AU OPTRONICS CORP Form SD Filed 2018-05-31
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SECURITIES AND EXCHANGE COMMISSION FORM SD Specialized Disclosure Report Filing Date: 2018-05-31 SEC Accession No. 0000950103-18-006801 (HTML Version on secdatabase.com) FILER AU OPTRONICS CORP Business Address 1 LI HSIN RD 2 CIK:1172494| IRS No.: 000000000 SCIENC BASED INUSTRIAL Type: SD | Act: 34 | File No.: 001-31335 | Film No.: 18869971 PARK SIC: 3674 Semiconductors & related devices HSIN CHU 300 TAIWAN F5 00000 852-2514-7600 Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report (Exact Name of Registrant as Specified in Its Charter) TAIWAN, REPUBLIC OF CHINA 001-31335 Not Applicable (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 1 LI-HSIN ROAD 2 HSINCHU SCIENCE PARK HSINCHU, TAIWAN REPUBLIC OF CHINA (Address of principal executive offices) Benjamin Tseng Chief Financial Officer 1 Li-Hsin Road 2 Hsinchu Science Park Hsinchu, Taiwan Republic of China Telephone No.: +886-3-500-8800 Facsimile No.: +886-3-564-3370 Email: [email protected] (Name and telephone, 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) under the Exchange Act for the reporting period from ☒ January 1 to December 31, 2017. Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Section 1 – Conflict Minerals Disclosure ITEM 1.01 Conflict Minerals Disclosure and Report The following should be read in conjunction with the definitions contained in the Securities and Exchange Commission (“SEC”) instructions to Form SD and related rules. With respect to conflict minerals necessary to the functionality or production of products manufactured by AU Optronics Corp. (“we,” “us” or “our”), or contracted by us to be manufactured, and required to be reported on Form SD for 2017 (collectively, “CMs”), we conducted in good faith a country of origin inquiry that we believe was reasonably designed to determine whether any of the CMs originated in the Democratic Republic of the Congo or an adjoining country (“Covered Countries”) or were from recycled or scrap sources. For a description of our country of origin inquiry, please see the discussion in Exhibit 1.02 of the measures we took to exercise due diligence (of which such inquiry was a part), which discussion is incorporated herein by reference. To the extent we know or have reason to believe that the CMs originated, or may have originated, in the Covered Countries and may not have been from recycled or scrap sources, we exercised due diligence on the source and chain of custody of the CMs as required by the SEC rules. For further information, please refer to Exhibit 1.02. The disclosures contained in this Form SD are available on our website, http://auo.com/?sn=161&lang=en-US. The website and the information accessible through it are not incorporated into this specialized disclosure report. ITEM 1.02 Exhibit The registrant’s Conflict Minerals Report required by Item 1.01 is attached hereto as Exhibit 1.02. ITEM 2.01 Exhibits Exhibit 1.02 - Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form. Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 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. AU OPTRONICS CORP. By: /s/ Shuang-Lang (Paul) Peng Name: Shuang-Lang (Paul) Peng Title: Chairman and Chief Executive Officer Date: May 31, 2018 Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Exhibit 1.02 Conflict Minerals Report of AU Optronics Corp. for the Year Ended December 31, 2017 Introduction The scope of this report covers major products of AU Optronics Corp. (“AUO”) and its other group companies from January 1, 2017 to December 31, 2017. The following list sets forth the major products of AUO and its other group companies: · AUO: TFT-LCD panels and solar modules; · Darwin Precisions Corporation: TFT-LCD modules, TV set, backlight modules and related parts; · AUO Crystal Corp.: Ingots and solar wafers; · M.Setek: Ingots. According to relevant rules and regulations of the SEC, AUO is required to conduct due diligence to inquire whether the following four minerals, gold, tin, tantalum and tungsten (the “3TG Minerals”), used as manufacturing components or functional additives, are not from the Democratic Republic of the Congo or other illegal neighboring areas or are from recycled or scrap sources, thereby not benefiting, directly or indirectly, the local armed groups in such areas. AUO GP Policy In 2011, AUO published the Policy for No Use of Conflict Minerals on its public website (http://auo.com/?sn=31&lang=zh- · TW), and communicated such conflict mineral policy and requirements to suppliers through written documents and supplier meetings. The policy contains the following principles: 1. AUO has reiterated that AUO and its suppliers shall jointly assume social and environmental responsibility. AUO shall not accept any 3TG Minerals illegally exploited from the Democratic Republic of the Congo and neighboring 2. conflict-affected areas. 3. AUO shall inform and require its suppliers to follow the abovementioned statements. AUO has required its suppliers to establish management and documentation procedures for conflict minerals, disclose if the · supplied 3TG Minerals used for products are conflict minerals and engage EICC-GeSI CFSP certified smelters. AUO has required its group companies to establish management and documentation procedures for conflict minerals, and · implement such procedures in the management of their supply-chains. Group companies shall provide summaries of measures taken each year and results of relevant investigations to AUO, as · reference for AUO’s conflict minerals report. Due Diligence Measure Performed AUO has complied with the supply-chain policy concerning conflict minerals issued by OECD and established relevant management procedures and documentation requirements, in order to make sure AUO’s products are in accordance with relevant regulations of conflict minerals and requirements from clients. The following sets forth the relevant highlights of the measures we have taken and the conclusion of our inquiry. OECD Step 1: Establish Strong Company Management System AUO has established a complete system for management of conflict minerals in five steps, including management for test of conflict minerals, management of materials, management of supply chain, trainings and results of management. Management for Test of Conflict Minerals Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document AUO’s test of conflict minerals includes identification of risks in materials and STG investigation of minerals. All the products · sold by AUO officially are required to be tested. Relevant information concerning 3TG Minerals are provided by suppliers, including the name and location of smelters, origin · of minerals and etc. Relevant information provided by suppliers will be reviewed by employees of AUO and saved together with records of such review in an electronic system named GPARS. Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Management of Materials AUO has applied intelligent management for the information dissemination concerning management of materials. AUO’s e- · system can automatically consolidate all the lists of acquired materials and periodically produce reports about the completion rate concerning test of conflict materials and circulate them to relevant departments. The relevant departments then review the test progress of conflict minerals through periodic internal meetings, and implement · relevant improving measures to make sure products are in accordance with regulations and requirements from clients. Management of Supply Chain AUO inspected suppliers’ management measures concerning conflict minerals to see whether suppliers had performed their · duties and met AUO’s requirements. Inspection activities includes inspection of new suppliers and annual inspection, which all involve the inspection of conflict · minerals. Trainings AUO has distributed internally electronic newsletters to employees that explain regulations concerning conflict minerals and AUO’s compliance measures. For relevant departments highly involved with management of conflict minerals, AUO has conducted multiple trainings to explain the regulations and AUO’s compliance measures concerning conflict minerals and to · introduce responsible departments and relevant system tools. The targeted audience includes departments in charge of procurement, management of suppliers and management of green products. In 2017, AUO conducted a total of two such training courses online. Results of Management · AUO produces two kinds of reports concerning the management of conflict minerals: The annual report filed to SEC every year, including the report for conflict