UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form SD
Specialized Disclosure Report
Charles & Colvard, Ltd.
(Exact name of registrant as specified in its charter)
Commission File Number: 000-23329
| North Carolina | 56-1928817 |
| (State or other jurisdiction of | (I.R.S. Employer |
| incorporation or organization) | Identification No.) |
|
170 Southport Drive Morrisville, North Carolina |
27560 |
| (Address of principal executive offices) | (Zip Code) |
Clint J. Pete, Chief Financial Officer (919) 468-0399
(Name and telephone number, including area code, of 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, 2021. |
Section 1 - Conflict Minerals Disclosure
| Item 1.01 | Conflict Minerals Disclosure and Report |
As provided for in Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD, a Conflict Minerals Report is provided as an exhibit to this Form SD and is available at the following internet website:
https://ir.charlesandcolvard.com/financials/sec-filings
The information contained on our website is not incorporated by reference into this Form SD or our Conflict Minerals Report and should not be considered part of this Form SD or the Conflict Minerals Report.
Information concerning gold and tantalum from recycled or scrap sources that may be contained in our in-scope products is included in the Conflict Minerals Report and is incorporated in this Form SD by reference.
| Item 1.02 | Exhibit |
The Conflicts Minerals Report described in Item 1.01 is filed as Exhibit 1.01 to this Form SD.
Section 2 - Exhibits
| Item 2.01 | Exhibits |
Exhibit 1.01 - Conflict Minerals Report for Charles & Colvard, Ltd. for the calendar year ended December 31, 2021
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.
| Charles & Colvard, Ltd. | ||
| May 26, 2022 | ||
| By: | /s/ Clint J. Pete | |
| Clint J. Pete | ||
| Chief Financial Officer | ||
| (Principal Financial Officer and Principal Accounting Officer) | ||
Exhibit 1.01
Conflict Minerals Report
Charles & Colvard, Ltd. (the “Company”) has included this Conflict Minerals Report as an exhibit to its form SD filed pursuant to Rule 13p-1 promulgated under the Securities Exchange Act of 1934, as amended, for the reporting period January 1, 2021 to December 31, 2021. Rule 13p-1 requires disclosure of certain information when a company manufactures or contracts to manufacture products for which the minerals specified in the Rule are necessary to the functionality or production of those products. The specified minerals are gold, columbite-tantalite (coltan), cassiterite and wolframite, including their derivatives, which are limited to tantalum, tin and tungsten (collectively, the “Conflict Minerals”). The “Covered Countries” for the purposes of Rule 13p-1 are the Democratic Republic of the Congo, the Republic of the Congo, the Central African Republic, South Sudan, Uganda, Rwanda, Burundi, Tanzania, Zambia, and Angola.
The Company contracts to manufacture products for which gold and tantalum, two of the Conflict Minerals, are necessary to the functionality or production of those products. The Company has conducted a good faith reasonable country of origin inquiry regarding its Conflict Minerals reasonably designed to determine whether any of its Conflict Minerals originated in the Covered Countries and whether any of the Conflict Minerals may be from recycled or scrap sources.
The Company requested each of its gold suppliers (each, a “Company Gold Supplier”) to certify that (1) it has not and will not accept gold that originated in any of the Covered Countries and (2) it only accepts gold from the following sources:
| · | Refiners that are on the London Bullion Market Association Good Delivery List (the “LBMA List”), the Responsible Minerals Initiative Responsible Minerals Assurance Process lists of active and conformant smelters and refiners (the “RMAP Lists”), or has received the Responsible Jewellery Council Chain of Custody Certification (the “RJC Certification”); |
| · | Suppliers that identify the refiner(s) of the gold received by the Company Gold Supplier as being listed on the LBMA List or the RMAP Lists or as having received the RJC Certification; and/or |
| · | Suppliers that certify that the gold received by the Company Gold Supplier is scrap and/or recycled gold identifiable as resulting from such suppliers’ own production. |
The Company received certifications from Company Gold Suppliers that supply 100% of the gold used in the production of the Company’s products for which the gold is necessary to the functionality or production of those products.
The Company requested each of its tantalum suppliers (each, a “Company Tantalum Supplier”) to certify that (1) it has not and will not accept tantalum that originated in any of the Covered Countries and (2) it only accepts tantalum from the following sources:
| · | Smelters that are on the Responsible Minerals Initiative Responsible Minerals Assurance Process lists of active and conformant smelters and refiners (the “RMAP Lists”); |
| · | Suppliers that identify the smelter(s) of the tantalum received by the Company Tantalum Supplier as being listed on the RMAP Lists; and/or |
| · | Suppliers that certify that the tantalum received by the Company Tantalum Supplier is scrap and/or recycled tantalum identifiable as resulting from such suppliers’ own production. |
The Company received certifications from Company Tantalum Suppliers that supply 100% of the tantalum used in the production of the Company’s products for which the tantalum is necessary to the functionality or production of those products.
Based on this reasonable country of origin inquiry, the Company determined that it has no reason to believe that its Conflict Minerals may have originated in the Covered Countries. This information is publicly available at https://ir.charlesandcolvard.com/financials/sec-filings.