RETIREMENT SAVINGS PLAN
THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS COVERING SECURITIES
THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933
SEPTEMBER 2005 R E T I R E M E N T S A V I N G S P L A N
TABLE OF CONTENTS
Page
Introduction 1
Overview 2
General Information 2
Participation in the Plan 3
Your Contributions to the Plan 4
Matching Contributions 6
Investment Funds 7
Vesting 9
Payment of Benefits 10
Death Benefits 12
Withdrawals 12
Loans 14
Claims for Benefits 16
Miscellaneous 16
Your ERISA Rights 20
Appendix A 23
Appendix B 26
SEPTEMBER 2 0 0 5 i R E T I R E M E N T S A V I N G S P L A N
INTRODUCTION
This is a summary of the Celanese Americas Retirement Savings Plan in
effect as of September 1, 2005. Celanese Americas Corporation maintains the
savings plan for the benefit of its own eligible employees and the eligible
employees of other companies that participate in the Plan.
PLAN HISTORY
The Hoechst Celanese Savings Plan was created on January 1, 1989. (It was
the result of the merger of the American Hoechst Corporation Savings Plan and
the Celanese Savings and Investment Plan.) It was renamed the Hoechst
Corporation Retirement Savings Plan in 1998 but Hoechst Celanese Corporation
(later renamed HNA Holdings, Inc. and subsequently renamed CNA Holdings, Inc.)
retained principal sponsorship of the Plan.
In connection with the October 22, 1999 spinoff by Hoechst AG of its
chemical businesses to Celanese AG, Hoechst Corporation was renamed Celanese
Americas Corporation. Celanese Americas Corporation assumed responsibility for
the savings plan from CNA Holdings, Inc. and renamed it the Celanese Americas
Retirement Savings Plan effective November 1, 1999.
The Hoechst Celanese Savings Plan for Coventry Hourly Employees was merged
with and into the Celanese Americas Retirement Savings Plan effective November
1, 1999.
SHORTENED NAMES
Throughout this summary, the Celanese Americas Retirement Savings Plan is
referred to as the Plan.
The Celanese Americas Retirement Plans Service Center is called the
Retirement Service Center. Celanese Americas Corporation is referred to as
Celanese. Celanese Americas Corporation and any other companies participating in
the Plan, grouped together, are called the Company.
STATUTORY COMPLIANCE
The Plan is intended to qualify under section 401(a)of the Internal Revenue
Code of 1986 as amended, and to comply with all applicable requirements of the
Employee Retirement Income Security Act of 1974, as amended ("ERISA"), including
provisions governing reporting, disclosure, participation, vesting, and
fiduciary responsibility.
The Plan is intended to be a plan described in section 404(c) of ERISA and
US Department of Labor regulations ss.2550.404c-1. Thus, the fiduciaries of the
Plan may be relieved of liability for any losses that are the result of
investment instructions given by a Plan participant or beneficiary.
GOVERNING DOCUMENT
This booklet summarizes the official Plan document in effect as of
September 1, 2005. If there is a difference between this booklet and the Plan
document, the Plan document will govern. The Plan, as it applies to all
participants, may be changed or ended at any time by written action of the board
of directors of Celanese or, in certain circumstances, by the Celanese Americas
Benefits Committee. However, to the extent required by any applicable collective
bargaining agreement or law, Celanese shall negotiate any change or termination
that takes effect during a negotiated period. Celanese may change or terminate
the Plan effective after a negotiated period without negotiating with the union
unless a subsequent collective bargaining agreement or applicable law restricts
Celanese's ability to do so. For the purpose of this paragraph, negotiated
period means the period of time covered by the most recent collectively
bargained agreement.
You should keep this summary with your permanent records.
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OVERVIEW
The Plan belongs to a special class of retirement plans called 401(k)
plans. It is designed to give you the opportunity to save money on a
tax-deferred basis.
Your benefit from the Plan will supplement the retirement income you may
receive from a pension plan, Social Security, and your personal savings.
Here are some highlights of the Plan:
> You can save 2% to 80% of your pay on a before-tax basis, an after-tax
basis, or a combination of both. The amount you decide to save will be
withheld by payroll deduction.
> The Company matches your savings dollar for dollar, up to 5% of your
pay each payroll period for non-union employees, 50 cents on the
dollar up to 3% of your pay each payroll period for union employees at
the Calvert City, KY location, and 50 cents on the dollar up to $5 per
week for union employees at the Rock Hill, SC location. You vest in
matching contributions after three years of service.
> Your savings and matching contributions are set aside in individual
accounts for you. You will receive periodic statements showing the
total of your account balances.
> Your accounts may grow through investment earnings but can also shrink
because of investment losses. The Plan offers a variety of investment
funds; you choose the ones you want to invest your money in.
> You are entitled to a payout of your Plan benefit after you leave the
Company. You do not have to wait until retirement age.
> Under certain conditions, you can withdraw money from your accounts
while you're still working for the Company.
> The Plan's loan program offers an alternative to a withdrawal, if you
need access to your savings while you're still working for the
Company.
> You have access to Plan information, your account information, and
educational and retirement planning tools on the Plan's Internet
website -- WWW.RETIREONLINE.COM. You can also initiate most Plan
transactions through the website or by calling the Retirement Service
Center at 1-800-331-2363 (option 1).
GENERAL INFORMATION
TYPE OF PLAN
The Plan is a profit sharing plan with 401(k) and stock bonus plan features
and is designed to give you the opportunity to accumulate funds on a tax-
deferred basis.
PLAN YEAR
The books and records of the Plan are maintained on a plan year basis. The
Plan year is the calendar year (January 1 to December 31).
TRUSTEE
The Plan's Trustee is State Street Bank and Trust Company, Two World
Financial Center, 225 Liberty Street - 24th Floor, New York NY 10281. The
function of the Trustee is to hold all of the Plan's assets in a trust fund.
RECORDKEEPER AND SERVICE CENTER
JPMorgan Retirement Plan Services acts as recordkeeper for the Plan.
JPMorgan can be contacted by calling the Retirement Service Center at
1-800-331-2363 (option 1).
All transactions initiated by using the Voice Response System or through
the website require the
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use of your personal access code ("PAC"). YOU are solely responsible for the
safekeeping of your PAC. The Plan, the Benefits Committee, and the Company will
NOT be responsible for transactions initiated over the Voice Response System or
WWW.RETIREONLINE.COM by anyone who uses a valid PAC. In the event that someone
other than yourself (or someone acting on your behalf) has initiated a
transaction without your consent, you should call the Retirement Service Center
immediately.
You can periodically change your PAC by using the website or by calling the
Retirement Service Center.
PLAN SPONSOR AND ADMINISTRATOR
The Plan is sponsored by Celanese Americas Corporation. Its address and
phone number are:
Celanese Americas Corporation
1601 West LBJ Freeway
Dallas TX 75234
Phone: 972-443-4000
The Plan Administrator is the Celanese Americas Corporation Benefits
Committee.
The Benefits Committee has general responsibility for administering the
Plan and reviewing claims for benefits. The Benefits Committee can be reached at
the Company's address (see above).
You may receive from the Plan Administrator, upon written request,
information as to whether a particular employer is a sponsor of the Plan and, if
the employer is a Plan sponsor, the sponsor's address.
AGENT FOR SERVICE OF LEGAL PROCESS
Legal process against the Plan may be served on the Secretary of Celanese
at 1601 West LBJ Freeway, Dallas TX 75234. Legal process may also be served on
the trustee or the Plan Administrator.
IDENTIFICATION NUMBERS
The Plan is identified by the tax identification number assigned to
Celanese, which is 22-1862783. The plan number is 001.
PARTICIPATION IN THE PLAN
You are eligible to participate in the Plan at any time if you are a
non-union employee of the Company or you are a union employee of the Company
working at the Calvert City, KY or Rock Hill, SC locations. You will become a
participant as soon as administratively practicable following your date of hire
(taking into account the need to enroll and the Company's payroll cycles).
Individuals who were initially classified by the Company as independent
contractors and leased employees are not eligible to participate in the Plan
regardless of whether they are later classified by a court or the Internal
Revenue Service as employees of Celanese.
ENROLLMENT
When you are eligible to start saving through the Plan, you will receive an
enrollment kit that will provide you with instructions on how to enroll. You
should enroll in the Plan through the website, WWW.RETIREONLINE.COM. If you have
questions, call the Retirement Service Center at 1-800-331-2363 (option 1).
PARTICIPATION AFTER REEMPLOYMENT
If your employment terminates after you become a participant, you will be
an inactive participant until your vested benefit is paid to you. The
"Miscellaneous" section contains information on inactive participant status.
Some special rules apply if you leave and are later rehired:
> If you meet the conditions for Plan participation but your employment
terminates, and if you are then rehired, you
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will be eligible to make contributions as soon as administratively
practicable after you re-enroll.
> Contributions to the Plan do NOT automatically start up again when you
are rehired. If you want to start contributing again, you must visit
WWW.RETIREONLINE.COM or contact the Retirement Service Center at
1-800-331-2363 (option 1) to re-enroll.
PARTICIPATION UPON TRANSFER FROM FOREIGN AFFILIATE
If you are transferred to the US from an affiliated foreign company, you
will be eligible to participate if you obtain a US Social Security number and
are placed on Celanese's US payroll system. You will receive vesting service
from your date of hire with the foreign affiliate. When your assignment in the
US ends, you will not be able to take a total distribution from the Plan until
you have terminated from all affiliated companies.
ACCOUNT INFORMATION
On a quarterly basis, you will receive an individual statement showing the
changes in the total of your account balances. Each statement will reflect all
adjustments since the date of your previous statement, including contributions
made by you and the Company and investment gains or losses. You can customize
your statement content and choose your statement delivery option on the website.
You can also obtain information about your account through www.retireonline.com
or by calling the Retirement Service Center.
YOUR CONTRIBUTIONS TO THE PLAN
The Plan is intended to allow you to save money on a tax-deferred or
before-tax basis, but you can also make after-tax contributions or a combination
of both. All contributions are taken out of your pay by payroll deduction. You
can begin to contribute to the Plan as soon as you become a participant.
BEFORE-TAX CONTRIBUTIONS
Before-tax contributions are called that because you will not have to pay
federal income tax on these contributions until the funds are distributed or
withdrawn from the Plan.
You can elect to contribute from 2% to 80% of your Compensation as
before-tax contributions-- but if you want to make after-tax contributions as
well, the total of your before-tax and after-tax contributions may not be more
than 80%. Federal law limits the amount of contributions you can make to 401(k)
plans. For more information, see the "Annual Limits" section.
AFTER-TAX CONTRIBUTIONS
You can also elect to make after-tax contributions, which are taxable in
the year in which you make them.
If you make after-tax contributions to the Plan, you pay taxes as you go.
This means that the portion of your Plan benefit that is made up of your
after-tax contributions will not be taxed again when you receive it.
You can elect to contribute from 2% to 80% of your Compensation as
after-tax contributions-- but if you want to make before-tax contributions as
well, the total of your before-tax and after-tax contributions may not be more
than 80%.
CATCH-UP CONTRIBUTIONS
If you have attained age 50 or will attain age 50 before the end of the
calendar year, and you have made or are scheduled to make the maximum
contribution to the Plan to which you are entitled because of a limitation or
restriction imposed by the Plan or the Internal Revenue Code, you will be
eligible to make additional before-tax contributions
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to the Plan. These contributions are called catch- up contributions. You do not
have to make a separate election for catch-up contributions. If you are
eligible, your before-tax contributions will automatically continue until the
amount of the catch-up contribution reaches the applicable limit. If you are
eligible to make catch-up contributions but do not wish to do so, you must
complete and submit a Catch-Up Opt Out Form each year.
The applicable limit on permitted catch-up contributions for a particular
calendar year, after you meet the eligibility requirements, will be the lesser
of: (1) the applicable dollar limit (see below), or (2) your compensation for
the year reduced by any other contributions you made to the Plan for that year.
The applicable dollar limit is $4,000 for the year 2005 and $5,000 for the
year 2006.
COMPENSATION
For Plan purposes, compensation includes:
> your regular wages (base pay) paid to you by the Company (before any
pre-tax deductions)
plus
> any overtime pay, shift premium pay, vacation pay (other than accrued
vacation paid at termination and amounts paid in lieu of taking
vacation), holiday pay for time not worked, sick-leave pay, call-in
pay, emergency pay, military make-up pay, jury duty make-up pay,
step-up pay, relief pay, holiday or Sunday pay you earn.
Bonuses and severance pay are not included in compensation for the Plan.
Federal law limits the amount of compensation that can be taken into
account for retirement plan purposes. For 2005, the limit is $210,000. For years
after 2005, contact the Retirement Service Center to learn the annual limit. The
Internal Revenue Service may make a cost-of-living adjustment to the
compensation limit each year.
CHANGING YOUR CONTRIBUTION RATE
Contributions to the Plan are voluntary; you are not required to
contribute. If you decide to contribute, you can change the percentage of
compensation that you will contribute in the future through www.retireonline.com
or by calling the Retirement Service Center. You can also stop your
contributions. Contributions will change or stop as soon as administratively
practicable after you notify the recordkeeper that you want to stop or change
your contributions to the Plan.
After stopping your contributions, you can start making contributions again
by visiting the website or by calling the Retirement Service Center to set a new
contribution rate.
If you choose not to contribute to the Plan when you first become a
participant, you can start making contributions at a later time by enrolling on
the website or by calling the Retirement Service Center. Payroll deductions will
begin as soon as administratively practicable thereafter.
ROLLOVERS TO THE PLAN
Generally, you can contribute to the Plan only through payroll deduction.
However, if you have an interest in another qualified retirement plan or if you
have transferred such an interest to an individual retirement account ("IRA"),
you may be allowed to transfer or roll over that interest to the Plan.
The Plan currently accepts rollovers that contain before-tax and after-tax
monies.
The Plan Administrator must give you permission and will require you to
produce certain documents to do a rollover. You may not do a direct rollover of
an amount held in a defined benefit plan or a money purchase pension plan.
SEPTEMBER 2 0 0 5 5 R E T I R E M E N T S A V I N G S P L A N
If you want to roll over money into the Plan, contact the Retirement
Service Center to request a rollover kit.
YOUR ACCOUNTS
Amounts withheld from your pay as contributions to the Plan will be paid to
the trustee as soon as practicable after each payroll period, but not later than
15 business days after the end of the month in which they were withheld.
Individual accounting for the different kinds of contributions (before-tax,
after-tax, rollover and matching) will be set up for you by the recordkeeper.
You will always have a nonforfeitable or 100% vested right to your
contributions and earnings credited to your before-tax, after-tax, and rollover
accounts. This means that you have access to your money as soon as
administratively practicable after your employment terminates.
ANNUAL LIMITS
Federal law limits the amount you can contribute to a 401(k) plan in a
calendar year.
The before-tax contribution limit is $14,000 for 2005 and $15,000 for 2006.
For years after 2006, contact the Retirement Service Center to learn the annual
limit. The Internal Revenue Service may make a cost-of-living adjustment to the
before-tax contribution limit each year.
If your before-tax contributions exceed the annual limit, and if
applicable, all catch-up contributions have been made, your before-tax
contributions will automatically switch to after-tax contributions for the
remainder of the calendar year.
Certain higher-paid participants may be affected by rules that cap the
amount of contributions they can make. If these rules affect you in a particular
Plan year:
> Your contributions may be reduced or stopped for the rest of the Plan
year.
> Excess contributions (and any earnings on them) may be taken out of
the Plan and paid to you after the end of the Plan year. Matching
contributions on the excess contributions will be forfeited.
> Any contributions and earnings returned to you must be included in
your taxable income.
The Plan Administrator will inform you if you will be affected.
MATCHING CONTRIBUTIONS
To add to your retirement savings in the Plan, each pay period the Company
makes a tax-deferred matching contribution. Matching contributions are based on
your before-tax and after-tax contributions. The Company will generally be
entitled to a federal tax deduction for contributions it makes to the Plan.
Amounts that you roll over to the Plan are not matched.
AMOUNT OF MATCH FOR NON-UNION EMPLOYEES
Each pay period, the Company will match your contributions dollar for
dollar (unless you are an eligible union employee)--but there is a cap.
Contributions that are in excess of 5% of your compensation will not be matched.
EXAMPLE: If your biweekly compensation is $1,200, here's what happens at
different contribution levels:
TOTAL ADDED
YOUR COMPANY TO YOUR
SAVINGS RATE CONTRIBUTION MATCH ACCOUNTS
2% $24 $24 $48
3% $36 $36 $72
5% $60 $60 $120
10% $120 $60 $180
15% $180 $60 $240
Notice that the Company matches the first 5% that you contribute. It does
not matter whether
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your contributions are all before-tax, all after-tax, or a combination of both.
AMOUNT OF MATCH FOR CALVERT CITY UNION EMPLOYEES
Each pay period, the Company will match your contributions 50 cents for
every dollar you contribute to the Plan--but there is a cap. Contributions that
are in excess of 3% of your compensation will not be matched.
EXAMPLE: If your biweekly compensation is $1,200, here's what happens at
different contribution levels:
TOTAL ADDED
YOUR COMPANY TO YOUR
SAVINGS RATE CONTRIBUTION MATCH ACCOUNTS
2% $24 $12 $36
3% $36 $18 $54
5% $60 $18 $78
10% $120 $18 $138
15% $180 $18 $198
Notice that the Company matches 50% of the first 3% you contribute. It does
not matter whether your contributions are all before-tax, all after-tax, or a
combination of both.
AMOUNT OF MATCH FOR ROCK HILL UNION EMPLOYEES
Each pay period, the Company will match your contributions 50 cents for
every dollar you contribute to the Plan--but there is a cap. The maximum Company
matching contribution is $5.00 per week.
EXAMPLE: If your weekly compensation is $600, here's what happens at different
contribution levels:
TOTAL ADDED
YOUR COMPANY TO YOUR
SAVINGS RATE CONTRIBUTION MATCH ACCOUNTS
2% $12 $5 $17
3% $18 $5 $23
5% $30 $5 $35
10% $60 $5 $65
15% $90 $5 $95
Notice that the Company match is $5. It does not matter whether your
contributions are all before-tax, all after-tax, or a combination of both.
MATCHING ACCOUNT
The matching contributions made on your behalf will be credited to your
matching account.
You will not have a nonforfeitable right to the money in your matching
account until you are vested. Vesting is discussed later in this summary.
SPECIAL LIMIT
Certain participants may be affected by rules that limit the amount of
after-tax and matching contributions that can be made by or for higher-paid
employees. If you are affected in a particular year, the excess after-tax
contributions (and any earnings on them) will be paid back to you and the excess
matching contributions made on your behalf (and any earnings on them) will be
taken out of your Account and may be forfeited to the Plan. The Plan
Administrator will inform you if the limit on after-tax and matching
contributions will affect you.
INVESTMENT FUNDS
Under the Plan, you can choose the investment funds in which the money in
your accounts will be invested.
The money in your accounts must be invested in multiples of 1% of the
total. The same investment choices will apply to your before-tax, after-tax, and
matching contributions. If you do a rollover to the Plan, you will choose
investments separately for your rollover account.
Each fund option within the Plan may also have a portion invested in cash
or cash equivalents for liquidity purposes. These cash reserves are invested in
fixed income securities that emphasize safety of principal and stable income.
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The Celanese Americas Corporation Investment Committee is the named
fiduciary that oversees the investment funds in the Plan with the exception of
the Celanese Stock Fund. State Street, which serves as an independent fiduciary,
oversees the Celanese Stock Fund. The independent fiduciary also has the
authority to remove the fund as an investment option or place restrictions on
investment transactions.
LOSSES OR EARNINGS
As of the end of each business day on which the New York Stock Exchange
("NYSE") is open, investment losses or earnings and expenses will be allocated
to Plan participants' accounts in proportion to account balances. Your accounts
will receive an allocation of earnings or losses even if you are an inactive
participant.
Brokers' fees and other investment charges and fees associated with the
recordkeeping and administration of the Plan may be paid from Plan assets to the
various investment managers and the recordkeeper and charged against
participants' accounts.
CHANGING YOUR INVESTMENTS
FUTURE PLAN INVESTMENTS
You can change your choice of funds and/or the percentage invested in each
fund. If you complete your transaction by 3:59 PM ET on any day that the NYSE is
open, your change request will be processed as of the end of that day. Change
requests completed after 3:59 PM ET or on any day that the NYSE is not open,
will be processed as of the end of the next day on which the NYSE is open. All
changes must be in multiples of 1%.
EXISTING PLAN INVESTMENTS
You can also transfer amounts already invested in one investment fund to
another investment fund. If you complete your transaction by 3:59 PM ET on any
day that the NYSE is open, your transfer will be made as of the end of that day.
If you complete your transaction after 3:59 PM ET or on any day that the NYSE is
not open, your transfer will be made as of the end of the next day on which the
NYSE is open. Transfers must be made in multiples of 1% or in US dollar amounts.
Other than transfers into the Celanese Stock Fund, which are limited to one
transfer into the fund every 90 days, there is generally no limitation on the
transfers you can request. However, as part of its oversight responsibilities,
the Plan's Investment Committee (or in the case of the Celanese Stock Fund, the
independent fiduciary) has the authority to take action to prevent market timing
or other activities that are detrimental to the long-term investment objectives
of an investment fund or disrupt the management of the fund. This action could
include placing restrictions, such as holding periods or limits on the number of
transfers, on any investment fund in the Plan at any time in order to help
ensure or maintain the investment objectives of the fund and its proper
management. It could also include placing restrictions on an individual
participant.
YOUR INVESTMENT CHOICES
You can choose to invest your Plan accounts in any or all of the following
investment options:
SmartMix Fund - Conservative
SmartMix Fund - Moderate
SmartMix Fund - Aggressive
Stable Value Fund
Core Bond Fund
Government Securities Fund
S&P 500 Index Fund
Large-Cap Value Fund
Large-Cap Growth Fund
International Stock Fund
Small-Cap Core Fund
Celanese Stock Fund
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A more complete description and review of risk factors on each of the
investment options can be found in Appendix B. No more than 20% of your account
balance may be invested in the Celanese Stock Fund.
If you fail to make an election regarding your investment options, the
amounts in your Plan accounts will automatically be invested in the Stable Value
Fund.
TRACKING YOUR INVESTMENTS
The quarterly statements that you receive will reflect the number of units
and corresponding unit prices for all of your investment funds, in addition to
the funds' quarter-end market values.
The funds in the Plan are valued based on a unit accounting method. This
type of accounting allows for the fund to retain a level of uninvested cash for
use in settling daily transactions such as transfers, loans and withdrawals.
VESTING
You will always have a nonforfeitable or 100% vested right to your
contributions and earnings credited to your before-tax, after-tax, and rollover
accounts. But you must earn the right to the money in your matching account. The
process by which you do this is called vesting.
VESTING SCHEDULE
You will have a 100% vested right to the entire amount in your matching
account at all times after you have earned three years of vesting service.
You will immediately become 100% vested in your matching account,
regardless of the number of years of vesting service you have earned, if:
> you are still working for the Company when you reach age 65,
> you die while you are still working for the Company,
> you terminate employment other than (1) for cause or (2) because you
voluntarily resign, or
> you suffer a total disability (see below) while you are still working
for the Company.
You have a total disability if you have a physical or mental condition that
(1) makes you unable to engage in any substantial gainful activity and (2) is
expected to last for a long time or to result in your death. The Benefits
Committee will decide whether your disability meets this standard.
VESTING SERVICE
You earn a year of vesting service for each 12-consecutive-month period of
employment with the Company, counting from your employment date (or reemployment
date).
You will earn vesting service for at least a portion of any approved leave
of absence. In addition, the Uniformed Services Employment and Reemployment
Rights Act of 1994 protects the benefits of individuals who leave their jobs to
serve in the armed forces. If you have been absent from work due to military
service and you return to work after December 11, 1994, you may be entitled to
have the time you were gone counted as years of vesting service.
If you have a break in service and then are rehired, you may lose the
vesting service you earned before the break in service. This is discussed below.
BREAK IN SERVICE
A break in service is a period of 12 months that starts on your termination
date and ends on the day before the anniversary of your termination date. You do
not have a break in service until you
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have been absent from work for the entire 12 months.
Your first break in service will be delayed for a year if you are absent
from work because of pregnancy, childbirth, or adoption, or care of your child
immediately after birth or adoption.
EFFECT OF BREAK IN SERVICE
Once you are vested, you cannot lose your vesting service. This means that
if you are vested, have a break in service, and later come back to work, you
will always receive credit for your pre-break years of vesting service. Thus,
you will always be 100% vested in your post-break matching account.
If you are not vested when you first have a break in service, your breaks
in service will generally cancel out your years of vesting service. But, if you
are rehired before you have five consecutive breaks in service, your pre-break
years of vesting service will be added to the years of vesting service you earn
after your reemployment. This means that you will become vested sooner than you
otherwise would.
FORFEITURE
If you terminate your employment before becoming vested in your matching
account, you will forfeit (lose) that account and cease to be a participant as
soon as:
> you have five consecutive breaks in service, or
> your other accounts are paid to you (or, if you have no other
accounts, as soon as administratively practicable after your
employment terminates).
Forfeited amounts are used in future years to reduce the amount that the
Company must contribute to the Plan as matching contributions.
PAYMENT OF BENEFITS
Under some retirement plans, you have to wait until age 65 to receive
benefits. With the Plan, you do not have to wait until any special age--you can
receive the vested amount in your accounts as soon as administratively
practicable after you terminate your employment.
AMOUNT OF BENEFIT
The exact amount of your benefit will depend on the vested amount in your
accounts.
EXAMPLE 1: Your employment terminates when you have worked for the Company for
less than three years and you have the following account balances:
before-tax account $5,000
after-tax account $2,500
rollover account $0
matching account $7,000
You are NOT VESTED in your matching account because you have not earned
three years of vesting service. Therefore, your benefit is the sum of the
amounts in your other accounts, or $7,500. (Remember, you are always 100% vested
in your before-tax, after-tax, and rollover accounts.)
EXAMPLE 2: Your employment terminates when you have worked for the Company for
four years and you have the following account balances:
before-tax account $15,000
after-tax account $5,000
rollover account $0
matching account $18,000
In this example, you are vested in your matching account, so your benefit
is the sum of the amounts in all of your accounts, or $38,000.
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If your accounts remain in the Plan, they will continue to share in
investment earnings or losses through the last completed valuation date
preceding distribution. Therefore, your benefit may increase through earnings
(or decrease through losses) after your termination date.
FORM AND TIMING OF PAYMENT
Except as described below, your benefit from the Plan will normally be paid
in one lump sum. Partial distributions are generally not allowed.
Partial distributions are made when you have not elected an earlier benefit
commencement date and you have attained age 70-1/2. In that case, payment of
your benefit will commence by the April 1st following the end of the calendar
year in which you attain age 70-1/2 or terminate your employment with the
Company, whichever is later, and you will begin to receive the minimum benefit
distribution amount required by law.
If you die before you receive your benefit, your benefit will be payable to
your designated beneficiary in one lump sum as soon as administratively
practicable. If you die after you have begun to receive minimum required
distributions, the amount left in your accounts will be paid to your designated
beneficiary in one lump sum as soon as administratively practicable.
If the vested amount in your accounts as of your termination date is $1,000
or less, your benefit will be paid as soon as administratively practicable after
your employment terminates, even if your accounts were valued at more than
$1,000 at an earlier date.
If you have a choice about your benefit payment date, you must request your
benefit through the website or the Retirement Service Center.
Instead of having your benefit paid to you, you also have the option of a
direct rollover.
DIRECT ROLLOVER OPTION
You always have the right to have your Plan benefit transferred to an IRA
or another qualified retirement plan in a transaction called a direct rollover,
provided that the other plan will accept a rollover from the Plan and that your
benefit is an eligible rollover distribution.
If you choose the direct rollover option, a check made payable to the
custodian of your IRA or the trustee of the other qualified retirement plan will
be mailed to you. It is your responsibility to deposit the check with the IRA
custodian or trustee on a timely basis. The advantage of rolling over your Plan
benefit is that you will not owe any federal tax on the money until later, when
it is paid out to you.
If you are not doing a direct rollover to an IRA, the plan receiving the
money must be either (a) a defined contribution retirement plan described in
section 401(a) of the Internal Revenue Code, (b) an annuity plan described in
section 403(a) or (b) of the Internal Revenue Code, or (c) a deferred
compensation plan under Section 457(b) of the Internal Revenue Code.
It is important to note that if you DO NOT choose the direct rollover
option, you will owe income tax immediately, 20% of your taxable benefit payment
will be withheld for federal income tax, and a tax penalty may apply.
The Retirement Service Center will provide you with information about the
direct rollover option before your benefit is paid.
PAYMENT IN STOCK
Ordinarily, benefits will be paid in cash. But, you may receive the portion
of your benefit that is invested in the Celanese Stock Fund in the form of whole
common shares of Celanese Corporation plus cash for any fractional shares.
SEPTEMBER 2 0 0 5 11 R E T I R E M E N T S A V I N G S P L A N
DEATH BENEFITS
There are two situations in which the Plan will pay a death benefit:
> If you die while you are still employed by the Company, your
beneficiary will receive a death benefit equal to the total amount in
your accounts even if you were not vested prior to your death.
> If you die after your employment has terminated but before you have
received your vested benefit, your beneficiary will receive a death
benefit equal to the vested amount in your accounts.
The death benefit will be paid to your beneficiary as soon as
administratively practicable in one lump sum upon submission of a distribution
form and other related required documents. For additional information and to
request the required forms contact the Celanese Americas Retirement Plans
Service Center, PO Box 4885, Chesapeake, VA, 23327-4885, or by phone at
1-800-331-2363 (option 1).
YOUR BENEFICIARY
The person who will receive the vested amount in your accounts in the event
of your death is called your beneficiary.
If you are married, your beneficiary will be your spouse, unless your
spouse consents in writing to your choice of a different beneficiary. Such
consent must include a statement that your spouse understands the effect of
giving his/her consent and must be witnessed by a notary public. Once your
spouse has consented, you may not change your beneficiary without further
consent of your spouse, unless your spouse's original consent gives you the
right to do so, OR unless your change is to name your spouse as your
beneficiary.
If you are not married, you can name anyone you like as your beneficiary.
You can also change your beneficiary at any time. Any beneficiary designation
form must be received by the Retirement Service Center prior to your death in
order to be effective.
Beneficiary designation/spousal consent forms are available at
WWW.RETIREONLINE.COM.
If you do not designate a beneficiary, or if your beneficiary dies before
you do or your designation is invalid for any reason, the death benefit will be
paid to your surviving spouse or, if none, to your estate.
You should periodically review your beneficiary designation to make sure it
reflects current information and is completed properly. Your completed
beneficiary designation form will not be reviewed for completeness or accuracy
(e.g., to determine if you signed the form) when you submit the form or at any
subsequent time prior to your death.
DIRECT ROLLOVER OPTION FOR SPOUSES
A beneficiary who is a surviving spouse has the right to have the death
benefit transferred directly to an IRA. If your surviving spouse chooses this
direct rollover option, the death benefit will be made payable to the custodian
of the IRA but will be mailed to your spouse. This benefit will not be subject
to federal income tax until later, when the money is paid out of the IRA.
WITHDRAWALS
The Plan is intended to provide you with a retirement benefit, so you are
encouraged not to withdraw any money from the Plan while you are still employed
by the Company. Nevertheless, certain kinds of withdrawals are permitted.
SEPTEMBER 2 0 0 5 12 R E T I R E M E N T S A V I N G S P L A N
GENERAL RULES
You can withdraw money from the Plan only twice in any 12-month period, and
you must take at least $500 each time (or the total amount available for
withdrawal, if less than $500).
If you take a withdrawal from the Plan, you will NOT be permitted to return
the money to the Plan at any time.
To initiate a withdrawal, visit the website or call the Retirement Service
Center. Only participants actively employed by the Company may request
withdrawals.
Unless you want a hardship withdrawal (see below), you do not have to ask
for approval to withdraw money from your accounts. If you take a withdrawal, the
amount requested will be withdrawn in the following order:
> Any AFTER-TAX savings you made before January 1, 1987.
> Any AFTER-TAX savings you made on or after January 1, 1987 and the
earnings on those savings.
> Earnings on any AFTER-TAX savings you made before January 1, 1987.
> The total value of your AFTER-TAX ROLLOVER account.
> The total value of your ROLLOVER account.
> 100% of the vested portion of your MATCHING account. Matching
contributions may be withdrawn only after (1) they have been in your
account for 24 months or (2) you have been a participant in the Plan
for at least five years.
> Your BEFORE-TAX savings, and the earnings on those savings, if you're
age 59-1/2 or older, or have a financial hardship (only earnings up to
January 1989 can be withdrawn in the case of a financial hardship).
ONCE YOU HAVE REACHED AGE 59-1/2, you may withdraw all the money in all of
your accounts without asking for approval.
To find out the amount you have available for a withdrawal, visit the
website or call the Retirement Service Center.
If you need access to your accounts while you are still working for the
Company, a loan may be a better alternative than a withdrawal. Loans from the
Plan are discussed later in this summary.
HARDSHIP WITHDRAWALS
If you have a financial hardship, you can withdraw money from your accounts
in the following order: your after-tax account; your after- tax rollover
account; your rollover account; the vested portion of your matching account; and
your before-tax account (and the earnings thereon up to January 1989).
You have a financial hardship if you need money to:
> pay tax-deductible medical expenses incurred by you, your spouse, or
your dependents that are not eligible for reimbursement under an
insurance plan;
> purchase your primary residence;
> pay tuition and related educational fees for the next 12 months of
post-secondary education for you, your spouse, or your dependents;
> prevent your eviction from your primary residence or foreclosure on
your mortgage on your primary residence.
You can apply for a hardship withdrawal by calling the Retirement Service
Center. Additional
SEPTEMBER 2 0 0 5 13 R E T I R E M E N T S A V I N G S P L A N
documentation regarding your hardship will be required, and all hardship
withdrawals must be approved by the Retirement Service Center based upon
instructions from the Benefits Committee. To qualify for a hardship withdrawal,
you must satisfy the following: (1) you must have obtained all distributions
(other than hardship distributions) and all non-taxable loans available under
all plans maintained by the Company, (2) the amount of the hardship withdrawal
must not exceed the amount required to meet the immediate financial need created
by the hardship and to pay any federal and state withholding, and (3) you are
prohibited from making any before-tax and after-tax contributions to all plans
maintained by the Company for at least 6 months after receipt of the hardship
distribution.
LOANS
You can borrow money from your Plan accounts if the Retirement Service
Center approves. You can apply for a loan through WWW.RETIREONLINE.COM or by
calling the Retirement Service Center. If you are going to apply for a loan over
the phone or on the website, you should read the information below very
carefully.
AMOUNT OF LOAN
You can borrow from your accounts in the following order: your before-tax
account; your matching account, if you are vested in it; your rollover account;
your after-tax rollover account; and your after-tax account.
You may not borrow less than $1,000 from the Plan. The maximum you can
borrow is determined by a formula mandated by the Internal Revenue Code. That
formula provides that any new loan amount (when added to the outstanding balance
of all other loans from the Plan) may not exceed the SMALLER of the following
amounts:
> $50,000 reduced by the excess of (1) the highest outstanding balance
of loans during the 12 months before a new loan is made over (2) the
outstanding balance of loans on the date of the new loan; OR
> 50% of the vested amount in your accounts.
EXAMPLE 1: If the vested amount in your accounts is $12,000 and you
have never taken a loan before, the most you may borrow is 50% of
$12,000, or $6,000.
EXAMPLE 2: If the vested amount in your accounts is $140,000 and you
have never taken a loan before, the most you may borrow is $50,000.
EXAMPLE 3: Suppose the vested amount in your accounts is $125,000 and
you have a loan outstanding. The "$50,000 reduced by" limit applies to
you, so you need two additional pieces of information to figure out
your maximum loan amount. Assume that:
> The highest outstanding loan balance during the 12 months before your
new loan is made equals $30,000; AND
> The outstanding loan balance on the date of the new loan equals
$20,000.
The most you may borrow is calculated as follows:
A. Determine the excess of the highest outstanding loan balance during
the 12 months before your new loan is made over the outstanding loan
balance on the date of the new loan:
$30,000 - $20,000 = $10,000
B. Then, subtract the result of Step A from $50,000:
$50,000 - $10,000 = $40,000
SEPTEMBER 2 0 0 5 14 R E T I R E M E N T S A V I N G S P L A N
C. Then, subtract the outstanding balance of the current loan from
$40,000:
$40,000 - $20,000 = $20,000
D. Then, determine what is 50% of the vested amounts in your accounts:
50% x $125,000 = $62,500
E. The maximum amount of your loan is the lesser of C or D:
C: $20,000
D: $62,500
Maximum: $20,000
LOAN APPROVAL
Loan applications will be approved in a uniform and nondiscriminatory
manner. Only the factors that would be considered in a normal commercial setting
by an entity in the business of making similar types of loans will be
considered. Race, color, religion, sex, age, or national origin may not be
considered, but your creditworthiness, collateral, and financial need may be
considered. The Plan prohibits you from taking a loan in order to purchase
securities.
Loans from the Plan are usually repaid in installments through payroll
deduction.
COLLATERAL
If you take a loan from the Plan, you must put up collateral that is at
least equal in value to the amount of the loan. In other words, if you borrow
$1,500, your collateral must be worth at least $1,500.
The ONLY collateral the Plan will accept is your account balance. No more
than 50% of the vested amount in your accounts, valued at the time you get the
loan, can be used as collateral.
INTEREST RATE
The Plan will charge interest on your loan. The exact rate of interest will
be determined when your loan is approved; it will be the prime lending rate (as
published in The Wall Street Journal on the first business day of the month in
which the loan is requested) plus 1%.
APPLYING FOR A LOAN
When you apply for a loan using the Voice Response System or the website,
there are certain rules you should be aware of:
1. All transactions initiated by using the Voice Response System or the
website require the use of your PAC. YOU are solely responsible for
the safekeeping of your PAC. In the event that someone other than
yourself (or someone acting on your behalf) has initiated a
transaction without your consent, you should call the Retirement
Service Center immediately.
2. There are restrictions on when you can cancel your request for a loan.
Your right to cancel a loan request will be explained over the Voice
Response System and on the website. In no event will you be permitted
to cancel a loan once the loan is processed. Loans are processed each
business day. If you want to cancel a loan before it is processed, you
must call the Retirement Service Center or complete your transaction
on the website by 3:59 PM ET. In the event that you do not cancel the
loan in a timely manner, the loan check and paperwork will be issued
and you will be charged a non-refundable $80 loan processing fee (see
below). You will, however, be able to use the newly issued loan check
to immediately repay the outstanding loan.
3. Certain documents will be provided to you when your loan is processed.
Samples of those
SEPTEMBER 2 0 0 5 15 R E T I R E M E N T S A V I N G S P L A N
documents are included in Appendix A of this summary. You should have
this summary, open to Appendix A, in front of you when you request a
loan.
OTHER RULES
You will have to pay an $80 fee to the recordkeeper to pay for the
processing of your loan. This fee is deducted on a pro-rata basis from your
investment funds.
You may have only two loans outstanding at a time. If you default on a
loan, you will not be eligible to take a second loan from the Plan. If you have
two loans outstanding, and you default on one of the loans, you will still be
required to make timely payments on the second loan. Any default may be taken
into account by the Plan Administrator in determining if you are eligible to
take a loan from the Plan.
If you are requesting a home loan you will be asked to provide additional
information and documentation.
As noted above, loans are usually repaid in installments through payroll
deduction and except in the case of a home loan, must be repaid within 60
months. Home loans must be repaid within 180 months. If you are on unpaid leave
of absence, contact the Retirement Service Center for information about
continuing to repay your loan.
You may pay off the remaining balance of your loan at any time. The
Retirement Service Center can tell you the amount needed to pay off the loan and
the process to pay off the loan.
Generally, if your employment terminates or the Company is required to stop
taking loan repayments from your paycheck, you will be required to pay off the
remaining balance (plus accrued interest) within 60 days. If you do not, a
default notice will be sent and if the balance of the loan and accrued interest
are not paid within 30 days of such notice, the outstanding balance of the loan
will generally be treated as a taxable benefit payment from the Plan.
If your employment terminates and you receive separation pay (except in a
lump sum), loan payments will be deducted from that separation pay until that
pay ends or you elect a total distribution, whichever occurs first.
Loan repayments will be paid back into your accounts based upon your
current investment elections at the time of repayment.
If you have questions about your loan repayments, call the Retirement
Service Center.
CLAIMS FOR BENEFITS
APPLICATION FOR BENEFITS
You begin the process of claiming your benefit by visiting
www.retireonline.com or by calling the Retirement Service Center. If your claim
for benefits is denied, you may follow the appeals process described in the
"Your ERISA Rights" section of this summary.
MISCELLANEOUS
INACTIVE STATUS
After your employment terminates, you will be an inactive participant until
your vested benefit is paid to you. While you are an inactive participant, you
will not be permitted to make contributions to the Plan; the Company will not
make any matching contributions on your behalf; and you will not be permitted to
request a withdrawal from the Plan or make a rollover contribution to the Plan.
Your accounts will continue to grow through investment earnings (or decrease
through losses) until your benefit is paid out and you will be allowed to
transfer money within the funds offered under the Plan.
SEPTEMBER 2 0 0 5 16 R E T I R E M E N T S A V I N G S P L A N
OVERALL LIMIT ON CONTRIBUTIONS
Federal law sets a limit on the amount that can be allocated to your
accounts in any year.
For 2005 the total amount allocated to your accounts in any one year may
not be more than the SMALLER of (1) 100% of your compensation for the Plan year,
or (2) $42,000. The $42,000 ceiling may be adjusted periodically by the Internal
Revenue Service. For years after 2005, contact the Retirement Service Center to
learn the limit.
Matching contributions and your own contributions are all included in
reaching the total, but amounts you rolled over are NOT included. Excess
contributions (and earnings on them) attributable to after-tax or before-tax
contributions will be returned to you, if necessary, to avoid a violation of the
limit. Excess contributions (and earnings on them) attributable to matching
contributions will be taken out of your account and forfeited to the Plan.
OTHER RESTRICTIONS
The Plan was designed to help provide financial security for you and your
family in your later years. Therefore, except as described in this summary, you
are not permitted to assign your benefit to another person or use your benefit
as collateral for a loan. However, in certain circumstances, your account may be
subjected to a federal tax levy or offset by a court order arising from a
judgment of conviction involving a crime against the Plan, breach of fiduciary
duty to the Plan, or pursuant to a settlement between you and the US Department
of Labor.
QUALIFIED DOMESTIC RELATIONS ORDERS
Federal law does permit payment of all or a portion of your benefit to
another person, provided that such a payment is made in compliance with a
qualified domestic relations order or QDRO relating to child support, alimony,
or marital property rights payments. In accordance with federal law, the Plan
has QDRO procedures, a copy of which may be obtained by calling the Qualified
Order Line at 1-215-772-7400. The fees associated with reviewing and processing
your QDRO will be charged to your Plan account.
TAX TREATMENT
The income tax rules relating to benefits paid from retirement plans are
complicated and change frequently. Some of the basic rules are as follows:
For federal income tax purposes, a benefit payment or withdrawal from the
Plan, which is attributable to your before-tax contributions, is considered
taxable income for the year in which you receive it. Such amounts will usually
be taxed at ordinary income rates.
State and local laws regarding the taxation of amounts paid from 401(k)
plans vary.
If your benefit consists in part of after-tax contributions on which you
have already paid taxes, this part of a benefit payment or withdrawal (but NOT
the income which it has earned) will not be taxed again.
In general, you must pay an additional 10% federal tax on any benefit
payment or withdrawal you receive before you reach age 59-1/2. But payments made
on account of death, disability, or termination of employment at or after age 55
are generally not subject to this additional tax.
If you roll over your benefit to an IRA or another qualified retirement
plan, you will not owe any Federal income tax on the money until later, when it
is paid out to you. This method of postponing tax is discussed in more detail in
the section called "Payment of Benefits."
A special rule applies to distributions in the form of stock from the
Celanese Stock Fund.
SEPTEMBER 2 0 0 5 17 R E T I R E M E N T S A V I N G S P L A N
Tax issues associated with the Plan are complicated. You should consult
with a professional tax advisor prior to taking any money out of the Plan.
PLAN AMENDMENT AND TERMINATION
The Plan is intended to last indefinitely. However, Celanese reserves the
right to amend or terminate the Plan at any time by action of its Board of
Directors. In addition, your employer may terminate its participation in the
Plan at any time. In some situations, the Plan may also be amended by the
Benefits Committee. Changes to the Plan will be made by written amendments to
the official Plan document.
If your employer terminates its participation in the Plan, or if the Plan
is terminated in its entirety, you will immediately become 100% vested in your
matching account.
Because the Plan is a defined contribution plan and does not guarantee a
specific benefit amount to participants, benefits are not insured by the Pension
Benefit Guaranty Corporation.
TOP-HEAVINESS
Federal law provides that if the Plan is shown to benefit certain key
employees disproportionately, the Plan will be declared top-heavy and become
subject to special rules. In the unlikely event that the Plan is declared
top-heavy, you will receive information concerning the impact of top-heaviness.
TENDER OFFER
Generally, if Celanese Corporation shares become the object of a tender
offer and you have money in the Celanese Stock Fund, you will be asked if you
want the Trustee to sell or "tender" the common shares held on your behalf.
IMPORTANT: If this occurs and you do not respond, it will be assumed that you do
not want to have the shares tendered. Because the Trustee will only tender
common shares it is specifically instructed to do so, you should consider your
response (or non-response) carefully. However, the independent fiduciary for the
Celanese Stock Fund may, in its discretion, direct the Trustee to tender or not
tender the shares.
FORMER RETIREMENT SAVINGS PLAN OF THE ICI GROUP PARTICIPANTS
If you are a Plan participant who formerly participated in the Retirement
Savings Plan of The ICI Group, you may have two additional sources in your Plan
account -- Prior Plan Employer and Retirement Contribution. These additional
sources are treated in the following manner for loans and withdrawals:
> You can borrow from your accounts in the following order: your
before-tax account; your matching account, if you are vested in it;
your prior plan employer account; your rollover account; your
after-tax rollover account; and your after-tax account. Your
retirement contribution account (if any) is not included for loan
purposes.
> If you request an in-service withdrawal prior to age 59-1/2, the
amount requested will be withdrawn in the following order: your
after-tax account; your after-tax rollover account; your rollover
account; the vested portion of your matching account (after they have
been in your account for 24 months or you have been a participant in
the Plan for at least five years); and your prior plan employer
account. Your retirement contribution account (if any) is not
available for an in- service withdrawal.
> If you request an in-service withdrawal and you are age 59-1/2 or
older, the amount requested will be withdrawn in the following order:
your after-tax account;
SEPTEMBER 2 0 0 5 18 R E T I R E M E N T S A V I N G S P L A N
your after-tax rollover account; your rollover account; the vested
portion of your matching account (after they have been in your account
for 24 months or you have been a participant in the Plan for at least
five years); your prior plan employer account; and your before-tax
account.
> If you have a financial hardship, you can withdraw money from your
accounts in the following order: your after-tax account; your
after-tax rollover account; your rollover account; the vested portion
of your matching account; your prior plan employer account; and your
before-tax account.
> You are always 100% vested in your prior plan employer and retirement
contribution accounts.
INFORMATION AVAILABLE UPON REQUEST
You may request any of the following information by contacting the Celanese
Americas Retirement Plans Service Center, PO Box 4885, Chesapeake, VA 23327, or
by telephone 1-800-331- 2363 (option 1):
1. A description of the annual operating expenses of each investment
alternative which reduce the rate of return to partici- pants and
beneficiaries and the aggregate amount of such expenses expressed as a
percentage of the average net assets of the designated investment
alternative;
2. Copies of any prospectuses, financial state- ments and reports, and of
any other materials relating to the investment alternatives available
under the Plan, to the extent such information is provided to the
Plan;
3. A list of the assets comprising the portfolio of each designated
investment alternative which constitute Plan assets within the meaning
of 29 CFR 2510.3-101, the value of each such asset, and, with respect
to each such asset which is a fixed rate investment contract issued by
a bank, savings and loan association or insurance company, the name of
the issuer of the contract, the term of the contract, and the rate of
return on the contract;
4. Information concerning the value of shares or units in designated
investment alterna- tives available to participants and benefi-
ciaries under the Plan, as well as the past and current investment
performance of such alternatives, determined net of expenses, on a
reasonable and consistent basis; and
5. Information concerning the value of shares or units in designated
investment alternatives held in the account of the participant or
beneficiary.
DOCUMENTS INCORPORATED BY REFERENCE
The documents incorporated by reference in Celanese's registration
statement on Form S-8 registering Celanese Corporation common shares offered
under the Plan (which are incorporated herein by reference), and any documents
required to be delivered pursuant to Rule 428(b) under the Securities Act of
1933, are available from Celanese, without charge, upon written or oral request
addressed to the Benefits Committee. Additional information about the Plan and
its administrators may also be obtained from the Benefits Committee.
SEPTEMBER 2 0 0 5 19 R E T I R E M E N T S A V I N G S P L A N
YOUR ERISA RIGHTS
As a participant in the Plan, you are entitled to certain rights and
protections under the Employee Retirement Income Security Act of 1974 (ERISA).
ERISA provides that all plan participants are entitled to:
> Examine, without charge, at the Plan Administrator's office and at
other specified locations, such as local Personnel offices and Union
offices, all documents governing the Plan, including trust agreements,
Plan texts, collective bargaining agreements, and a copy of the latest
annual report (Form 5500 Series) filed by the Plan with the US
Department of Labor and available at the Public Disclosure Room of the
Employee Benefits Security Administration.
> Obtain, upon written request to the Plan Administrator, copies of the
documents governing the operation of the Plan, including trust
agreements, Plan texts, collective bargaining agreements and copies of
all documents filed by the Plan with the US Department of Labor,
Employee Benefits Security Administration, such as the latest annual
report (Form 5500 Series) and updated summary plan descriptions. The
Plan Administrator may make a reasonable charge for the copies.
> Receive a summary of the Plan's annual financial report. The Plan
Administrator is required by law to furnish each participant with a
copy of this summary annual report.
> Obtain a statement telling you whether you have a right to receive a
retirement benefit at normal retirement age (age 65) and if so, what
your benefits would be at that age if you were to stop working under
the Plan now. If you do not have a right to a retirement benefit, the
statement will tell you how many more years you have to work to get a
right to a benefit (become vested). This statement must be requested
in writing and is not required to be given more than once a year. The
Plan must provide the statement free of charge.
PRUDENT ACTIONS BY PLAN FIDUCIARIES
In addition to creating rights for Plan participants, ERISA imposes duties
on the people who are responsible for the operation of the Plan. The people who
operate the Plan, called fiduciaries of the Plan, have a duty to do so prudently
and in the interest of you and other Plan Participants and beneficiaries. No
one, including your employer, your union or any other person, may fire you or
otherwise discriminate against you in any way to prevent you from either
obtaining a benefit or exercising your rights under ERISA.
ENFORCE YOUR RIGHTS
If your claim for a benefit is denied or ignored in whole or in part, you
have a right to know why this was done, to obtain copies of documents relating
to the decisions without charge, and to appeal any denied claim, all within
certain time schedules.
Under ERISA, there are steps you can take to enforce the above rights. For
instance, if you request a copy of the legal text or the latest annual report
from the Plan and you do not receive them within 30 days, you may file suit in a
Federal court. In such a case, the court may require the Plan Administrator to
provide the materials and pay you up to $110 a day until you receive the
materials, unless the materials were not sent because of reasons beyond the
control of the Plan Administrator.
If you have a claim for benefits which is denied or ignored, in whole or in
part, you may file suit in a state or Federal court. In addition, if you
disagree with the Plan's decision or lack thereof concerning
SEPTEMBER 2 0 0 5 20 R E T I R E M E N T S A V I N G S P L A N
the qualified status of a domestic relations order, you may file suit in Federal
court.
If it should happen that Plan fiduciaries misuse the Plan's money, or if
you are discriminated against for asserting your rights, you may seek assistance
from the US Department of Labor, or you may file suit in Federal court. The
court will decide who should pay court costs and legal fees. If you are
successful, the court may order the person you have sued to pay these costs and
fees. If you lose, the court may order you to pay these costs and fees, for
example, if it finds your claim is frivolous.
ASSISTANCE WITH QUESTIONS
If you have any questions about your Plan, you should contact the
Retirement Service Center at 1-800-331-2363 (option 1). If you have any
questions about this statement or about your rights under ERISA, you should
contact the nearest Area Office of the Employee Benefits Security
Administration, US Department of Labor, listed in your telephone directory, or
the Division of Technical Assistance and Inquiries, Employee Benefits Security
Administration, US Department of Labor, 200 Constitution Avenue NW, Washington
DC, 20210. You may also obtain certain publications about your rights and
responsibilities under ERISA by calling the publication hotline of the Employee
Benefits Security Administration at 1-800-998-7542.
APPEALS PROCESS
As described in this summary plan description, a claim for benefits is
submitted to Celanese Americas Corporation. The Company has the discretionary
authority to determine the eligibility of each claim. In the event the Company
denies, in whole or in part, an initial claim for benefits by a participant or
his or her beneficiary, the Company shall furnish notice of the adverse
determination to you.
The notice shall be forwarded to you within 90 days of receipt of the claim
by the Company. However, in special circumstances, the Company may extend the
response period for up to an additional 90 days, and must notify you in writing
of the extension, and shall specify the reasons for the extension. If, for any
reason, you do not receive a response from the Company within the time
prescribed, the claim shall be deemed denied.
Within 60 days of receipt of a notice of an adverse determination, you or
your duly authorized representative may petition the Benefits Committee in
writing for a full and fair review of the adverse determination. You or your
duly authorized representative shall have the opportunity to submit comments in
writing, documents, records and other relevant information to the Benefits
Committee. You have the right to be furnished, free of charge and upon request,
reasonable access to and copies of all documents, records, and other relevant
information. Relevant information shall include any information that was
submitted, considered, or generated in the course of the decision regardless of
whether such information was relied upon in making the benefit determination.
You may also request any information demonstrating that, where appropriate, the
Plan is acting consistently with respect to other participants.
The Benefits Committee shall review the denial and shall take into account
all documents, records, and other information submitted by you regardless of
whether such information was submitted or considered in the initial
determination. The Benefits Committee shall communicate its decision and provide
explanation to you in writing within 60 days of receipt of the petition.
However, in special circumstances, the Benefits Committee may extend the
response period for up to an additional 60 days, in which event it shall notify
you in writing prior to the commencement of the extension and shall specify the
reasons for the extension. If, for any reason, the written decision on review is
not
SEPTEMBER 2 0 0 5 21 R E T I R E M E N T S A V I N G S P L A N
furnished within the time prescribed, the claim shall be deemed denied on
review.
The written notice of a decision by the Company and/or the Benefits
Committee shall set forth:
> The specific reasons for the adverse determination;
> A specific reference to the pertinent Plan provisions on which the
adverse determination is based;
> A description of any additional information necessary for you to
perfect the claim and an explanation of why such information is
necessary. In the case of a notification of an appealed claim, the
notice shall also include a statement that you are entitled to receive
reasonable access to and copies of all documents, records, and other
relevant information with respect to the claim; and
> A description of the Plan's review procedures (or, in the case of a
notification of an appealed claim, a description of any voluntary
appeal procedures) and the time limits applicable to such procedures,
including a statement of your right to bring a civil action under
section 502 of ERISA following an adverse decision by the Benefits
Committee.
The Benefits Committee can be contacted at:
Celanese Americas Corporation
c/o Benefits Department
1601 W LBJ Freeway
Dallas TX 75234
Phone: 972-443-4000
PLAN DOCUMENTS
Copies of the Plan document, the Plan's annual report, and this summary
plan description may be reviewed free of charge during normal working hours. You
can obtain these documents from the Retirement Service Center upon request. Your
copy will be provided within 30 days; you will have to pay a reasonable copying
charge for the Plan document. Each year, you will be given a free copy of a
summary of the Plan's annual financial report.
DISCRETIONARY AUTHORITY
The Plan Administrator shall have discretionary authority to administer the
Plan in accordance with its terms, including the discretion to interpret the
provisions of the Plan and determine the eligibility of each claim. Benefits
under the Plan will be paid only if the Plan Administrator or its designated
representative decides, in its discretion, that you are entitled to them. All
decisions by the Plan Administrator shall be final and binding on all parties.
AVAILABLE INFORMATION
As a result of registering its shares, Celanese Corporation became subject
to the informational requirements of the Securities Exchange Act of 1934, and
files reports and other information with the Securities and Exchange Commission
("SEC"). You may examine the reports and other information filed by Celanese
Corporation, including without limitation, the Celanese Corporation annual
reports and any updates to those annual reports, without charge, at the public
reference facilities maintained by the SEC at Room 1024, 450 Fifth Street NW,
Washington DC 20549, and at the SEC's regional offices located at Suite 900, 175
W Jackson Boulevard, Chicago IL 60604 and 233 Broadway, New York NY 10279. You
may also receive copies of these materials by mail from the SEC at
1-800-SEC-0330. The SEC also maintains a website (http://www.sec.gov) that
contains reports, proxy, information statements and other information regarding
registrants that file electronically with the SEC. The common shares of Celanese
Corporation are traded on the New York Stock Exchange and the materials are
available for inspection and copying at their offices at 20 Broad Street, New
York NY 10005.
SEPTEMBER 2 0 0 5 22 R E T I R E M E N T S A V I N G S P L A N
APPENDIX A
PLAN LOAN DOCUMENTS
PROMISSORY NOTE - PART I
1 Participant Information
Name:
2 Loan Terms
I ____________________ promise to pay the Plan Administrator on behalf
of the Trustee(s) of Celanese Americas Retirement Savings Plan at 1601 W
LBJ Freeway, Dallas TX 75234, or such other places as the Trustee(s) may
designate, according to these repayment terms:
Principal Sum: $ Interest Rate: %
# of Payments: Payment Amount: $
I understand payments will begin as soon as administratively possible
after my loan check is issued.
3 Controlling Law
This Note shall be construed and enforced in accordance with the laws
of the State of New York. The exception is where state law is pre-empted by
federal law. In these cases, the federal law prevails.
PROMISSORY NOTE - PART II ADDITIONAL TERMS AND INFORMATION
This note is enforceable by the Trustee(s) of the Trust as the legal owner of
properties and assets of the Trust. The Trustee's (s') acceptance of this pledge
is evidenced by the issuance of a check payable to me representing the proceeds
of the loan.
LOAN FEES
I understand that the following fee will be deducted from my account for the
establishment of this loan - $80.00.
SECURITY
As security for the repayment of all principal, interest and other amounts due
under this Promissory Note, I pledge and grant to the Trustee(s) a security
interest in all of my right, title and interest in my vested account balance in
the Trust. This pledge shall extend to all additional amounts hereafter credited
to the account.
REPAYMENT
During any period I am employed by an employer participating in the Plan, I
irrevocably authorize such employer to deduct from my salary, or amounts paid in
lieu thereof, the amounts stated in this agreement. Unless provided otherwise by
the Plan, during any period of time when I am not receiving a salary, or amounts
paid in lieu thereof (e.g. certain periods of layoff or leaves of absence), or
if my salary or other payment is insufficient to make the required repayment, I
agree to make the scheduled payment when due (or any deficiency therein) by
personal check, money order or cashier's check made payable to the Trustee of
the Plan and delivered to the address specified in this note. In the event any
repayment is missed and not made upon or before the date of the final scheduled
repayment, I authorize the employer to take an additional repayment deduction as
necessary to pay the loan in full.
PREPAYMENT
Unless the Plan provides otherwise, I understand that I may prepay the entire
outstanding balance of my loan at any time without penalty or other additional
fees. However, partial payments are not allowed except to make up missed loan
payments while on an approved Leave of Absence. Additional payments must be in
increments of the regular repayment amount. Please make check payable to the
Trustee of the Celanese Americas Retirement Savings Plan.
SEPTEMBER 2 0 0 5 23 R E T I R E M E N T S A V I N G S P L A N
LATE PAYMENT
There are no late payment charges.
TERMINATION OF EMPLOYMENT
If I should terminate employment and do not pay my loan in full within 90 days,
I understand that the outstanding balance will be considered a distribution and
subject to applicable taxes and penalties. I authorize the Trustee(s) to deduct
from my account balance the unpaid amount of my loan and any unpaid attorney's
fees or costs incurred to collect this loan.
DEATH
In the event of my death, the Trustees may deduct the unpaid balance of my loan
and any unpaid attorney's fees or costs incurred to collect this loan, either
before or concurrent with the payment of my account balance to my
beneficiary(ies) from any benefit payment from the Trust that may become payable
to my beneficiary(ies).
DEFAULT
The loan is in default if the full amount of any payment is not paid within 90
days after the date it is due. In this case, the outstanding balance of my loan
will be immediately due and payable upon demand by the Plan Administrator on
behalf of the Trustee(s). I expressly waive any presentment, demand, protest or
other notice of any kind (and allow the Trustee(s) to demand payment of amounts
due). The Trustee(s) will pursue all prudent courses of action to ensure the
loan is repaid in full. In the event of default I may be subject to federal and
state taxes on the loan amount. If I am younger than 59-1/2, I may be subject to
a 10% early withdrawal penalty. No other loans are permitted until I repay the
defaulted loan.
ACCELERATION BY TRUSTEES
In addition to such other circumstances as may result in the acceleration of my
obligations under this Promissory Note, the Trustee(s) will be entitled to
reimbursement from my Plan account of all costs and expenses, including
reasonable attorney's fees incurred in connection with such suit or other
enforcement, to the fullest extent permitted by law.
INSURANCE
I understand that credit life insurance, credit disability insurance and
property insurance are not required to obtain credit and no such insurance will
be provided for this loan.
ASSUMPTION
I understand that this loan is not assumable by any other person for any reason.
WAIVERS
Failure by the Trustee(s) to strictly enforce any term of this Promissory Note
shall be an indulgence only and shall not constitute a waiver in the rights of
the Trustee(s) to enforce such terms in the future.
APPROVED LEAVE OF ABSENCE
Continuing regularly scheduled payments on the loan is my responsibility. I must
contact the Celanese Americas Retirement Plans Service Center to request a loan
coupon booklet. Payments can be made by personal check, money order, or
cashier's check and made payable and remitted to the Trustee of the Celanese
Americas Retirement Savings Plan.
SEPTEMBER 2 0 0 5 24 R E T I R E M E N T S A V I N G S P L A N
TRUTH-IN-LENDING DISCLOSURE
PARTICIPANT INFORMATION
NAME:
<TABLE>
ANNUAL PERCENTAGE RATE FINANCE CHARGE AMOUNT FINANCED TOTAL OF PAYMENTS
The cost of your credit The dollar amount your The amount of credit The amount you will pay
as a yearly rate credit will cost you provided to you on your when you make all
behalf payments as scheduled
% $ $ $
</TABLE>
ESTIMATED PAYMENT SCHEDULE
NUMBER OF PAYMENTS PAYMENT AMOUNT WHEN PAYMENTS ARE DUE
$
NOTE: The figures shown above are only estimates and have been computed assuming
that all payments will be received on their scheduled dates.
SECURITY: Your vested account balance in the Trust is being pledged as security
for your loan.
LATE CHARGE: There are no late payment charges. If any loan payment is 90 days
past due, your loan will be declared in default.
PREPAYMENT: You may prepay your entire outstanding balance at any time without
penalty or additional fees. Prepayments are allowed, but must be in multiples of
the repayment amount.
INSURANCE: Credit life insurance, credit disability and property insurance are
not required and no such insurance will be provided for your loan.
See your prommissory note for additional terms and information about nonpayment,
default and any required payment in ful before the scheduled due date.
Itemization of the Amount Financed of $ ______
$ ______ Amount given to you directly
$ 0 Amount paid on your behalf
-----
Amount paid to others on your behalf $ 0
----
$ 0 Prepaid finance charge
-----
SEPTEMBER 2 0 0 5 25 R E T I R E M E N T S A V I N G S P L A N
APPENDIX B
PLAN INVESTMENT OPTIONS
SMARTMIX FUND--CONSERVATIVE
Expense Ratio: 0.70% (includes 0.05% administrative fee assessment)
This fund is an asset allocation fund that invests in a diversified mix of
stocks, bonds, real estate, and money market products. The fund seeks low
to moderate growth primarily from interest income, but also from some
capital appreciation and dividends. The fund emphasizes investments in
bonds and money markets; it has the following target asset allocation:
53.5% US bonds (investment grade)
30% US large company stocks
5% international stocks
5% US mid/small company stocks
2.5% real estate
4% cash
The Conservative Fund is designed for investors who have a relatively
short-term investment horizon and are concerned with preserving capital.
The long-term return potential is expected to be less than the Moderate and
Aggressive SmartMix funds, but the fund's price fluctuation should also be
less.
INVESTMENT MANAGER: JP Morgan Fleming Asset
Management
BENCHMARK INDEX: Conservative Custom Index
SMARTMIX FUND--MODERATE
Expense Ratio: 0.80% (includes 0.05% administrative fee assessment)
This fund is an asset allocation fund that invests in a diversified mix of
stocks, bonds, real estate, and money market products. The fund seeks
moderate growth from capital appreciation, dividends and interest income.
The fund emphasizes investments in equity securities; it has the following
target asset allocation:
33% US large company stocks
31% US bonds (investment grade)
10% US mid/small company stocks
10% international stocks
5% real estate
3% high yield bonds
3% emerging markets bonds
3% cash
2% emerging markets stocks
The Moderate Fund is designed for investors who have an investment horizon
of at least 5 years, seek a balanced portfolio of stocks and bonds and are
willing to accept higher short- term risk for potentially higher long-term
growth. The long-term return potential for the Moderate Fund is expected to
be greater than the Conservative Fund, but less than the Aggressive Fund
and accompanied by moderate price fluctuation.
INVESTMENT MANAGER: JP Morgan Fleming Asset
Management
BENCHMARK INDEX: Moderate Custom Index
SMARTMIX FUND--AGGRESSIVE
Expense Ratio: 0.90% (includes 0.05% administrative fee assessment)
This fund is an asset allocation fund that invests in a diversified mix of
stocks, bonds, real estate, and money market products. The Aggressive Fund
seeks high growth primarily from capital appreciation, but also some
interest income and dividends. The fund emphasizes investments in equity
securities and has the following target mix:
SEPTEMBER 2 0 0 5 26 R E T I R E M E N T S A V I N G S P L A N
38% US large company stocks
18% international stocks
12% US mid/small company stocks
10% US bonds (investment grade)
8% real estate
4% emerging markets bonds
4% emerging markets stocks
4% high yield bonds
2% cash
The fund is designed for investors who have an investment horizon of at
least 10 years, are willing to tolerate high short-term risk for
potentially higher long-term returns and are comfortable with a portfolio
invested primarily in stocks. The long-term return potential of the
Aggressive Fund is expected to be greater than the Conservative and
Moderate Funds, but accompanied by a higher level of price fluctuation.
INVESTMENT MANAGER: JP Morgan Fleming Asset
Management
BENCHMARK INDEX: Aggressive Custom Index
STABLE VALUE FUND
Expense Ratio: 0.33% (includes 0.05% administrative fee assessment)
This fund seeks to protect principal from market volatility with returns
higher than many market funds and a relatively predictable return. The
Stable Value Fund invests in a variety of investment grade fixed income
securities, primarily US Treasury, Agency, corporate, and mortgage-backed
securities. The fund also invests in a special kind of investment contract
called a benefit responsive wrap issued by insurance companies and banks;
it provides for a guarantee of principal and a stabilized interest rate.
The fund is designed for investors who seek a very low risk investment with
a stable rate of return.
INVESTMENT MANAGER: JP Morgan Fleming Asset
Management
BENCHMARK INDEX: Salomon 3 month T-Bill
CORE BOND FUND--PRADX
Expense Ratio: 0.80% (includes 0.05% administrative fee assessment)
The fund seeks maximum total return, consistent with preservation of
capital. Total return consists of income earned on the fund's investments
plus capital appreciation, if any. The fund's portfolio holdings include
only US dollar denominated securities of large US issuers that are rated
investment grade, or if unrated, determined by PIMCO to be of comparable
quality. The Core Bond Fund normally invests in US government securities,
corporate bonds, mortgage-related securities and money market investments.
The fund is designed for investors who are conservative to moderate in
their tolerance of risk and aversion to loss of principal. Over the long
term this fund should outperform a money market fund, but underperform
stock funds.
INVESTMENT MANAGER: Pacific Investment
Management Company
BENCHMARK INDEX: Lehman Bros. Aggregate Bond
GOVERNMENT SECURITIES FUND
Expense Ratio: 0.35% (includes 0.05% administrative fee assessment)
The fund seeks to provide a moderate to high level of interest income and
price appreciation with the goal of outperforming the rate of inflation by
5% per year over five to seven year periods. The Government Securities Fund
invests in direct obligations of the US Treasury such as bills, notes and
bonds backed by the full faith of the US government. The investment manager
has the flexibility to invest in either short or long-term securities,
SEPTEMBER 2 0 0 5 27 R E T I R E M E N T S A V I N G S P L A N
depending on the manager's outlook on interest rates, inflation and
economic activity. The fund can hold a combination of securities with
varying maturities or invest 100% of the portfolio in money market or
30-year Treasury bonds. This fund is for moderately aggressive investors
who seek long-term growth and can tolerate short-term volatility in market
value.
INVESTMENT MANAGER: Hoisington Investment
Management Company
BENCHMARK INDEX: Lehman Bros. US Government/Corporate
S&P 500 INDEX FUND
Expense Ratio: 0.23% (includes 0.05% administrative fee assessment)
This fund's objective is to provide returns that closely match those of the
Standard & Poor's 500 Stock Index (S&P 500)as well as long-term capital
appreciation and dividend income. The fund invests in the common stocks
that comprise the S&P 500. The S&P 500 is a diversified group of stocks of
500 established companies and is commonly used as a broad measure of the
overall stock market's performance. The S&P 500 Index Fund is for moderate
to aggressive investors who seek long-term growth and can tolerate
short-term volatility.
INVESTMENT MANAGER: Barclays Global Investors
BENCHMARK INDEX: S&P 500
LARGE-CAP VALUE FUND
Expense Ratio: 0.68% (includes 0.05% administrative fee assessment)
The fund's objective is to provide long-term growth from capital
appreciation and dividend income through diversified investments in common
stocks. The fund invests in stocks, primarily of major US corporations,
which are priced low relative to their intrinsic or real value, and thus
have good potential for price appreciation. The Large-Cap Value Fund is for
moderate to aggressive investors who seek long-term growth and can tolerate
short- term market volatility.
INVESTMENT MANAGER: Alliance Bernstein Investment
Management Company
BENCHMARK INDEX: Russell 1000 Value
LARGE-CAP GROWTH FUND
Expense Ratio: 0.70% (includes 0.05% administrative fee assessment)
The fund's objective is to seek long-term growth of capital by investing
primarily in a diversified portfolio of large capitalization companies
specifically chosen for their attractive growth potential. The fund uses an
approach that combines "top-down" economic analysis with "bottom-up" stock
selection. The "top-down" approach takes into consideration such
macro-economic factors as interest rates, inflation, the regulatory
environment and the global competitive landscape. As a result, the fund
identifies sectors, industries, and companies that should benefit from the
overall trends the fund has observed. The fund then looks for individual
companies with earnings growth potential that may not be recognized by the
market at large; the fund focuses on a company's specific market expertise
or dominance, franchise durability and pricing power, financial strength,
strong and ethical management, positive change outlook (improved business
model, new product or service, acquisition or divestiture, regulatory
change) and a reasonable valuation in the context of projected growth
rates. This is called "bottom-up" stock selection. The fund will normally
hold a core position of between 35
SEPTEMBER 2 0 0 5 28 R E T I R E M E N T S A V I N G S P L A N
and 50 common stocks. The Large-Cap Growth Fund is for moderate to
aggressive investors who seek long-term growth and can tolerate short-term
volatility.
INVESTMENT MANAGER: Marsico Capital Management LLC
BENCHMARK INDEX: S&P 500 (Growth) Stock Index
INTERNATIONAL STOCK FUND
Expense Ratio: 1.02% (includes 0.05% administrative fee assessment)
The fund's objective is to seek long-term growth of capital and income
through investments in a portfolio comprised primarily of equity securities
of non-US issuers (including ADRs and other US registered securities) and
securities whose principal markets are outside the US. The fund normally
will invest in a portfolio consisting primarily of common stocks and
ordinary and preference shares (or securities convertible or exchangeable
into such securities) of companies with market capitalization greater than
$1 billion at the time of purchase. The investment emphasis will be in
securities of companies located in Europe, Canada, Australia and the Far
East, giving due consideration to economic, social and political
developments, currency risks and the liquidity of various national markets.
The fund may also invest up to 10% at the time of purchase in the
securities of developing country issuers. The International Stock Fund is
for aggressive investors who seek long-term capital growth and who can
tolerate significant short-term market value fluctuations.
INVESTMENT MANAGER: Capital Guardian Trust Company
BENCHMARK INDEX: MSCI-EAFE
SMALL-CAP CORE FUND
Expense Ratio: 0.75% (includes 0.05% administrative fee assessment)
The fund's objective is to deliver high quality, actively managed exposure
to the small company US equity market with close tracking to the Russell
2000 index, a widely recognized barometer of small company stock
performance. The fund invests in a broadly diversified portfolio of small
US companies whose market capitalization ranges from about $0.5 billion to
$1.5 billion. The stocks in the portfolio are selected based on a
proprietary model that examines a number of investment criteria, including
value-related fundamentals, profitability and earnings sustainability, the
actions of corporate management and other indicators of market sentiment.
The Small-Cap Core Fund is designed for aggressive investors who are
seeking higher growth potential than typically found in large cap and
mid-cap stock funds; these investors are also willing to accept the higher
risk of less established companies.
INVESTMENT MANAGER: Barclay's Global Investors
BENCHMARK INDEX: Russell 2000
CELANESE STOCK FUND
The fund's objective is to seek long-term capital growth and to provide
Plan participants with an opportunity to share in the investment
performance of Celanese Corporation.
The fund is invested primarily in Celanese Corporation common stock with a
small amount of short-term investments to meet daily liquidity
requirements.
Under the accounting method that is used for the fund, each Plan investor
owns units
SEPTEMBER 2 0 0 5 29 R E T I R E M E N T S A V I N G S P L A N
of the fund rather than shares of stock. The value of each unit is adjusted
daily to accurately reflect each investor's part of any increase or
decrease in the price of Celanese common stock, any dividends that are
effective that day, fees accrued and daily interest earned on the
short-term investments held by the fund.
Celanese common stock is listed for trading on the New York Stock Exchange
under the symbol "CE". The share price fluctuates daily. Share prices can
go down as well as up, and the lack of diversification in the fund can
result in large fluctuations in its value (including a complete loss of
value). Consequently, the value of your contributions and earnings is at
increased risk compared to diversified funds. Because the fund may also
invest in cash, the fund's performance may vary from the performance of the
stock.
The fund is designed to provide participants with an opportunity to share
in the long- term investment performance of Celanese Corporation. The fund
is considered a high risk investment due to the fund's investment in a
single equity. Therefore, Plan investors should consider investing only a
portion of their Plan assets in the fund.
The total amount of Celanese Corporation common stock registered for
offering under the Celanese Stock Fund is currently 2,000,000 shares; this
amount may be increased from time to time as required. Celanese Corporation
common stock will be purchased on the open market at prevailing market
prices.
If you invest in the fund, you will be able to direct the Trustee as to how
to vote the shares of Celanese Corporation stock corresponding to your
units in the fund. You will be provided with the annual report and other
materials that are provided to Celanese Corporation shareholders from time
to time. You will also be provided with proxy information.
INVESTMENT MANAGER: State Street Global Advisors
SEPTEMBER 2 0 0 5 30 R E T I R E M E N T S A V I N G S P L A N
