UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SD
Specialized Disclosure Report
THE
SHERWIN-WILLIAMS COMPANY
(Exact name of registrant as specified in its charter)
|
|
|
|
|
OHIO |
|
1-04851 |
|
34-0526850 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
|
|
|
101 West Prospect Avenue
Cleveland, Ohio 44115-1075 |
(Address of principal executive offices, including Zip Code) |
|
Catherine M. Kilbane
216-566-2000 |
(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:
x |
Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2014. |
Section 1 Conflict Minerals Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
Conflict Minerals Disclosure
This Form SD of The
Sherwin-Williams Company (the Company) is filed pursuant to Rule 13p-1 under the Securities Exchange Act of 1934, as amended, for the reporting period from January 1 through December 31, 2014.
The description of our reasonable country of origin inquiry (RCOI) process, the results of our inquiry, and the determination we reached as a
result of our RCOI process are included in our Conflict Minerals Report attached as an exhibit to this Form SD.
A copy of the Companys Conflict
Minerals Report is filed as Exhibit 1.01 to this Form SD and is publicly available at http://careers.sherwin-williams.com/csr/policies/. The content of any website referred to in this Form SD is not incorporated by reference in this Form SD.
Item 1.02 Exhibit
A copy of the Companys
Conflict Minerals Report as required by Item 1.01 is filed as Exhibit 1.01 hereto.
Section 2 Exhibits
Item 2.01 Exhibits
The following exhibit is filed as
part of this report.
|
|
|
Exhibit Number |
|
Description of Exhibit |
|
|
1.01 |
|
Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD. |
2
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.
|
|
|
|
|
|
|
|
|
The Sherwin-Williams Company |
|
|
|
|
(Registrant) |
|
|
|
May 29, 2015 |
|
|
|
/s/ Catherine M. Kilbane |
(Date) |
|
|
|
Catherine M. Kilbane |
|
|
|
|
Senior Vice President, General Counsel and Secretary |
3
EXHIBIT INDEX
|
|
|
Exhibit Number |
|
Description of Exhibit |
|
|
1.01 |
|
Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD. |
4
Exhibit 1.01
The Sherwin-Williams Company
Conflict Minerals Report
In Accordance with the Rule 13p-1 under the Securities Exchange Act of 1934
For Reporting Period from January 1, 2014 to December 31, 2014
This is the Conflict Minerals Report of The Sherwin-Williams Company (Sherwin-Williams, we, our, us, or the
Company) for the reporting period from January 1, 2014 to December 31, 2014 that is being filed as an exhibit to the Companys Form SD in accordance with Rule 13p-1 under the Securities Exchange Act of 1934, as amended
(Rule 13p-1). Please refer to Rule 13p-1, Form SD and the 1934 Act Release No. 34-67716 for definitions to the terms used in this Report, unless otherwise defined herein.
This Report has not been audited, nor is an independent private sector audit required for this Report under Rule 13p-1, the Securities and Exchange Commission
(SEC) partial stay of Rule 13p-1 or existing SEC guidance.
1. Executive Summary
Sherwin-Williams is dedicated to ethical sourcing and takes very seriously the humanitarian concerns that led to the enactment of Section 1502 of the
Dodd-Frank Wall Street Reform and Consumer Protection Act pursuant to which the SEC adopted Rule 13p-1. During calendar year 2014, we continued to investigate the sourcing of any conflict minerals necessary to the functionality or production of our
products.
As a global manufacturer and seller of a large variety of paint, specialty coatings and related products for a broad range of customers, we
analyzed our products for their potential of containing even small quantities of conflict minerals that are necessary to the functionality or production of our products. Some of our coatings products contained chemical compounds, a component of
which would be considered a necessary conflict mineral; however, we discontinued our investigation into suppliers of chemical compounds that are chemically distinct from conflict minerals based on the SECs recent position that such chemicals
are outside the scope of Rule 13p-1. Also outside the scope of our investigation and not included in this Report were third-party products that Sherwin-Williams sells but does not manufacture or contract with others for manufacture.
Sherwin-Williams manufactures or contracts with others for manufacture paint brushes and other associated application tools. We investigated suppliers of the
metal components necessary to the production of such paint brushes and application tools. This Report focuses on the processes and the results of that investigation.
Sherwin-Williams does not directly source from mines any conflict minerals that may be used in our products and
such materials often pass through several commercial intermediaries before being purchased by Sherwin-Williams.
2. Reasonable Country of Origin
Inquiry (RCOI)
We conducted a reasonable country of origin inquiry (RCOI) relating to our necessary conflict minerals in accordance with
Rule 13p-1. We identified 65 suppliers that supplied us necessary conflict minerals during the reporting period. We sent each of these suppliers an e-mail request to complete a Conflict Minerals Reporting Template (CMRT) revision
3.01 or higher developed by the Conflict-Free Sourcing Initiative. We sent those e-mails using a third-party software system. The e-mail stated our Companys position on conflict minerals, included links to further information about Rule 13p-1,
and requested written responses regarding the country of origin for any necessary conflict minerals that are contained in the products we purchase from such supplier. We followed up with e-mails and telephone calls in an attempt to obtain the
necessary information from our suppliers. In the follow up e-mails and calls we further educated suppliers on Rule 13p-1 and how to accurately complete the CMRT. We received responses from 92% of the suppliers that we requested to complete a CMRT.
Based on our RCOI, we do not have sufficient information to determine whether our products manufactured or contracted for manufacture during the
reporting period contain necessary conflict minerals that originated, or may have originated, in the Democratic Republic of the Congo or an adjoining country. Accordingly, and out of an abundance of caution, we performed due diligence in an effort
to determine the source and chain of custody of these necessary conflict minerals.
3. Due Diligence
Design of Due Diligence
Sherwin-Williams due
diligence measures, processes, and related documentation were designed to conform, in all material respects, with the due diligence framework set forth in the Organisation for Economic Co-operation and Development Due Diligence Guidance for
Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas (OECD Guidance) and the related supplements for tin, tantalum and tungsten and for gold.
Due Diligence Measures Performed
Establish strong
company management systems
Individuals from various groups within the Company including Purchasing, Supply Chain, Legal, Internal Audit, Information
Technology, Technical, Commercial and Environmental Health and Safety collaborated to implement our supply chain due diligence. The Purchasing team led our conflict minerals compliance efforts and was primarily responsible for implementing our
conflict minerals compliance program.
The team updated and published our Conflict Minerals Policy, which is available on the Companys website at
http://careers.sherwin-williams.com/csr/policies/. The content of any website referred to in this Report is not incorporated by reference in this Report.
The team also developed and documented our procedures and record retention policies. The record retention policy requires us to retain relevant supplier
response documentation for no less than five (5) years in accordance with the OECD Guidance.
Our grievance mechanism is our ethics hotline, and we
have included the phone numbers by country at http://careers.sherwin-williams.com/csr/policies/.
Suppliers who provided products that contained or had
the potential to contain conflict minerals were advised of our conflict minerals policy during the due diligence process.
Identify and assess risks in
the supply chain
Company suppliers that supplied us necessary conflict minerals during the reporting period were sent the CMRT revision 3.01 or higher
to complete. We requested that the suppliers provide responses on a product level for items that we purchased during the 2014 calendar year.
Responses were received from approximately 92% of the suppliers we surveyed. We reviewed and analyzed the responses from suppliers and determined which
suppliers required further discussion to address inconsistent or incomplete responses. We assisted our direct suppliers, as needed, with obtaining responses from their suppliers. We compared the smelters or refiners identified by our suppliers in
their completed templates against the list of facilities on the Conflict-Free Sourcing Initiative website to determine whether the smelters or refiners received a compliant designation from the Conflict Free Smelter Program.
Design and implement a strategy to respond to identified risks
The Purchasing team responsible for conflict minerals compiled responses from our suppliers and analyzed the due diligence results. The Purchasing team
documented this information and determined when further follow up was warranted with suppliers who did not respond to the request for information through the CMRT. The follow up was accomplished through various means of communication. Additionally,
we strongly encouraged suppliers that submitted incomplete responses to continue to seek the necessary information to fully and accurately complete the template.
Carry out independent third-party audit of smelters/refiners due diligence practices
We do not have direct relationships with smelters or refiners of the necessary conflict minerals in our products, and we did not carry out audits of these
facilities. We are dependent upon audits conducted by third-parties. We support these audits by urging our suppliers to gather information from their suppliers in order to accurately complete the CMRT.
Report annually on supply chain due diligence
This
Conflict Minerals Report is available on our Company website at http://careers.sherwin-williams.com/csr/policies/ and is filed with the SEC.
4.
Results of Review
Facilities used to process the necessary conflict minerals
Fifty percent (50%) of the suppliers that supplied us necessary conflict minerals during the reporting period were either unable to provide smelter
information or provided information about smelters and refiners, but that information was not detailed enough to identify specific facilities that processed the necessary conflict minerals in the products we purchased from them. We have not included
the names of any of those facilities in this Report. However, the other fifty percent (50%) of the suppliers that supplied us necessary conflict minerals during the reporting period identified smelters and refiners that, according to those
suppliers, processed the necessary conflict minerals in the products we purchased from them. The names of those smelters and refiners are listed on Annex I below.
Country of origin of our necessary conflict minerals
Based on the responses provided by our suppliers described in the section immediately above, the responses did not provide sufficient information to identify
the country of origin of the necessary conflict minerals in our products. Accordingly, we are unable to disclose the country of origin of the necessary conflict minerals in our products during the reporting period.
Efforts to determine the mine or location of origin
We
have determined that the most reasonable effort we can make to determine the mines or locations of origin of our necessary conflict minerals is to seek information from our direct suppliers about the smelters and refiners and the countries of origin
of the necessary conflict minerals in our products and urge that our suppliers do the same with their direct suppliers. We must rely on our direct and indirect suppliers to provide information about the mine or location of origin of the necessary
conflict minerals in our products.
5. Steps Taken and Being Taken to Mitigate Risk
Since the start of the reporting period, we have taken or are taking the following steps to mitigate the risk that our necessary conflict minerals benefit
armed groups and to improve the results of our due diligence measures:
|
|
|
We will continue to utilize a third-party system for surveys, data collection, and risk identification. |
|
|
|
We will continue to engage our direct suppliers and encourage them to obtain responses from their suppliers in order to provide the detailed information needed to identify the source and chain of custody of the
necessary conflict minerals in our products. |
6. Cautionary Statement Regarding Forward-Looking Information
Certain statements contained in this Report, including those made under the Steps Taken and Being Taken to Mitigate Risk section, constitute
forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are based upon managements current
expectations, estimates, assumptions and beliefs concerning future events. Any statement that is not historical in nature is a forward-looking statement and may be identified by the use of words and phrases such as expects,
anticipates, believes, will, will likely result, will continue, plans to and similar expressions.
Readers are cautioned not to place undue reliance on any forward-looking statements. Forward-looking statements are necessarily subject to risks,
uncertainties and other factors, many of which are outside the control of the Company and such risks, uncertainties and other factors could cause actual results to differ materially from such statements and from the Companys historical results
and experience. These risks, uncertainties and other factors include such things as (a) the outcome of the current legal challenge to Rule 13p-1, (b) the responsible sourcing of conflict minerals in our supply chain by our direct and
indirect suppliers and (c) the effectiveness of traceability systems used by our direct and indirect suppliers to determine the source and chain of custody of conflict minerals contained in our supply chain.
Readers are cautioned that it is not possible to predict or identify all of the risks, uncertainties and other factors that may affect future results and that
the above list should not be considered to be a complete list. Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update or revise any forward-looking statement,
whether as a result of new information, future events or otherwise.
Annex I
List of Facilities That Processed our Necessary Conflict Minerals
(according to suppliers who responded at a Product Level)
|
|
|
|
|
|
|
Metal |
|
Smelter Name |
|
Smelter Country |
|
Smelter Identification |
Tin |
|
EM Vinto |
|
BOLIVIA |
|
CID000438 |
Tin |
|
Fenix Metals |
|
POLAND |
|
CID000468 |
Tin |
|
Malaysia Smelting Corporation (MSC) |
|
MALAYSIA |
|
CID001105 |
Tin |
|
Mineração Taboca S.A. |
|
BRAZIL |
|
CID001173 |
Tin |
|
Minsur |
|
PERU |
|
CID001182 |
Tin |
|
OMSA |
|
BOLIVIA |
|
CID001337 |
Tin |
|
PT Timah (Persero), Tbk |
|
INDONESIA |
|
CID001482 |
Tin |
|
Thaisarco |
|
THAILAND |
|
CID001898 |
Tin |
|
Yunnan Chengfeng Non-ferrous Metals Co.,Ltd. |
|
CHINA |
|
CID002158 |
Tin |
|
Yunnan Tin Company, Ltd. |
|
CHINA |
|
CID002180 |
Sherwin Williams (NYSE:SHW)
Historical Stock Chart
From Aug 2024 to Sep 2024
Sherwin Williams (NYSE:SHW)
Historical Stock Chart
From Sep 2023 to Sep 2024