The Company does not make purchases of 3TG directly from mines, smelters, or refiners. As a result, the Company necessarily relies upon its direct suppliers to provide information on the origin of the 3TG contained in products, components, and materials supplied to the Company, including sources of 3TG that are supplied to the direct suppliers from lower tier suppliers. The Company works with its direct suppliers to identify, where possible, the smelters and/or refiners and countries of origin of the 3TG.

During the Reporting Period, the Company continued to identify direct suppliers it believed could potentially provide materials, components or products containing 3TG (the “Relevant Suppliers”) to the Company. The Relevant Suppliers received supplier surveys, asking whether the materials, components, or products supplied to the Company contained any 3TG minerals. Relevant Suppliers responding in the affirmative were then asked to use the Responsible Minerals Initiative Conflict Minerals Reporting Template (“CMRT”) to identify its 3TG smelters and refiners and associated countries of origin. For the Reporting Period, the Company obtained representations from approximately 91% (as it relates to tin) and 75% (as it relates to tungsten) of the Relevant Suppliers.

This process revealed the presence of tin and tungsten in a limited number of the Company’s products, resulting from 3TG-containing materials, components, or products provided by a small number of suppliers. See Annex A to this Report for a summary of smelters identified by Relevant Suppliers. Verified smelters are those listed by the Responsible Minerals Initiative (“RMI”) or the U.S. Department of Commerce as known metal processors. Despite its due diligence efforts, the Company does not have sufficient information with respect to the Reporting Period to determine the country of origin of all of the 3TG that may be contained in its products. The Company notes that, upon information and belief, some smelters identified in Annex A (e.g. Malaysia Smelting Corporation (MSC) and Thaisarco) source 3TG from the Covered Countries of Democratic Republic of the Congo, Rwanda, Burundi, and Uganda. Nevertheless, most smelters identified by the Company’s suppliers were found in RMI’s list of verified smelters and the Company has no reason to believe or evidence to suggest that any of the 3TG contained in its products finances armed conflict in the DRC region.

C. Due Diligence Measures

The Company has undertaken the following due diligence measures:

a) Establishment of company management systems

The Company has taken steps to develop a strong company management system pertaining to the use of 3TG in its products and supply chain. These steps include:

•Establishment of a Conflict Minerals Policy (publicly available at: https://www.gates.com/us/en/about-us/policies);

•Maintenance of an internal, cross-functional team to support supply chain due diligence; and

•Implementation of internal processes for drafting the supplier survey, contacting Relevant Suppliers (including follow-up procedures), managing supplier responses, identifying smelters/refiners in the supply chain, and putting together the Company’s own CMRT for its customers.

b) Identification and Assessment of Risks in the Supply Chain

As a downstream user of products, components, and materials containing 3TG, the Company is multiple levels removed from the mines from which such 3TG originated, and the smelters and refiners who processed those minerals. The Company continued to assess its supply chain risks and work with its suppliers to develop greater supply chain transparency. As discussed above, the Company solicited Relevant Suppliers using due diligence tools such as a supplier survey letter and the RMI’s CMRT. Additional due diligence steps utilized to help identify and assess risks in the supply chain include:

•Conducting an informed internal analysis with a cross-functional team regarding the types of products, components, and materials supplied to the Company, in order to identify the Relevant Suppliers that may supply products, components, and materials containing 3TG to the Company;

•Implementing internal measures to strengthen company engagement with Relevant Suppliers; and

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•Implementing follow-up procedures and additional solicitation requests for suppliers that did not respond or that failed to provide sufficient information.

The Company verified the information provided by our suppliers (to the extent reasonably possible) by comparing it to information contained on the RMI website and in RMI’s CMRT forms.

c) Design and Implementation of a Strategy to Respond to Identified Risks

To respond to identified risks, the Company has developed due diligence procedures and a Conflict Minerals Policy, as referenced herein. The Company also requires its suppliers to perform due diligence into their respective supply chains to determine whether products sold to the Company contain 3TG, and whether such minerals are sourced from conflict-free smelters and refiners. This requirement is set forth in, among other things, the Gates Supplier Code of Conduct. The Company also uses a cross-functional team to conduct its due diligence process, which includes occasional reporting of the progress and reporting of any concerns to senior management in the global sourcing division.

The Company intends to continue to evaluate its due diligence program in accordance with the provisions of the Rule. This includes annual solicitation of suppliers and periodic review of the criteria used to select suppliers for solicitation. The Company will continue to engage with its suppliers to identify the 3TG used within its supply chain, as well as the origin and chain of custody of the 3TG, and will continue to work to increase the response rate for the RCOI process and the Company’s visibility into the relevant country of origin information. To the extent any supplier is found to be using non-conformant smelters or refiners within its supply chain, the Company intends to engage with that supplier and re-communicate our requirement for suppliers to commit to be conflict-free.

d) Carrying Out of Independent Audit and Due Diligence Practices

Where possible, the Company has relied on third-party assurances and certifications. For example, the Company accepted as reliable any smelter that is part of RMI’s verified smelter list. To the extent other audited supplier certifications are provided to the Company, the Company would consider reliance on a case-by-case basis.

e) Reporting of the Results of the Company’s Supply Chain Due Diligence

The Company publicly communicates its Conflict Minerals Policy, its CMRT, and this Conflict Minerals Report on its website.

D. Future Risk Mitigation Efforts

The Company intends to continue to evaluate its due diligence program in accordance with the provisions of the Rule. This includes conducting additional inquiries to improve transparency, following-up on incomplete responses or no responses from the Company’s supply chain, and evaluating and managing any related risks. The Company also became a member of RMI for 2022, providing it with greater access to relevant RCOI and smelter information.

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Annex A

Metal			Smelter Name			RMI Smelter ID
Tungsten			ACL Metais Eireli			CID002833
Tungsten			Albasteel Industria e Comercio de Ligas Para Fundicao Ltd.			CID003427
Tungsten			A.L.M.T. Corp.			CID000004
Tungsten			Asia Tungsten Products Vietnam Ltd.			CID002502
Tungsten			Chenzhou Diamond Tungsten Products Co., Ltd.			CID002513
Tungsten			Chongyi Zhangyuan Tungsten Co., Ltd.			CID000258
Tungsten			China Molybdenum Co., Ltd.			CID002641
Tungsten			CNMC (Guangxi) PGMA Co., Ltd.			CID000281
Tungsten			Fujian Ganmin RareMetal Co., Ltd.			CID003401
Tungsten			Fujian Jinxin Tungsten Co., Ltd.			CID000499
Tungsten			Ganzhou Haichuang Tungsten Co., Ltd.			CID002645
Tungsten			Ganzhou Huaxing Tungsten Products Co., Ltd.			CID000875
Tungsten			Ganzhou Jiangwu Ferrotungsten Co., Ltd.			CID002315
Tungsten			Ganzhou Seadragon W & Mo Co., Ltd.			CID002494
Tungsten			Global Tungsten & Powders Corp.			CID000568
Tungsten			Guangdong Xianglu Tungsten Co., Ltd.			CID000218
Tungsten			H.C. Starck Tungsten GmbH			CID002541
Tungsten			Hunan Chenzhou Mining Co., Ltd.			CID000766
Tungsten			Hunan Chuangda Vanadium Tungsten Co., Ltd. Wuji			CID002579
Tungsten			Hunan Chunchang Nonferrous Metals Co., Ltd.			CID000769
Tungsten			Hunan Litian Tungsten Industry Co., Ltd.			CID003182
Tungsten			Hydrometallurg, JSC			CID002649
Tungsten			Japan New Metals Co., Ltd.			CID000825
Tungsten			Jiangwu H.C. Starck Tungsten Products Co., Ltd.			CID002551
Tunsten			Jiangxi Dayu Longxintai Tungsten Co., Ltd.			CID002647
Tungsten			Jiangxi Gan Bei Tungsten Co., Ltd.			CID002321
Tungsten			Jiangxi Minmetals Cao’an Non-ferrous Metals Co., Ltd.			CID002313
Tungsten			Jiangxi Tonggu Non-ferrous Metallurgical & Chemical Co., Ltd.			CID002318
Tungsten			Jiangxi Xinsheng Tungsten Industry Co., Ltd.			CID002317
Tungsten			Jiangxi Yaosheng Tungsten Co., Ltd.			CID002316
Tungsten			JSC “Kirovgrad Hard Alloys Plant”			CID003408
Tungsten			Kennametal Fallon			CID000966
Tungsten			Kennametal Huntsville			CID000105
Tungsten			KGETS Co., Ltd.			CID003388
Tungsten			Lianyou Metals Co., Ltd.			CID003407
Tungsten			Malipo Haiyu Tungsten Co., Ltd.			CID002319
Tungsten			Masan High-Tech Materials			CID002453
Tungsten			Moliren Ltd.			CID002845
Tungsten			Niagara Refining LLC			CID002589
Tungsten			Philippine Chuangxin Industrial Co., Inc.			CID002827
Tungsten			TANIOBIS Smelting GmbH & Co. KG			CID002542
Tungsten			Unecha Refractory metals plant			CID002724
Tungsten			Wolfram Bergbau und Hutten AG			CID002044
Tungsten			Xiamen Tungsten Co., Ltd.			CID002082
Tungsten			Xiamen Tungsten (H.C.) Co., Ltd.			CID002320

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Tungsten			Xinfeng Huarui Tungsten & Molybdenum New Material Co., Ltd.			CID002830
Tin			Alpha			CID000292
Tin			An Vinh Joint Stock Mineral Processing Company			CID002703
Tin			Chenzhou Yunxiang Mining and Metallurgy Co., Ltd.			CID000228
Tin			Chifeng Dajingzi Tin Industry Co., Ltd.			CID003190
Tin			China Tin Group Co., Ltd.			CID001070
Tin			CRM Synergies			CID003524
Tin			CV Ayi Jaya			CID002570
Tin			CV Dua Sekawan			CID002592
Tin			CV Gita Pesona			CID000306
Tin			CV Venus Inti Perkasa			CID002455
Tin			CV United Smelting			CID000315
Tin			Dongguan CiEXPO Environmental Engineering Co., Ltd.			CID003356
Tin			Dowa			CID000402
Tin			Electro-Mechanical Facility of the Cao Bang Minerals & Metallurgy Joint Stock Company			CID002572
Tin			EM Vinto			CID000438
Tin			Estanho de Rondonia S.A.			CID000448
Tin			Fenix Metals			CID000468
Tin			Gejiu Fengming Metallurgy Chemical Plant			CID002848
Tin			Gejiu Jinye Mineral Company			CID002859
Tin			Gejiu Non-Ferrous Metal Processing Co., Ltd.			CID000538
Tin			Gejiu Yunxin Nonferrous Electrolysis Co., Ltd.			CID001908
Tin			Gejiu Zili Mining and Metallurgy Co., Ltd.			CID000555
Tin			Guangdong Hanhe Non-Ferrous Metal Co., Ltd.			CID003116
Tin			HuiChang Hill Tin Industry Co., Ltd.			CID002844
Tin			HuiChang Jinshunda Tin Co., Ltd.			CID000760
Tin			Jiangxi New Nanshan Technology Ltd.			CID001231
Tin			Luna Smelter, Ltd.			CID003387
Tin			Magnu’s Minerais Metais e Ligas Ltda.			CID002468
Tin			Malaysia Smelting Corporation (MSC)			CID001105
Tin			Ma’anshan Weitai Tin Co., Ltd.			CID003379
Tin			Melt Metais e Ligas S.A.			CID002500
Tin			Metallic Resources, Inc.			CID001142
Tin			Metallo Belgium N.V.			CID002773
Tin			Metallo Spain S.L.U.			CID002774
Tin			Mineracao Taboca S.A.			CID001173
Tin			Minsur			CID001182
Tin			Mitsubishi Materials Corporation			CID001191
Tin			Modeltech Sdn Bhd			CID002858
Tin			Nghe Tinh Non-Ferrous Metals Joint Stock Company			CID002573
Tin			Novosibirsk Processing Plant Ltd.			CID001305
Tin			O.M. Manufacturing Philippines, Inc.			CID002517
Tin			O.M. Manufacturing (Thailand) Co., Ltd.			CID001314
Tin			Operaciones Metalurgical S.A.			CID001337
Tin			Precious Minerals and Smelting Limited			CID003409
Tin			Pongpipat Company Limited			CID003208
Tin			PT Aries Kencana Sejahtera			CID000309
Tin			PT Artha Cipta Langgeng			CID001399

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Tin			PT ATD Makmur Mandiri Jaya			CID002503
Tin			PT Babel Inti Perkasa			CID001402
Tin			PT Babel Surya Alam Lestari			CID001406
Tin			PT Bangka Prima Tin			CID002776
Tin			PT Bangka Serumpun			CID003205
Tin			PT Bangka Tin Industry			CID001419
Tin			PT Belitung Industri Sejahtera			CID001421
Tin			PT Bukit Timah			CID001428
Tin			PT DS Jaya Abadi			CID001434
Tin			PT Lautan Harmonis Sejahtera			CID002870
Tin			PT Menara Cipta Mulia			CID002835
Tin			PT Mitra Stania Prima			CID001453
Tin			PT Mitra Sukses Globalindo			CID003449
Tin			PT Panca Mega Persada			CID001457
Tin			PT Prima Timah Utama			CID001458
Tin			PT Rajawalki Rimba Perkasa			CID003381
Tin			PT Rajehan Ariq			CID002593
Tin			PT Refined Bangka Tin			CID001460
Tin			PT Sariwiguna Binasentosa			CID001463
Tin			PT Stanindo Inti Perkasa			CID001468
Tin			PT Timah Nusantara			CID001486
Tin			PT Timah (Persero) Tbk Kundur			CID001477
Tin			PT Timah (Persero) Tbk Mentok			CID001482
Tin			PT Tinindo Inter Nusa			CID001490
Tin			PT Tommy Utama			CID001493
Tin			Resind Industria e Comercio Ltda.			CID002706
Tin			Rui Da Hung			CID001539
Tin			Soft Metais Ltda.			CID001758
Tin			Super Ligas			CID002756
Tin			Thaisarco			CID001898
Tin			Thai Nguyen Mining and Metallurgy Co., Ltd.			CID002834
Tin			Tin Technology & Refining			CID003325
Tin			Tuyen Quant Non-Ferrous Metals Joint Stock Company			CID002574
Tin			VQB Mineral and Trading Group JSC			CID002015
Tin			White Solder Metalurgia e Mineracao Ltda.			CID002036
Tin			Yunnan Chengfeng Non-ferrous Metals Co., Ltd.			CID002158
Tin			Yunnan Yunfan Non-ferrous Metals Co., Ltd.			CID003397