Specialized Disclosure Report (sd)
May 29 2019 - 6:23AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM SD
SPECIALIZED DISCLOSURE REPORT
Commission file number:
001-16429
ABB Ltd
(Exact name of registrant as
specified in its charter)
Switzerland
(Jurisdiction of incorporation
or organization)
Affolternstrasse 44
CH-8050 Zurich
Switzerland
(Address of principal
executive offices)
Richard A.
Brown
Affolternstrasse
44
CH-8050
Zurich
Switzerland
Telephone:
+41-43-317-7111
Facsimile:
+41-43-317-7992
(Name, Telephone, E-mail
and/or Facsimile number and Address of Company Contact Person)
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, 2018.
Introduction
ABB Ltd is a corporation organized under
the laws of Switzerland. In this Form SD and the attached Conflict Minerals
Report (included as Exhibit 1.01), “ABB”, the “Company”, “we”, and “our” refer
to ABB Ltd and its consolidated subsidiaries. ABB is a foreign private issuer
as defined under Rule 405 of Regulation C under the Securities Act of 1933 and
Rule 3b-4 under the Securities Exchange Act of 1934. Our shares are currently
listed on the SIX Swiss Exchange, the NASDAQ OMX Stockholm Exchange and the New
York Stock Exchange (in the form of American Depositary Shares).
Conflict minerals are defined as
cassiterite, columbite-tantalite and wolframite, and their derivatives, which
are limited to tin, tantalum and tungsten, as well as gold (3TG). The
functionality of a substantial portion of our global product portfolio relies
on the use of direct materials, especially electronic components, which include
amounts of tin, tantalum, tungsten or gold (
necessary conflict minerals
).
For example, tin, tantalum, tungsten and gold are each contained respectively
in weld wire, capacitors, electronic contacts and electrical connection
coatings, each of which are components in many of our products. Our
operating divisions and their products are described in more detail below.
In 2018, we operated our business through four divisions based on
products and services. These divisions included: Electrification Products,
Industrial Automation, Robotics and Motion, and Power Grids. We also have
business operations relating to our remaining engineering, procurement, and
construction (EPC) contracts, which are being wound down and managed in a
separate business unit outside of these divisions. In December 2018, we
announced an agreement to divest 80.1 percent of our Power Grids business to
Hitachi Ltd which is expected to be completed during 2020. The scope of our
procedures included in this Form SD and the attached Conflict Minerals Report
continue to include the operations of the Power Grids business. The description
of our divisions and their main products in 2018 is as follows:
·
Electrification Products:
manufactures and sells products and solutions which are designed
to provide smarter and safer electrical flow from the substation to the socket.
The portfolio of increasingly digital and connected solutions includes electric
vehicle charging infrastructure, solar power solutions, modular substation
packages, distribution automation products, switchboard and panelboards,
switchgear, UPS solutions, circuit breakers, measuring and sensing devices,
control products, wiring accessories, enclosures and cabling systems and
intelligent home and building solutions, designed to integrate and automate
lighting, heating, ventilation, security and data communication networks.
·
Industrial Automation:
develops and sells integrated automation and electrification
systems and solutions, such as process and discrete control solutions, advanced
process control software and manufacturing execution systems, sensing,
measurement and analytical instrumentation and solutions, electric ship
propulsion systems, as well as solutions for modern machine and factory automation
and large turbochargers. In addition, the division offers a comprehensive range
of services ranging from repair to advanced services such as remote monitoring,
preventive maintenance and cybersecurity services.
·
Robotics and Motion:
manufactures and sells robotics, motors, generators, drives, wind
converters, components and systems for railways and related services and
digital solutions for a wide range of applications in industry, transportation
and infrastructure, and utilities.
·
Power Grids:
offers a range of products, systems, service and software
solutions across the power value chain of generation, transmission and
distribution, to utility, industry, transport & infrastructure customers.
These offerings address existing and evolving grid needs such as the
integration of renewables, digital substations, network control solutions,
microgrids and asset management. The division portfolio includes AC and DC
transmission systems, substations, as well as a wide range of power,
distribution and traction transformers and an array of high-voltage products,
such as circuit breakers, switchgear and capacitors.
On June 30, 2018, we
acquired GE Industrial Solutions, the global electrification solutions business
of General Electric (GEIS). This Form SD and the Conflict Minerals Report
attached as Exhibit 1.01 hereto do not cover products manufactured or
contracted to be manufactured by GEIS in 2018.
We did not conduct significant due
diligence efforts in 2018 for certain businesses which were divested in 2018
including our turnkey AC Substation business which was sold to Linxon, a new
joint venture with SNC‑Lavalin as well as our terminal block business.
As ABB files reports with the U.S.
Securities and Exchange Commission under Section 13(a) of the Securities
Exchange Act of 1934, and is a user of
necessary conflict minerals
to
produce its manufactured products, ABB is subject to Section 1502 of the
Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (17 CFR
Parts 240 and 249b). ABB’s Policy on Conflict Minerals can be found at new.abb.com/about/supplying/conflict-minerals-policy
The content of any Web site referred to in
this Form SD is included for general information only and is not incorporated
by reference in this Form SD.
Section 1 -
Conflict Minerals Disclosures
a.
We have concluded that
during the 2018 calendar year:
i.
based on an analysis of our global product
offering, we have manufactured products containing conflict minerals and have
determined that the use of these minerals is necessary to the functionality or
production of these products.
ii.
based on the Reasonable Country of Origin Inquiry
(RCOI) conducted (see below), we have reason to believe that a portion of the
Company’s
necessary conflict minerals
originated or may have originated
in the Democratic Republic of the Congo (DRC) or an adjoining country
1
(collectively the “covered countries”) and may not be from recycled or scrap
sources.
b.
Description of RCOI
We are
a large organization and have manufacturing facilities located around the
world. We manufacture products in more than 500 product lines and have
approximately 40,000 unique direct material suppliers.
To
assess whether the
necessary conflict minerals
in our products
originated from the covered countries, we performed a RCOI by identifying
direct suppliers of products likely to contain 3TG and surveying a sample of these
suppliers using the Conflict Minerals Reporting Template (CMRT) as developed
and issued by the Responsible Minerals Initiative (RMI) of the Responsible
Business Alliance (RBA) and the Global eSustainability Initiative (GeSI).
During
2018, we continued to increase the quality of the sample of suppliers selected
for surveying. Over the past two years, we have invested significant amounts to
enhance our systems used to track the link between the components purchased
from our suppliers and our products. This has allowed us to improve the quality
of our supplier selection process and be more focused on the relevant suppliers
of 3TG. In 2018, we refined our product component evaluations and the supplier
selection process which contributed to an improvement in the quality of
information received from suppliers. We also increased the level of quality required
for a supplier response to be accepted. Although the response rate from
suppliers was higher in 2018, our increased quality requirements resulted in a
higher number of rejected supplier responses. In
__________________________________
1
Adjoining countries of the Democratic Republic of the Congo are:
Angola, Burundi, Republic of the Congo, Central African Republic, Rwanda, South
Sudan, Tanzania, Uganda and Zambia.
addition, refinements in the supplier survey selection process
resulted in a reduction of the number of suppliers who replied and indicated
that no 3TG was provided to ABB.
In
2018, we selected our suppliers for surveying based on the identification of
components containing 3TG within ABB products. Based on this evaluation, we
selected approximately 5,000 suppliers to be surveyed. We believe our current
RCOI and the number of surveyed suppliers provides a sufficient level of
coverage that we believe could allow us to appropriately assess the conflict
status of our products.
As part of our RCOI, suppliers provided us
the names of the original smelters/refiners used by them to process 3TG
contained in their products. Based on the list of processing facilities we have
compiled and based on smelter/refiner-specific country sourcing information we
have received through our membership in the RMI, we believe that some of the
necessary
conflict minerals
in our products may have originated from the covered
countries and were not from recycled or scrap sources. Although most suppliers
who responded to our survey were able to provide us with a list of the original
smelters/refiners that they identified as being used to process 3TG contained
in their products, most of our suppliers were unable to identify and represent
which smelters/refiners were specifically used for 3TG in the products or
materials supplied to ABB. Therefore, the lists of smelters/refiners provided
by suppliers may contain facilities that were not used to process 3TG contained
in the components they provided to us.
c.
Disclosure of this Form and the Conflict
Minerals report
In accordance with Rule 13p-1 under the
Securities Exchange Act of 1934, this Specialized Disclosure Form (Form SD) and
the associated Conflict Minerals Report are available on our Web site at www.abb.com/investorrelations
under “Quarterly results and annual reports”, “2018”, “SEC Filings”.
Section 2 - Exhibits
Exhibit 1.01 - Conflict Minerals Report as required by Items 1.01
and 1.02 of this Form.
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.
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ABB LTD
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By:
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Date: May 29, 2019
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Name:
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Timo Ihamuotila
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Title:
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Executive Vice President and
Chief Financial Officer
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By:
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Date: May 29,
2019
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Name:
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Richard A. Brown
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Title:
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Group Senior Vice President and
Chief Counsel Corporate & Finance
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