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Delaware
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98-0420726
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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Large accelerated filer
þ
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Accelerated filer
o
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Non-accelerated filer
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(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Emerging growth company
o
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(a)
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the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 filed with the Commission on February 9, 2018;
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(b)
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t
he Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 filed with the SEC on April 17, 2018 and the Company's Current Reports on Form 8-K filed on February 20, 2018, March 20, 2018 and April 20, 2018; and
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(c)
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the description of the Company’s Series A Common Stock, par value $0.0001 per share, contained in the Company’s Form 8-A filed on January 18, 2005 (file number 001-32410) and any amendment or report updating such description.
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(1)
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to the extent a present or former director or officer of a corporation has been successful on the merits or otherwise in the defense of any action, suit or proceeding referred to in subsections (a) and (b) of Section 145 or in the defense of any claim, issue or matter therein, such person shall be indemnified against expenses, including attorneys’ fees, actually and reasonably incurred by such person in connection therewith;
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(2)
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the indemnification and advancement of expenses provided for pursuant to Section 145 shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under any bylaw, agreement, vote of stockholders or disinterested directors or otherwise; and
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(3)
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the corporation shall have the power to purchase and maintain insurance on behalf of any person who is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against any liability asserted against such person and incurred by such person in any such capacity, or arising out of such person’s status as such, whether or not the corporation would have the power to indemnify such person against such liability under Section 145.
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Exhibit
Number
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Description
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4.1
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4.1(a)
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4.2
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4.3
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5.1*
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23.1*
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23.2*
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23.3*
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23.4*
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CELANESE CORPORATION
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(Registrant)
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By:
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/s/ MARK C. ROHR
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Name:
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Mark C. Rohr
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Title:
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Chairman of the Board of Directors and
Chief Executive Officer
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(Principal Executive Officer)
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Signature
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Title
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Date
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/s/ MARK C. ROHR
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Chairman of the Board of Directors and
Chief Executive Officer
(Principal Executive Officer)
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April 24, 2018
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Mark C. Rohr
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/s/ SCOTT A. RICHARDSON
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Senior Vice President and Chief Financial Officer
(Principal Financial Officer)
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April 24, 2018
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Scott A. Richardson
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/s/ BENITA M. CASEY
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Vice President - Finance, Controller and Chief Accounting Officer
(Principal Accounting Officer)
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April 24, 2018
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Benita M. Casey
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/s/ JEAN S. BLACKWELL
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Director
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April 24, 2018
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Jean S. Blackwell
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/s/ WILLIAM M. BROWN
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Director
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April 24, 2018
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William M. Brown
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/s/ BENNIE W. FOWLER
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Director
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April 24, 2018
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Bennie W. Fowler
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/s/ EDWARD G. GALANTE
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Director
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April 24, 2018
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Edward G. Galante
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/s/ KATHRYN M. HILL
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Director
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April 24, 2018
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Kathryn M. Hill
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/s/ DAVID F. HOFFMEISTER
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Director
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April 24, 2018
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David F. Hoffmeister
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/s/ JAY V. IHLENFELD
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Director
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April 24, 2018
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Jay V. Ihlenfeld
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/s/ JOHN K. WULFF
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Director
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April 24, 2018
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John K. Wulff
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Celanese Corporation
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222 W. Las Colinas Blvd., Suite 900N
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Irving, Texas 75039
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Phone: (972) 443 4000
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Re:
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Celanese Corporation - Post-Effective Amendment to Registration Statements Form S-8
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