UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________________________________
Form SD
Specialized Disclosure Report
CELANESE CORPORATION
(Exact Name of Registrant as Specified in its Charter)
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Delaware (State or Other Jurisdiction of Incorporation or Organization) | | 001-32410 (Commission File Number) |
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222 West Las Colinas Blvd., Suite 900N Irving TX (Address of Principal Executive Offices) | | 75039-5421 (Zip Code) |
Ashley B. Duffie
Senior Vice President, General Counsel and Secretary
(972) 443-4000
(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, 2023.
¨ Rule 13q-1 under the Securities Exchange Act (17 CFR 240.13q-1) for the fiscal year ended __________.
Section 1 - Conflict Minerals Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
Celanese Corporation (the “Company” or “Celanese”) conducted, in good faith, a reasonable country of origin inquiry regarding conflict minerals necessary to the functionality or production of its products that were manufactured, or contracted to be manufactured, by Celanese and for which the manufacture was completed during calendar year 2023.
Based on Celanese’s reasonable country of origin inquiry, the Company exercised due diligence on the source and chain of supply of conflict minerals for 2023 manufactured products and thus has filed a Conflict Minerals Report.
Conflict Minerals Disclosure
A copy of Celanese’s Conflict Minerals Report is provided as Exhibit 1.01 to this Form SD and is publicly available in the Investor Relations section of the Company’s website under the header “Financial Information: SEC Filings” at www.celanese.com. The content of the website referenced is included for information only and is not incorporated by reference into this Form SD.
Item 1.02 Exhibit
The Company is filing its Conflict Minerals Report as Exhibit 1.01 to this report.
Section 3 - Exhibits
Item 3.01 Exhibits
Exhibit 1.01 Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD.
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 undersigned hereunto duly authorized.
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| CELANESE CORPORATION |
| By: | /s/ Ashley B. Duffie |
| Name: | Ashley B. Duffie |
| Title: | Senior Vice President, General Counsel and Secretary |
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| Date: | May 31, 2024 | |
Celanese Corporation
Conflict Minerals Report
Introduction
This Conflict Minerals Report ("Report") of Celanese Corporation ("Celanese") is filed pursuant to Rule 13p-1 and Form SD ("Rule") promulgated under the Securities Exchange Act of 1934, as amended. This Report covers the reporting period from January 1, 2023, to December 31, 2023. The Rule provides that companies manufacturing or contracting to manufacture products for which the minerals specified in the Rule are necessary to the functionality or production of those products must conduct in good faith a reasonable country of origin inquiry regarding those specified minerals that is reasonably designed to determine whether any of the specified minerals originated in certain covered countries. The specified minerals include columbite-tantalite (coltan), cassiterite, gold, wolframite, and their derivatives (tantalum, tin, and tungsten), collectively known as "Conflict Minerals." The "Covered Countries" include the Democratic Republic of the Congo and adjoining countries.
Product Scope
The Report pertains to products manufactured or contracted to be manufactured by Celanese for which Conflict Minerals are necessary to the functionality or production.
Reasonable Country of Origin Inquiry (“RCOI”)
Celanese conducted a good faith RCOI to determine the origin of Conflict Minerals in its products. This involved identifying product categories likely to contain Conflict Minerals through product specifications and other information known to Celanese, identifying and contacting each supplier of such minerals, and assessing whether the minerals were sourced from a Covered Country or from recycled or scrap materials. Three Conflict Minerals—gold, tin, and tantalum—were identified through this process.
Gold: Gold is a chemical component of catalysts used in the manufacture of certain of Celanese’s products. Celanese (i) identified its suppliers of, and lessors that trade in, gold used in its catalysts and (ii) obtained certifications or written confirmations from these suppliers and lessors indicating that the gold did not originate from any Covered Country or that the suppliers and lessors were members of the London Bullion Market Association (“LBMA”), adhering to the LBMA’s responsible sourcing program.
Tin, gold, or tantalum: Celanese identified products from its Engineered Materials business containing tin, gold, or tantalum. Twenty two suppliers were identified, and Conflict Minerals Reporting Templates (“CMRTs”) were sent to these suppliers as part of the due diligence process. Responses indicated that the Conflict Minerals used in Celanese products were either conflict-free or were sourced from smelters audited and validated by the Responsible Minerals Assurance Process (“RMAP”).
Some of the CMRT responses Celanese received from its suppliers were made on a company-level basis and did not provide detail as to source and chain of custody for the specific quantities of Conflict Minerals that were actually supplied to Celanese. As a result, Celanese does not possess sufficient information to draw definitive conclusions as to the exact smelter, country of origin, mine location or location of origin of the tin contained in our in-scope products. For all companies downstream from such suppliers (in particular those several steps removed from the
original mines or smelters), it may be difficult to know the ultimate country or location of origin of the mine from which the Conflict Minerals originated.
Due Diligence Process
Celanese followed the due diligence framework outlined by the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas. This included:
- Identifying Suppliers: Contacting suppliers and requesting information through CMRTs.
- Assessing Responses: Evaluating supplier responses to determine the source and chain of custody of Conflict Minerals.
- Follow-up Actions: Engaging with suppliers who did not provide timely or complete responses.
Results of Due Diligence
Celanese does not purchase Conflict Minerals directly from mines or smelters and relies on its direct suppliers to ensure responsible sourcing. The supply chains are complex, involving many third parties between the ultimate manufacture of the products and the original sources of the Conflict Minerals. The identified products in the Celanese’s portfolio are used in various industrial applications. Based on supplier responses, Celanese believes that the Conflict Minerals necessary to the functionality or production of products manufactured, or contracted to be manufactured, by Celanese during calendar year 2023 were either:
- From countries other than the Covered Countries,
- From recycled or scrap sources, or
- Validated as conflict-free by the Responsible Minerals Initiative (“RMI”).
Celanese directly contacted its raw material suppliers and received supplier declarations or completed CMRTs that denoted the Conflict Minerals used in Celanese products were either certified to be conflict free or sourced from smelters and refineries that had been audited and validated by the RMAP. The list of smelters is included below:
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Metal | Smelter | Country |
Tin | Minsur | PERU |
Tin | Mineracao Taboca S.A. | BRAZIL |
Tin | White Solder Metalurgica | BRAZIL |
Tin | Operaciones Metalurgicas S.A. | BOLIVIA (PLURINATIONAL STATE OF) |
Tin | Fabrica Auricchio Industria e Comercio Ltda. | BRAZIL |
Tin | ENAF | BOLIVIA (PLURINATIONAL STATE OF) |
Tin | Dowa | JAPAN |
Tin | Mitsubishi Materials Corporation | JAPAN |
Tin | Thaisarco | THAILAND |
Tin | PT Refined Bangka Tin | INDONESIA |
Tin | PT Menara Cipta Mulia | INDONESIA |
Tin | PT Timah Tbk Mentok | INDONESIA |
Tin | Aurubis Beerse | BELGIUM |
Tin | Fenix Metals | POLAND |
Tin | Tin Smelting Branch of Yunnan Tin Co., Ltd. | CHINA |
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Tin | PT Timah Tbk Kundur | INDONESIA |
Gold | Royal Canadian Mint | CANADA |
Gold | MKS PAMP SA | SWITZERLAND |
Tin | Alpha | UNITED STATES OF AMERICA |
Tin | Aurubis Beerse | BELGIUM |
Tin | Aurubis Berango | SPAIN |
Tin | Chifeng Dajingzi Tin Industry Co., Ltd. | CHINA |
Tin | China Tin Group Co., Ltd. | CHINA |
Tin | CRM Synergies | SPAIN |
Tin | EM Vinto | BOLIVIA (PLURINATIONAL STATE OF) |
Tin | Gejiu Non-Ferrous Metal Processing Co., Ltd. | CHINA |
Tin | Guangdong Hanhe Non-Ferrous Metal Co., Ltd. | CHINA |
Tin | Jiangxi New Nanshan Technology Ltd. | CHINA |
Tin | Luna Smelter, Ltd. | RWANDA |
Tin | Malaysia Smelting Corporation (MSC) | MALAYSIA |
Tin | Metallic Resources, Inc. | UNITED STATES OF AMERICA |
Tin | O.M. Manufacturing (Thailand) Co., Ltd. | THAILAND |
Tin | PT Artha Cipta Langgeng | INDONESIA |
Tin | PT ATD Makmur Mandiri Jaya | INDONESIA |
Tin | PT Babel Inti Perkasa | INDONESIA |
Tin | PT Bangka Serumpun | INDONESIA |
Tin | PT Bukit Timah | INDONESIA |
Tin | PT Mitra Stania Prima | INDONESIA |
Tin | PT Prima Timah Utama | INDONESIA |
Tin | PT Tommy Utama | INDONESIA |
Tin | Rui Da Hung | TAIWAN, PROVINCE OF CHINA |
Tin | Tin Technology & Refining | UNITED STATES OF AMERICA |
Tin | Yunnan Chengfeng Non-ferrous Metals Co., Ltd. | CHINA |
Celanese is committed to preventing the use of Conflict Minerals that fund armed conflict in the Covered Countries. The Company’s Statement of Responsible Sourcing of Minerals is available at its website at https://www.celanese.com/en/legal/conflict-minerals-policy-and-disclosure. This Statement aligns with the Company’s Sustainable Procurement policy, which is available at its website at https://www.celanese.com/-/media/cewebjssapp/project/documents/celanese-sustainable-procurement-policy.pdfundefined. As part of its ongoing risk management and assessment program, the Company has taken the following steps: (i) obtain a membership in the Responsible Minerals Initiative and (ii) integrated the Mobility & Materials business of DuPont de Nemours, Inc. into Celanese’s enterprise resource planning system; and intends to continue the due diligence measures described in this Report.
Celanese (NYSE:CE)
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