---

---

---

---

A.	Conflict Minerals Sourcing Policy

•	Lear developed and adopted a “Conflict Minerals Sourcing Policy” that is published on Lear’s public website at: http://www.lear.com/ and is contained in Attachment A to this report.

◦	The policy states that Lear will comply with the disclosure and reporting requirements of the Conflict Minerals Rule of the Dodd-Frank Act, as well as the rules of the SEC promulgated under such Act.

---

◦	The policy also states Lear requires legal and ethical sourcing of materials in our supply chain and, as part of our Conflict Minerals Sourcing Policy, imposes an obligation on Lear’s suppliers to engage in due diligence of their respective supply chains to understand and report the content of the parts such suppliers provide to Lear.

B.	Internal Management Structure

•	Cross Functional Team

◦	A “Cross Functional Team” was appointed to support the supply chain due diligence undertaken by Lear. Representatives from Lear’s Purchasing, Engineering, Finance, Corporate Compliance, Information Technology, Environmental, Health and Safety, Philippine Engineering and Technology Center and Legal departments serve on the team.

◦	The purpose of the Cross Functional Team is to ensure availability of resources necessary to support Lear’s supply chain due diligence process. The team monitors the execution and effectiveness of Lear’s due diligence process and collaborates to develop improvements to such process.

•	Report Findings to Designated Senior Management and Board of Directors

◦	Lear’s designated members of the Company’s Senior Management and the Company’s Board of Directors are provided an update relating to conflict minerals activities by the Environmental Health and Safety Department, upon request.

C.	Controls and Transparency Over the Mineral Supply Chain

•	Industry Driven Programs

◦

The OECD Guidance encourage participation in industry-driven programs to establish an industry-wide system of controls and transparency over the mineral supply chain including either a chain of custody or a traceability system. As outlined in the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Area, the internationally recognized standard on which our company’s system is based, we support an industry initiative that validates smelters’ or refiners’ (“SORs”) due diligence activities. The industry initiative is the Conflict-Free Sourcing Initiative® (CFSI®) of Electronic Industry Citizenship Coalition (EICC®) and the Global e-Sustainability Initiative (GeSi®). Lear is recognized in CFSI under company member code “LEAR”.

◦	CFSI validates SORs due diligence activities through their Conflict-Free Smelter Program (“CFSP”). The CFSP uses an independent third-party audit to identify

---

◦

Lear participates in the Automotive Industry Action Group (“AIAG”), an automotive industry group whose members include original equipment manufacturers (“OEM”) and “Tier 1” suppliers. Lear participates in the AIAG Conflict Minerals Work Group (“CMWG”) which was established to prepare suppliers for reporting that will enable compliance with provisions of the Conflict Minerals Rule. Lear participates in AIAG’s Smelter Engagement Team (“SET”), Training and Education, and Due Diligence sub groups of the CMWG, which create or support specific initiative to develop tools and resources to assist companies and their supply chain in the reporting processes. Lear also participates in CFSI’s Smelter Engagement Team (“SET”), an initiative of the CFSI. The SET teams conduct research and outreach encouraging SORs to participate in the CFSI which supports the validation of SORs as conflict free. Validation through the CFSI evaluates chain of custody and/or traceability of the minerals from the mine to the SORs. This is the primary methodology for downstream suppliers (such as Lear) to have influence on the upstream supply base (such as the smelters and refiners).

D.	Company Engagement With Suppliers

•	Lear has established an online supplier portal to strengthen Lear’s engagement with its suppliers.

◦	The supplier portal is available at Lear’s website at: http://www.lear.com/Site/Suppliers/.

◦

The “Suppliers” tab serves as a supplier information portal that provides the supply chain a unique opportunity to view and access important Lear information and updated web guides for suppliers. Web guides are referred to in the “Terms and Conditions” used by Lear when contracting with suppliers, and such web guides contain requirements not specifically identified in the Terms and Conditions. Web guides include a Global Requirements Manual for Suppliers and contain information for suppliers regarding the Conflict Minerals Rule. Also, under the “Suppliers” tab, additional conflict minerals related documents are provided (e.g., Lear’s conflict minerals sourcing policy, supplier expectations, and communication requests to the supplier).

◦	Suppliers are able to contact a Lear conflict minerals representative anytime via e-mail at: conflictminerals@lear.com.

---

E.	Grievance Mechanism

•	The conflictminerals@lear.com mailbox is a mechanism available for any interested party to communicate their concerns/grievances regarding Lear’s conflict minerals process.

◦	This mailbox is checked daily for communications from interested parties.

◦	In the event that a grievance is submitted, the established process is to review the contents of the grievance, discuss with appropriate Lear individuals to seek resolution and communicate back to the person submitting the grievance.

A.	Identification of Suppliers and Point of Contact

•	Lear utilizes the International Material Data System (“IMDS”) to identify and assess risk of relevant suppliers that provide components to Lear, as an initial step. Lear communicates the conflict minerals reporting request by e-mail with its suppliers identified in the IMDS list known to have 3TG in their products.

•	Suppliers are requested to identify the individual(s) responsible for providing conflict mineral information for their company.

•	Non-responsive suppliers received a request from Lear a minimum of three times.

◦	A listing of non-responsive suppliers is sent to Lear’s “Purchasing Commodity Managers” or delegates to assist in obtaining contact information. The Lear’s “Purchasing Commodity Managers” or delegates then obtain the necessary information from the respective suppliers.

•	Once contact names and e-mail addresses were obtained, RCOI is made using the EICC and GeSi template known as the CFSI’s Conflict Minerals Reporting Template (the “CMRT”), which is described in further detail below.

---

•	Lear considers the following risk elements in its due diligence process:

◦

Completeness of the submission of information by Lear’s suppliers, especially for those suppliers known to have 3TG in their components. The AIAG’s CM-3 Guide for Responding to the Conflict Minerals Reporting Templates (“CM-3 Guide”) and other available guidance across the industry is used to determine completeness of submission by analyzing the supplier’s answers to each question contained in the CMRT.

◦	Submission of SORs data and determination if SORs had been validated to be compliant with the CFSP of CFSI.

◦	Consistency and substantiation of information by cross-checking submissions with the IMDS data.

•	As questions arise regarding supplier submissions, Lear communicates by e-mail with the supplier for clarification and understanding.

•	Lear’s conflict minerals due diligence is an on-going, and proactive process.

◦

An assessment of all responses received from suppliers using the CM-3 Guide, the IMDS data information, and the CFSI’s smelter database information. Supplier responses are categorized as follows: (i) accepted (meaning the response satisfied the requirements and expectations set forth in the CMRT); (ii) inconsistent or incomplete (meaning the response contained inconsistent information when compared against known or existing IMDS data and clarification is required, or expected inputs are missing); and (iii) rejected (meaning the CMRT data is invalid or not presented in the required format). Categorizing a response is prompted by the completeness or quality of the answer and cross-checks undertaken by Lear. Suppliers are notified by e-mail of the status of their CMRT responses and if

---

◦	A listing of SORs information provided to Lear by its supply chain is compiled. The listing contains conflict free smelters and refiners as well as facilities that are not yet validated to be compliant with CFSP. As noted, Lear supports the CFSI and their independently verified list of conflict-free SORs through their CFSP.

•	As a downstream supplier, Lear does not have a direct relationship with 3TG smelters and refiners, and does not perform or direct audits of these entities within our supply chain.

•	Utilized the IMDS to identify and assess risk of relevant suppliers that provide components to Lear.

•	Communicated the conflict minerals reporting request by e-mail with suppliers identified in the IMDS list known to have 3TG in their products. In 2015, Lear communicated to more than 200 suppliers within Lear’s seating and electrical businesses based on Lear’s top spend amounts.

•	Adopted the CM-3 Guide to properly evaluate the CMRT declaration from suppliers

•	Determined completeness of the CMRT declaration from suppliers by analyzing the answers to each question contained in the CMRT, and considered the following risk elements:

◦	Accuracy of SORs data and determination if SORs had been validated to be compliant with the CFSP of CFSI.

◦	Consistency and substantiation of information by cross-checking submissions with the IMDS data.

•	Utilized smelter database tools and resources to compare the SORs identified in Lear’s supply chain in order to determine the status of such SORs.

•

Categorized supplier responses as follows: (i) accepted (meaning the response satisfied the requirements and expectations set forth in the CMRT); (ii) inconsistent or incomplete (meaning the response contained inconsistent information when compared against known or existing IMDS data and clarification is required, or expected inputs are missing); and (iii) rejected (meaning the CMRT data is invalid or not presented in the required format).. Categorizing a response is prompted by the completeness or quality of the answer and cross-checks undertaken by Lear.

---

•	Suppliers were notified by e-mail of the status of their CMRT responses and if their response is rejected, or if incomplete or inconsistent, suppliers were asked to correct and resubmit.

◦	As questions arose regarding supplier CMRT declaration, Lear communicated by e-mail and telephone with the supplier for clarification and understanding.

•	Lear participated on the AIAG CMWG and CFSI by attending periodic meetings in person and participating in conference calls.

•	Attended the Manufacturers Alliance for Productivity & Innovation (“MAPI”) Conflict Minerals Forum in 2015.

•	Financially supported the CFSP by membership to CFSI.

•

Compiled a listing of SORs information received from Lear supply chain and provided to CFSI. CFSI solicits supplier surveys to refresh the aggregated list of potential and actual SORs in CFSI member company supply chains. This information will be used to help identify SORs and aliases, cover as many smelters and refiners as possible and prioritize research and outreach throughout the reporting year.

•	Became a member of CFSI SET subgroup and contributed to outreach encouraging SORs to participate in the CFSP.

•	Enhance and improve our RCOI and due diligence survey response rate by strengthening supplier engagement and education.

◦	Results: Lear saw a significant improvement in the 2015 supplier response rates in the categories identified as “All Suppliers” and “Suppliers Known To Have 3TG”. The improved response rate is attributed to Lear’s “Conflict Minerals Team” consistent interaction with supplier contacts.

•	Continue to participate in the AIAG and CFSI (as discussed in item C on page 3 of this report).

◦	Results: Lear participated on the AIAG CMWG by attending meetings in person and participating in conference calls. As a member of the CMWG, Lear provided input on the various topics and projects. Additionally during 2015, Lear became a member of CFSI SET and contributed to outreach encouraging SORs to participate in the CFSP.

•	Continued collaboration with AIAG, CFSI, and participation in cross-industry forums to ensure access to up-to-date smelter information, current events and legislation related to conflict minerals.

---

•	Implementing improvements of relevant suppliers’ data analysis by leveraging software to facilitate identification of the status of suppliers’ SORs and utilizing the latest Smelter Database tool developed by CFSI.

•

Participation in both AIAG SET and CFSI SET to support research and outreach projects which encourage smelters and refiners to participate in the CFSI. Lear will also provide input to the Supplier Survey of CFSI. CFSI solicits supplier surveys to refresh the aggregated list of potential and actual SORs in CFSI member company supply chains. This information will be used to help identify SORs and aliases, cover as many smelters and refiners as possible and prioritize research and outreach throughout the reporting year.

---