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                                                                    EXHIBIT 99.1



                             ANNUAL INFORMATION FORM

                   FOR THE FISCAL YEAR ENDED DECEMBER, 31 2004


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                             ANNUAL INFORMATION FORM

                               ACETEX CORPORATION

                              dated March 29, 2005



                      For the year ended December 31, 2004



                             750 World Trade Centre
                                999 Canada Place
                                 Vancouver, B.C.
                                     Canada
                                     V6C 3E1

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<Table>
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                                  TABLE OF CONTENTS
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<S>                                                                                 <C>
Certain References...................................................................3
Forward-Looking Statements...........................................................3
Incorporation........................................................................4
General Development of the Business..................................................5
ACETYLS BUSINESS.....................................................................5
Process Technology...................................................................8
Production Process..................................................................11
Sales and Marketing.................................................................12
Raw Materials.......................................................................12
Employees...........................................................................13
Description of Property.............................................................13
Operating and Other Material Agreements.............................................15
Regulation..........................................................................16
France..............................................................................16
Spain...............................................................................18
Remedial Actions and Indemnity Agreement............................................18
PLASTICS BUSINESS...................................................................20
General.............................................................................20
Industry Overview...................................................................20
Competition.........................................................................21
Products............................................................................21
Specialty Polymers..................................................................21
Films...............................................................................23
Research and Development............................................................23
Raw Materials.......................................................................24
Production Process..................................................................24
Specialty Polymers..................................................................24
Films...............................................................................25
Sales And Marketing.................................................................25
Employees...........................................................................25
Manufacturing Facilities............................................................26
Environmental Matters...............................................................26
RISK FACTORS........................................................................26
Directors and Officers..............................................................33
Code of Ethics......................................................................35
Committees of the Board.............................................................35
Audit Committee Information.........................................................35
Charter Of The Audit Committee......................................................37

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                                      -2-


<S>                                                                                 <C>
Pre-Approval Policies and Procedures................................................41
External Auditor Fees and Services..................................................42
Market For Securities...............................................................42
Dividends...........................................................................42
Ratings.............................................................................42
Transfer Agent and Registrar........................................................43
Capital Structure...................................................................43
Legal Proceedings...................................................................43
Interest of Management and Others in Material Transactions..........................43
Material Contracts..................................................................43
Interest of Experts.................................................................43
Additional Information..............................................................44
</Table>



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CERTAIN REFERENCES

As used herein, unless the context otherwise indicates, a reference to "Acetex"
or the "Company" refers to Acetex Corporation, an Alberta, Canada corporation,
together with its direct and indirect subsidiaries. References to subsidiaries
of the Company as "wholly owned" by the Company may in certain cases refer to a
subsidiary the shares of which are partially held by a director or officer of
the Company or of such subsidiary in order to comply with local law.

References to "tonnes" are to metric tonnes (equivalent 2,204.6 pounds) and,
unless the context otherwise indicates, are given on a per annum basis.
References to "production capacity" at the Company's facilities are to the
Company's estimates based on per day production capacity rates for the relevant
facility multiplied by the number of days in a calendar year during which the
relevant facility operates, adjusted for scheduled shutdowns.

References to "dollars", "$" or "US$" are to United States dollars, references
to "C$" are to Canadian dollars and references to E are to Euros. Unless
otherwise indicated, any amounts herein expressed in a currency other than
United States dollars that are parenthetically accompanied by a convenience
translation into dollars have been translated at the noon buying rate in New
York City for cable transfers in foreign currencies as certified for customs
purposes by the Federal Reserve Bank of New York (the "Noon Buying Rate") on
March 24, 2004 which was C$0.82 per US$ and 1.2957 E per US$.

FORWARD-LOOKING STATEMENTS

Information included, attached to or incorporated by reference into this Annual
Information Form may contain forward-looking statements. All statements, other
than statements of historical fact, included or incorporated by reference herein
are forward-looking statements, including, without limitation, statements
regarding activities, events or developments that Acetex and its management
expect or anticipate may occur in the future. These forward-looking statements
can be identified by the use of forward-looking words such as "will", "expect",
"intend", "plan", "estimate", "anticipate", "believe" or "continue" or similar
words or the negative thereof. There can be no assurance that the plans,
intentions or expectations upon which these forward-looking statements are based
will occur. Readers of this Annual Information Form are cautioned not to place
undue reliance on forward-looking statements contained herein, which are not a
guarantee of performance and are subject to a number of uncertainties and other
factors that could cause actual results to differ materially from those
expressed or implied by such forward-looking statements. These factors include
general economic and market conditions, changes in law, actions of competitors,
the availability and cost of feedstock, the ability to implement business
strategies and pursue business opportunities, conditions in the chemicals
business including the supply and demand for industrial chemicals and the risks
attendant with producing and marketing industrial chemicals and carrying out
major capital projects. Forward-looking statements in this Annual Information
Form are made pursuant to the safe harbor provisions of the U.S. Private
Securities Litigation Reform Act of 1995. Readers are cautioned that all
forward-looking statements involve risks and uncertainties, including those
risks and uncertainties detailed in the filings with the U.S. Securities and
Exchange Commission ("SEC") and the applicable Canadian securities commissions,
copies of which are available from Acetex. WE URGE YOU TO CAREFULLY CONSIDER
THOSE FACTORS.

The forward-looking statements contained herein are expressly qualified in their
entirety by this cautionary statement. The forward-looking statements included
in this annual information circular are made as of the date hereof and Acetex
undertakes no obligation to publicly update such forward-looking statements to
reflect new information, subsequent events or otherwise.


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                                      -4-


INCORPORATION

The Company is a holding company and was incorporated under the laws of Alberta,
Canada on December 1, 1994 as 634071 Alberta Ltd. On December 21, 1994, Articles
of Amendment were filed wherein the name of the Company was changed to its
present name. The principal office of the Company is 750 World Trade Centre, 999
Canada Place, Vancouver, British Columbia, V6C 3E1, Canada. The following
diagram sets forth the corporate structure of the Company and certain of its
subsidiaries (including jurisdictions of organization):

Unless otherwise indicated, the Company owns 100% of the outstanding share
capital of each entity shown below (except for directors qualifying shares,
where applicable).

                               [ACETEX CORPORATION
                                    (ALBERTA)
                                    FLOWCHART]


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GENERAL DEVELOPMENT OF THE BUSINESS

Effective February 9, 1995, Acetex Corporation ("Acetex") acquired the
outstanding shares of Acetex Chimie S.A. ("Acetex Chimie") and Erkol S.A.
("Erkol"), both former subsidiaries of Rhone-Poulenc S.A. ("Rhone-Poulenc"),
which operated certain of the acetic acid and acetic acid derivative businesses
of Rhone-Poulenc located in France and Spain, respectively the "Acetyls
Business".

On August 5, 2003 Acetex completed an arm's length acquisition transaction with
AT Plastics pursuant to which AT Plastics was amalgamated with a subsidiary of
Acetex and each shareholder of AT Plastics received 1/6 of an Acetex share for
each AT Plastics share held. Acetex also assumed AT Plastics' employee stock
option plans and, subject to certain adjustments, outstanding warrants of AT
Plastics. AT Plastics operates a specialty polymer resins and film business in
Alberta, Canada (the "Plastics Business").

On April 19, 2004 Acetex announced that it had finalized definitive joint
venture agreements with National Petrochemical Industrialization Company (TASNEE
Petrochemicals) regarding the construction of acetic acid, vinyl acetate monomer
(VAM) and methanol projects. The projects will be located at the petrochemical
complex site of TASNEE Petrochemicals (an affiliate of National
Industrialization Company) in Jubail Industrial City, Saudi Arabia. Saudi Aramco
has allocated 160 mmfcf /day natural gas for this industrial complex. The front
end engineering design for the methanol; and acetic acid project are almost
complete and invitations to bid are to be sent out shortly. It is anticipated
that construction will commence in about one year's time. To December 31, 2004
Acetex has spent approximately $4.7 million on these projects.

On October 27, 2004 the Company entered into an Arrangement Agreement with
Celanese Corporation (formerly known as Blackstone Crystal Holdings Capital
Partners (Cayman) IV Ltd.) pursuant to which Agreement HNA Acquisition Inc. the
assignee of the Agreement and an indirect wholly owned subsidiary of Celanese
Corporation will, subject to regulatory approvals and all other conditions to
closing, acquire all of the issued and outstanding common shares, warrants to
acquire common shares and options to acquire common shares of Acetex. The
Arrangement Agreement has been approved by special resolution of the holders of
Acetex common shares, warrants and options and the Court of Queens Bench of
Alberta but must still receive regulatory approval under the European Council
Merger Regulation. The European Commission announced March 11, 2005 that it has
opened an in depth investigation of the proposed acquisition and has stated that
it has four months to make a final decision. Unless all conditions to closing
(including regulatory approvals) have been completed by or waived prior to
August 31, 2005, or such other date as the parties may agree upon, either Acetex
or the buyer may rescind and terminate the Arrangement Agreement by written
notice. Further information on the transaction may be found in Acetex's
Information Circular dated December 10, 2004 which has been filed on SEDAR.

ACETYLS BUSINESS

GENERAL

The Acetyls industry consists primarily of acetic acid and VAM but also includes
other downstream acetic acid derivatives that are ultimately used in the
production of water based paints and solvents, adhesives, paper, beverage
containers and textiles. Nexant CHEMSYSTEMS believes demand drivers for these
products include general economic consumption, consumer preference for
water-based interior paints as well as end use markets such as polyester fibres
and textiles, plastic packing and pharmaceuticals.


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ACETIC ACID

The global acetic acid industry, as estimated by Nexant CHEMSYSTEMS, is a $3.8
billion market. The global acetic acid industry includes producers such as,
Acetex, BP Chemicals Ltd. ("BP"), Celanese AG ("Celanese"), Daicel and Lyondell.
The European market, which accounts for more than 85% of the revenues of the
Acetyls Business, represents approximately 19% of global demand. Nexant
CHEMSYSTEMS estimates that European acetic acid consumption will grow, driven by
an increased demand for products derived from acetic acid, including VAM, acetic
anhydride, PET for beverage containers, and water based paints and solvents.

Acetic acid producers, such as Acetex, BP and Celanese, typically have
integrated production processes that captively use acetic acid to produce VAM
and other derivatives. Acetic acid that has not been used by the producers'
captive processes is sold into the merchant market. Acetic acid is traded
globally primarily between the United States, currently a net exporter, Europe,
currently a net importer, Asia and the Middle East.

Europe has, in recent years, become more reliant on imports of acetic acid due
to continued demand, limited capacity expansions, and the closure of old,
high-cost facilities in the region. As a result of increasing demand and limited
additional capacity, Nexant CHEMSYSTEMS expects that Europe will continue
importing acetic acid in the near future.

VAM

Nexant CHEMSYSTEMS estimates that the global market for VAM is approximately
$3.85 billion, based on 2004 demand of approximately 4.67 million tonnes. The
global VAM market includes producers such as Acetex, Celanese, BP, Dairen, Dow,
DuPont, and Kuraray. Nexant CHEMSYSTEMS forecasts that the growing demand for
resins in automobile safety glass, barrier films, and water-based adhesives and
paints, will increase global VAM consumption.

Like the acetic acid market, certain large VAM producers have integrated methods
that use VAM captively to produce polyvinyl acetate, ("PVAc"), polyvinyl alcohol
("PVOH"), ethylene vinyl alcohol ("EVOH") resins and other acetic derivatives.
The balance of VAM is sold into the merchant market for third party use. VAM is
a global market in which the United States has been traditionally a net
exporter. Europe has historically been a major net importer of VAM due to steady
demand growth and limited new capacity in the region.

According to Nexant CHEMSYSTEMS, there are no announced capacity increases in
Europe through 2007 although small debottlenecks may be possible. As a result,
demand growth is expected to continue to outpace production, which will require
that European consumers import VAM from North America and Asia.

ACETIC ACID AND VINYL ACETATE DERIVATIVES

PVOH. According to Nexant CHEMSYSTEMS global sales in 2003 for PVOH were
approximately $2.9 billion. The largest producers of PVOH include Acetex,
Celanese, Chang Chung, DuPont, Kuraray and Nippon Gohsei. Demand growth for PVOH
is expected to be driven largely by the adhesives, textiles and paper industries
in terms of volume. PVOH is also consumed in the production of polyvinyl butyral
("PVB") resins and films. PVB is consumed in a variety of applications including
primarily in the manufacture of laminated film for automobile safety glass.


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ACETIC ANHYDRIDE. According to Nexant CHEMSYSTEMS Acetic anhydride is estimated
to be a $1.56 billion global market in 2004. Demand for acetic anhydride is
driven by the production of cellulose acetate, pharmaceuticals (such as aspirin
and paracetamol), bleaching agents for detergents, dyes and agro-chemicals.
Acetic anhydride production accounts for around 13.5% of the global market
consumption of acetic acid as acetic anhydride can also be made from coal and in
swing plants using the process of reacting methyl acetate with carbon monoxide
in an analogous method to most commercial acetic acid processes. Demand growth
for acetic anhydride will be restrained by limited growth in cellulose acetate
for cigarette filter tow, fibre and plastic applications.

ACETATE SOLVENTS. According to Nexant CHEMSYSTEMS the global market for acetate
solvents was approximately $2.3 billion in 2004. These chemicals are water based
and are used in inks, paints and coatings, and pharmaceuticals. The total demand
for acetate solvents was approximately 2.1 million tonnes in 2004 and Nexant
CHEMSYSTEMS believes it will gradually increase due to growing demand for
environmentally friendly interior paints and coatings.

PURIFIED TEREPHTHALIC ACID. According to Nexant CHEMSYSTEMS of total acetic acid
consumption, approximately 20.4% is used as feedstock for the production of
purified terephthalic acid ("PTA"). The global PTA market was approximately
$32.8 billion for 2004. European producers accounted for 8.7% of global capacity
and produced 2.4 million tonnes in 2004 compared to a global output of 28
million tonnes. PTA is used to make polyethylene terephthalate ("PET") for
beverage and household product packaging and for polyester fibre for carpeting
and apparel applications. Demand for PET is driven by its attractive
environmental and cost profile, which has prompted beverage manufacturers to
switch from glass to PET bottles for soft drinks and beer. While PET production
is the primary growth driver for PTA, it is also used in polyester textiles,
engineering polymer production, polybutylene terephthalate and polytrimethylene
terephthalate performance fibres. Nexant CHEMSYSTEMS anticipates that global
demand for PTA will grow at an annual rate of 6.2% through 2004.

COMPETITION

According to Nexant CHEMSYSTEMS, the Acetyls industry consists of a number of
producers world wide, including Acetex, Celanese, Daicel, Eastman, Lyondell and
BP, as well as a large number of smaller producers. The industry is highly
competitive, with competition primarily based on reliability of supply, process
technology and price.


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                                      -8-


The diagram below provides a summary of the major global end-uses of acetic acid
in 2004:


                                   [GRAPHIC]


PROCESS TECHNOLOGY

Under the Monsanto Process, acetic acid is produced through the carbonylation of
methanol, a process whereby methanol is converted into methyl iodide and then
reacted with carbon monoxide in the presence of a rhodium-halide catalyst. A
number of acetic acid producers utilize other production technologies, the most
common of which is acetaldehyde derived from ethylene or occasionally acetylene.

Acetex's major competitors have access to the Monsanto Process. A majority of
the world's acetic acid capacity is based on the Monsanto Process or
enhancements.

The Company believes that most of the patents relating to the Monsanto Process
have expired. As a result, existing producers and other potential competitors
may have access to the Monsanto Process for new and expanded facilities.

Technical improvements to the Monsanto Process have been patented and applied by
BP, Celanese, Acetex and others to their Monsanto-based acetic acid plants.
These changes, based on the use of different catalysts, generally increase the
capacity of existing acetic acid plants, thereby reducing the fixed operating
costs per tonne of acetic acid.

Other processes to make acetic acid are being developed and could be
commercialized over the medium term according to Nexant CHEMSYSTEMS. These
include processes based on ethane and butylene-rich petrochemical streams.
During the first half of 2005 SABIC will start up its 30,000 tonnes per year
SABOX(R) demonstration unit in Saudi Arabia which converts ethane into acetic
acid.


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                                      -9-


ACETIC ACID, VAM AND METHANOL PRICES

The prices for acetic acid and VAM are not publicly posted on a regular basis.
The majority of European acetic acid and VAM is sold on a quarterly contract
price basis. Supply contracts generally specify a minimum and a maximum volume.

The Rotterdam contract price is the main indicator of methanol prices for
Europe. This price is negotiated quarterly between major customers and suppliers
in Europe. Minimum and maximum volumes are generally specified in supply
contracts. Methanol is also sold on a spot price which is quoted on a daily
basis.

ACETEX' PRODUCTS

The principal products of the Company's Acetyls Business' are acetic acid and
VAM which together represented more than 70% of the sales of that business for
2004. Acetex' products also include acetic acid derivatives: acetic anhydride,
polyvinyl alcohol, polyvinyl acetate, and acetate solvents. The products are
sold throughout Europe. The following table sets forth certain production volume
information relating to the Acetyls Business' products:

<Table>
<Caption>
-------------------------------------------------------------------------------------------------------------------
                                                  YEAR ENDED DECEMBER 31,
-------------------------------------------------------------------------------------------------------------------
                                       2000     2001     2002     2003     2004         PRODUCTION FACILITY
-------------------------------------------------------------------------------------------------------------------
                                                 (thousands of tonnes)
-------------------------------------------------------------------------------------------------------------------
Acetic acid:
-------------------------------------------------------------------------------------------------------------------
<S>                                    <C>      <C>      <C>      <C>      <C>     <C>
        Total produced..............   360      386      377      385      400     Pardies Plant
-------------------------------------------------------------------------------------------------------------------
        Captive use (a).............   171      171      162      162      166
-------------------------------------------------------------------------------------------------------------------
VAM
-------------------------------------------------------------------------------------------------------------------
        Total produced..............   130      143      139      134      136     Pardies Plant
-------------------------------------------------------------------------------------------------------------------
        Tolled (b)..................    42       39       37       42       39     Celanese Iberica S.L. and
                                                                                   Dairen, Taiwan
-------------------------------------------------------------------------------------------------------------------
        Captive use (a).............    31       31       34       37       37
-------------------------------------------------------------------------------------------------------------------
Acetic Anhydride
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      Produced (d)..................                      12       28       31     Rhodia's Roussillon Facility is
-------------------------------------------------------------------------------------------------------------------
      Tolled (b)....................    27       26       16        -        -     Acetex facility since July 2002
-------------------------------------------------------------------------------------------------------------------
Polyvinyl Alcohol
-------------------------------------------------------------------------------------------------------------------
      Produced:.....................    18       17       18       19       19     Tarragona and Guardo Plants
-------------------------------------------------------------------------------------------------------------------
Polyvinyl Acetate
-------------------------------------------------------------------------------------------------------------------
      Produced:.....................    .6       .7      2.2      3.7      4.2     Guardo & Roussillon Plant
-------------------------------------------------------------------------------------------------------------------
Acetic Solvents (c)
-------------------------------------------------------------------------------------------------------------------
      Tolled (b)....................    14       12        -        -        -     Rhodia's Melle and
                                                                                   Pont-de-Claix Facilities
-------------------------------------------------------------------------------------------------------------------
</Table>

(a)  Represents the portion of acetic acid or VAM production, as the case may
     be, used as a feedstock in downstream production of the Company's other
     products.

(b)  Represents toll manufacturing arrangements whereby the Company delivers
     acetic acid to Rhodia, CISL and Dairen for reprocessing into certain acetic
     acid derivatives and VAM, respectively, which are then sold or used by the
     Company. The Roussillon facility was acquired by Acetex in July 2002.

(c)  All Acetic Solvents tolling agreements were terminated before 2002.


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                                      -10-


(d)  Acetic anhydride production figures do not include the concentration of
     diluted acetic anhydride from and for Rhodia. The corresponding volumes
     were 1.5, 6.5, 5.6, 2.7 thousand tonnes from 2001 to 2004 respectively.

ACETIC ACID

Acetic acid is a key chemical intermediate with applications in a wide range of
industrial and commercial end products and is the principal feedstock for VAM
and acetic acid derivatives. For the year ended December 31, 2004, the Company
produced 399,923 tonnes of acetic acid at the Pardies facility of which
approximately 58% was sold in the merchant market with the balance used in the
production of VAM and acetic acid derivatives.

VAM

VAM is the principal acetic acid derivative product and is a key chemical
intermediate used in the production of polyvinyl alcohol, polyvinyl acetate,
ethylene vinyl acetate and ethylene vinyl alcohol, which are principally used in
the production of solvent-free adhesives, paints and resins. For the year ended
December 31, 2004, the Company produced 136,284 tonnes of VAM at the Pardies
Plant and 39,445 tonnes via tolling arrangements with CISL for a total of
175,729 tonnes, of which the Company sold approximately 79% in the merchant
market, with the remaining production used by the Company in its production of
polyvinyl alcohol and polyvinyl acetate.

ACETIC ACID DERIVATIVES

ACETIC ANHYDRIDE

Acetic anhydride is primarily used in the production of cellulose acetate (which
is used in the production of tow for cigarette filters), pharmaceuticals,
bleaching agents for detergents, dyes and agro-chemicals. Until July 2002 the
Company's acetic anhydride was produced pursuant to a toll manufacturing
agreement with Rhodia (the "Toll Manufacturing Agreement") at its chemical plant
in Roussillon, France. Since Acetex purchased the assets on June 30, 2002, it
produces acetic anhydride (as well as polyvinyl acetate for chewing gum) on the
site. In 2004, 30,452 tonnes of acetic anhydride were produced and sold in the
merchant market.

POLYVINYL ALCOHOL AND POLYVINYL ACETATE

The Company produces up to 50 grades of polyvinyl alcohol, which is used in a
variety of products and industries including adhesives, coatings, textiles,
paper and polyvinyl butyral. Polyvinyl acetate is used in the production of
plastics and chewing gum. In 2004, the Company produced 18,914 tonnes of
polyvinyl alcohol and 4,178 tonnes of polyvinyl acetate. These are sold in the
merchant market.


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                                      -11-


PRODUCTION PROCESS


                            [GRAPHIC OF FLOW CHART]


The Pardies Plant produces acetic acid using the Monsanto Process and VAM using
an acetylene process. The integrated design of the Pardies Plant provides Acetex
with the ability to use product streams as feedstocks for further derivative
products or for sale to third parties, as illustrated below:

(1)  Oxygen and natural gas are burned at high temperatures and subsequently
     cooled, thereby producing acetylene, carbon monoxide and hydrogen. Hydrogen
     and carbon monoxide are removed in a separation unit and the resulting
     product is acetylene. The carbon monoxide is used in the production of
     acetic acid; the hydrogen is sold to Yara (previously referred to as Norsk
     Hydro), which owns and operates a chemical production facility at the
     Pardies Complex; the acetylene is used in the production of VAM by the
     Company. In order to increase production of acetic acid by 70,000
     tonnes/year, the Company has been purchasing carbon monoxide from Yara
     since 1997.

(2)  Acetic acid is produced at the Pardies Plant pursuant to the Monsanto
     Process by reacting carbon monoxide with methanol and passing the mixture
     over a rhodium-halide catalyst.

(3)  VAM is produced at the Pardies Plant by reacting acetic acid with acetylene
     and passing the mixture over a zinc acetate catalyst.

(4)  Acetic acid produced at the Pardies Plant is also the principal feedstock
     in the production of acetic anhydride at Roussillon. Acetic anhydride is
     produced using the ketene process, which breaks down acetic acid into
     ketene and water. The resulting ketene is then reacted with acetic acid to
     form acetic anhydride.

(5)  VAM produced by the Company at the Pardies Plant is the principal feedstock
     for the Company's polyvinyl alcohol and polyvinyl acetate production at
     Guardo. VAM produced through CISL is the


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                                      -12-


     principal feedstock for polyvinyl alcohol production at Tarragona and
     polyvinyl acetate production in Roussillon. Polyvinyl alcohol is produced
     by polymerizing VAM to form polyvinyl acetate, which is then hydrolyzed to
     form polyvinyl alcohol. During an intermediate stage of producing polyvinyl
     alcohol, methyl acetate is formed. Methyl acetate may be broken down into
     its component parts of methanol, for reutilization in the production of
     polyvinyl alcohol, and acetic acid, for reutilization in the production of
     VAM, or sold in the merchant market.

SALES AND MARKETING

SALES

Acetex' acetyls products are generally sold to a limited number of large-volume
customers, many of whom are among the largest chemical companies in Europe. For
2004, Arkema, ICI and Rhodia accounted for approximately 28% of Acetex' total
revenues.

The following table sets forth the geographic breakdown by percentage of sales
of acetyl products for 2004.

<Table>
<Caption>
              -------------------------------- -----------------
                      Country/Region            Percentage of
                                                  2004 Sales
              -------------------------------- -----------------

              -------------------------------- -----------------
<S>                                                  <C>
              France                                 20%
              -------------------------------- -----------------
              Spain/Portugal                         15%
              -------------------------------- -----------------
              Italy                                  14%
              -------------------------------- -----------------
              Germany                                13%
              -------------------------------- -----------------
              Benelux                                13%
              -------------------------------- -----------------
              UK                                     10%
              -------------------------------- -----------------
              Other European Union                    3%
              -------------------------------- -----------------
              Other                                  12%
              -------------------------------- -----------------
                                                     100%
              -------------------------------- -----------------
</Table>

MARKETING

The Company's marketing strategy for its Acetyls Business is to maintain its
strong customer base and expand its market share. Marketing offices are located
in Germany (also covering Austria and Switzerland), Italy, Spain, and the United
Kingdom (also covering Netherlands and Scandinavia). Marketing and sales for
France and Belgium are served by marketing officers located at the European head
office in Neuilly sur Seine, near Paris, France. The Company currently markets
and sells its products in other areas mainly through Rhodia's worldwide
marketing network pursuant to an agency agreement (the "Agency Agreement")
entered into in connection with the Acquisition.

RAW MATERIALS

The principal feedstocks for the Company's acetic acid products are methanol,
oxygen and natural gas. The Company has a fixed price methanol supply contract
with a subsidiary of Methanex to purchase approximately 40-50% of its annual
requirements. Methanex supplies the Company with methanol produced from Titan
Methanol Company's methanol facility in Trinidad. This contract will terminate
in 2010 and is automatically renewable on an annual basis thereafter unless
ninety days prior notice has been given. The Company purchases its remaining
methanol requirements in the merchant market with pricing formulas based on a
blend of European spot and contract prices. Methanol prices have historically
been cyclical and can be highly volatile.


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                                      -13-


Acetex obtains its oxygen requirements from Air Liquide pursuant to a contract
that is due to expire May 7, 2006. The price under this contract is indexed to
the Company's cost of electricity. Acetex obtains a portion of its carbon
monoxide requirements from Yara France (formerly Norsk Hydro group) pursuant to
a contract that is due to expire March 31, 2007. The price under this contract
includes a fixed base amount and a variable cost based on cost of natural gas.

The aggregate minimum annual obligation under these contracts concerning
methanol, oxygen and carbon monoxide is approximately $28 million.

The Company currently purchases all of its Pardies natural gas requirements
pursuant to a contract with TEGAZ (formerly GSO) which expires June 30, 2005.
TEGAZ supplies natural gas from the nearby deposit in Lacq, France, by direct
pipeline connection to the Pardies Plant and has been the supplier to the
Pardies Plant since it came on line. The composition of the natural gas will
change from September 2005 onwards. The new composition and its effect on the
Pardies Plant is now sufficiently well established to allow negotiations to
commence for the period beyond June, 2005.

EMPLOYEES

At December 31, 2004, the Company's Acetyls Business had a total of 555
employees, with 412 located in France, 135 located in Spain and the balance
located in the Company's other European sales offices.

All of the Company's employees in France and Spain are covered by chemical
workers' collective bargaining agreements. Three French labour unions, the
CONFEDERATION GENERALE DU TRAVAIL, the CONFEDERATION FRANCAISE DEMOCRATIQUE DU
TRAVAIL and the CONFEDERATION DES CADRES, represent Acetex's employees in
France. Two Spanish labour unions, the COMISIONES OBRERAS and UNION GENERAL DE
TRABAJADORES, represent the Company's employees in Spain. The Company believes
it complies with all legal requirements with respect to providing information to
and consulting with labour union representatives.

The Company has not experienced any significant labour strikes or work stoppages
in France and Spain and believes that its relations with its employees are
satisfactory. In December, 1999 and January, 2000, the Pardies plant was shut
down for a total of 6 days, as a result of a strike-lockout triggered primarily
by French labour law changes reducing the working week in France from 39 hours
to 35 hours. Agreement was reached during the first week of January, 2000 on the
application of the new law at the Pardies plant.

DESCRIPTION OF PROPERTY

PARDIES PLANT

The Pardies Plant, is situated on approximately 220 acres owned by the Company,
which forms part of a larger industrial chemical site, in south western France.
The acetic acid production capacity is 400,000 tonnes and the VAM production
capacity is 150,000 tonnes.

The following table sets forth certain operating and other information with
respect to the Pardies Plant:


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                                      -14-

<Table>
<Caption>
----------------------------------------------------------------------------------------------------------------------
                                                                    YEAR ENDED DECEMBER 31,
----------------------------------------------------------------------------------------------------------------------
                                                2000           2001           2002           2003           2004
----------------------------------------------------------------------------------------------------------------------
<S>                                           <C>            <C>             <C>           <C>            <C>
----------------------------------------------------------------------------------------------------------------------
ACETIC ACID
----------------------------------------------------------------------------------------------------------------------
Production capacity (tonnes) (a)              400,000        400,000         400,000       400,000        400,000
----------------------------------------------------------------------------------------------------------------------
Production volumes
----------------------------------------------------------------------------------------------------------------------
       Actual tonnes                          359,701         385,862       376,752        385,422        399,923
----------------------------------------------------------------------------------------------------------------------
       Average daily tonnes                       985           1,057         1,032          1,056          1,093
----------------------------------------------------------------------------------------------------------------------
       Days operated                              328             365           342            329            342
----------------------------------------------------------------------------------------------------------------------
       Capacity utilization                        90%             96%           94%            96%           100%
----------------------------------------------------------------------------------------------------------------------
       Scheduled shutdowns (days) (b)              31               0            20              0             17
----------------------------------------------------------------------------------------------------------------------
       Unscheduled shutdowns (days)                 6               0             3             36(c)           7
----------------------------------------------------------------------------------------------------------------------
VAM
----------------------------------------------------------------------------------------------------------------------
Production capacity (tonnes) (a)              150,000         150,000       150,000        150,000        150,000
----------------------------------------------------------------------------------------------------------------------
Production volumes
----------------------------------------------------------------------------------------------------------------------
      Actual tonnes                           129,964         143,219       138,905        133,536        136,284
----------------------------------------------------------------------------------------------------------------------
      Average daily tonnes                        356             392           381            366            372
----------------------------------------------------------------------------------------------------------------------
      Days operated                               333             365           348            340            349
----------------------------------------------------------------------------------------------------------------------
      Capacity utilization                         87%             95%           93%            89%            91%
----------------------------------------------------------------------------------------------------------------------
      Scheduled shutdowns (days) (b)               28               0            17              0             14
----------------------------------------------------------------------------------------------------------------------
      Unscheduled shutdowns (days)                  4               0             0             25(c)           3
----------------------------------------------------------------------------------------------------------------------
</Table>

(a)  Calculated to give effect to the average number of days for scheduled
     shutdowns over a six-year period.

(b)  During scheduled shutdowns, VAM production can often be more quickly
     restored, though sometimes at reduced levels, using stored acetic acid and
     acetylene.

(c)  Force majeure was declared for 21 days in August-September 2003 because of
     an incident in the intermediate syngas storage tank. The other significant
     shutdown in 2003 was due to a temporary malfunction of the hydrogeneration
     catalyst.

Due to the proximity of the Pardies Plant to its primary source of natural gas,
major transportation centers and Acetex' primary customer base, transportation
and other logistical costs have been relatively low and stable. The Pardies
Plant is located approximately 50 miles from the Bayonne port, has a direct link
to the French national railway network and is close to major trucking routes.
The Company believes it has an adequate supply of owned and leased railcars for
transporting finished products and raw materials. The Company also maintains
shipping contracts, generally for one- or two-year terms, for substantially all
of its shipping needs in Europe and abroad.

The Pardies Plant has its own on-site storage facilities for 7,200 tonnes of
acetic acid, 4,100 tonnes of VAM and 9,300 tonnes of methanol. In addition, the
Company has long-term contracts for the storage of 6,800 tonnes of acetic acid,
4,000 tonnes of VAM and 13,600 tonnes of methanol at the Bayonne port. The
Company has additional storage on contract in other shipping ports near major
customers in Belgium, the United Kingdom, and Spain.


<Page>
                                      -15-


TARRAGONA PLANT AND ERFEI

The Tarragona Plant and Erfei are located on the same industrial site in
Tarragona, Spain, south of Barcelona. The Tarragona Plant consists of an 18,000
tonne polyvinyl alcohol production unit. The Tarragona Plant schedules twelve
day shutdowns approximately every eight months in connection with cleaning and
general maintenance of equipment.

The Company holds, through Erkol, a 45% interest in Erfei, a 13-mega watt
electrical co-generation facility. Erfei's electricity production is sold to the
local branch of Endesa Distribution, belonging to the Spanish Endesa electricity
utility group that owns a 42% interest in Erfei.

GUARDO PLANT

The Guardo Plant is located in northwest Spain and consists of a 2,400 tonne
polyvinyl alcohol production unit and a 1,000 tonne polyvinyl acetate production
unit. The Guardo Plant produces polyvinyl alcohol on a batch production basis
and, therefore, maintenance is done on an as-needed basis.

ROUSSILLON PLANT

The Roussillon Plant is located in southeast France and consists of a 31,000
tonne capacity acetic anhydride production unit and a 3,900 tonne capacity
food-grade polyvinyl acetate production unit. Due to several improvements in
2004 the polyvinyl acetate yearly production capacity increased by 200 tonnes.
The Roussillon Plant produces polyvinyl acetate on a batch production basis and,
therefore, maintenance is done on an as-needed basis. Maintenance on the acetic
anhydride production lines are mostly done during minor and partial stops on an
on going basis.

The Company does not own any real property related to its Acetyls Business other
than the Pardies, Tarragona, Guardo and Roussillon Plants. Part of the Guardo
site is leased. The Company leases office space for its principal Acetyls
Business office in Neuilly sur Seine and the offices of its marketing
subsidiaries.

OPERATING AND OTHER MATERIAL AGREEMENTS

MONSANTO PROCESS LICENSE

Acetex holds a non-exclusive license to use the Monsanto Process. The license is
fully paid for and is royalty-free. Most of its major competitors have access to
the same Monsanto Process. However, most of these competitors also have acetic
acid production utilizing other processes as well.

AGREEMENTS WITH RHODIA

In connection with the acquisition of its Acetyls Business, Acetex entered into
a series of agreements with Rhodia. The following is a summary of the principal
terms of those agreements in force during 2003.

SUPPLY AGREEMENTS

The Company currently has contracts with Rhodia to supply from 48,000 to 53,000
tonnes of acetic acid and 3,506 tonnes of acetic anhydride. The acetic acid
contract expires December, 2008 and the acetic anhydride contract expires
December 31, 2005.


<Page>
                                      -16-


AGENCY AGREEMENT

Acetex continues to use Rhodia's marketing network with respect to countries
representing minor or non-strategic markets (outside of Europe). Rhodia charges
Acetex an arm's-length commission for the services based on invoiced sales.

CISL AGREEMENT

Rhodia, CISL and Celanese entered into a toll manufacturing agreement (the "CISL
Agreement") in November, 1992, pursuant to which CISL produced VAM for Rhodia.
In December, 1994, Rhodia and CISL increased the amount of VAM to be produced
under the Agreement from 20,000 tonnes to 40,000 tonnes effective October 1,
1995. The CISL Agreement was not transferred to the Company. Rhodia and the
Company now operate under an informal arrangement whereby the Company furnishes
acetic acid to CISL for processing into VAM under Rhodia's name and Rhodia
handles certain administrative matters relating to the CISL Agreement. The
Company has indemnified Rhodia for any losses or liabilities it may incur in
connection with the Company's material breach or material failure to fulfil
Rhodia obligations under the CISL Agreement. The CISL Agreement terminates at
the end of September, 2005. Negotiations are underway between Celanese and the
Company to renegotiate a renewal of the contract.

REGULATION

Acetex' operations in France and Spain are subject to national, regional and
local laws and regulations, including laws concerning air quality, hazardous and
solid wastes, chemical management, water quality, ground pollution and the
remediation of environmental pollution relating to its properties and
operations. Environmental regulation in France and Spain is also affected by
developments in European Union ("EU") law and EU directives. The Company's
subsidiaries hold various environmental permits granted by local authorities for
operations at its Pardies, Roussillon, Tarragona and Guardo Plants, and are
required to conduct their operations in accordance with conditions specified in
these operating permits. Plant expansions are also subject to securing
environmental operating permits. All such permits are subject to revocation,
modification and renewal. The Company believes that its facilities are being
operated in compliance in all material respects with applicable environmental,
health and safety requirements.

The Company has made and will continue to make the necessary capital
expenditures needed for environmental remediation and compliance with applicable
environmental requirements. The Company believes that compliance with current
environmental requirements in France and Spain will not have a material adverse
effect on its future rate of capital expenditures, financial condition or
results of operations. However, environmental requirements have changed rapidly
in recent years and are expected to evolve rapidly in the future. The Company
may be subject to more stringent environmental requirements at various
regulatory levels that may require the Company to make substantial additional
capital expenditures to repair or upgrade facilities. It is also possible that
remedial activities, if required, could interfere with the Company's
manufacturing operations. It is difficult to predict the ultimate costs to come
into compliance with changing regulatory standards under environmental laws and
the time period during which such costs are likely to be incurred.

FRANCE

The Pardies Plant is an INSTALLATION CLASSEE under French environmental law
which requires the Company to operate the Pardies Plant pursuant to an
authorization from the DIRECTION REGIONALE DE L'INDUSTRIE, DE LA RECHERCHE ET DE
L'ENVIRONNEMENT (the "DRIRE"). Because of the additional investments and changes
in operations effectuated at the Pardies Plant, the operating permit was amended
in 1997, which required the


<Page>
                                      -17-


reduction of emission levels and the modification of certain facilities at the
Pardies Plant prior to the year 2000. Such operating permit was modified in 1998
and the time period afforded the Company to comply with the requirements of the
amended permit was subsequently extended until July 2003. The modifications
required by this new permit include: (i) installation of containment devices to
protect against spills from railroad cars and tanks; (ii) construction of
storage facilities for carbon black generated by operations; and (iii)
construction of ponds to capture run-off water used for fire suppression in the
event of a fire. With the permission of the DRIRE, the Company is currently not
obligated to construct the run-off ponds until further notice. The other
modifications have been made. In the case of railroad cars the DRIRE accepted
that the Company install new automated security measures avoiding possible
spills instead of containment devices. A portion of the total cost for
completion of the requirements imposed by the DRIRE will be borne by Rhodia.
Rhodia has agreed to be responsible for approximately E0.8 million with
respect to these costs. See "Remedial Actions and Indemnity Agreement" below.

The Company is not in a position to determine what, if any, modifications will
be made in the future to the operating permit for its Pardies Plant. Any such
modifications could require significant expenditures by the Company or
significant changes in the current operating procedures at the Pardies Plant.

In addition, upon a change of control of an INSTALLATION CLASSEE, French law
requires the seller of the INSTALLATION CLASSEE to disclose to the buyer all
material environmental risks at the site known to the seller and, in certain
circumstances, to pay for the costs of remediating any pollution caused by the
seller prior to the change of control. As discussed more fully below in
"Remedial Actions and Indemnity Agreement", in connection with the sale of the
Pardies Plant, Rhodia submitted to the DRIRE a Phase II environmental report in
order to permit the DRIRE to determine what, if any, remedial actions would be
required of Rhodia. Rhodia and the DRIRE have agreed on the scope of such
remedial actions, which have now been performed by Rhodia. The DRIRE has
inspected the Pardies Plant and has issued an order of the Prefect ("arrete
prefectoral"), confirming Rhodia's completion of the required remedial actions.

The Company has notified the DRIRE that following its acquisition of the
polyvinyl acetate, acetic anhydride and acetate isopropenyl assets from Rhodia
on June 30, 2002, it is now the operator of the Roussillon Plant, which is also
an "INSTALLATION CLASSEE." The Company received a new "ARRETE PREFECTORAL" from
the DRIRE which is currently under review.

In 2002, pursuant to French law requirements, the Company has implemented a
security management system ("systeme de gestion de la securite") in the Pardies
Plant which was inspected successfully by the DRIRE in September 2002. The
Company has proposed a biological treatment for the carbon black to the DRIRE
and received agreement to allow a test. The Company has received new orders for:
(i) reduction of volatile organic compounds; and (ii) reduction of water
consumption. The Company has started studies to determine the necessary
investments required to comply with these orders and will negotiate the
timetable of implementation.

The site of the Pardies Plant is under Seveso II classification and the Company
has been requested to produce a study of the potential impacts of major
incidents ("etudes de danger"). The studies were conducted in 2004 by third
parties and the Company is now waiting for comment from DRIRE. Under the same
order, Acetex has been requested, together with the other companies on the site,
to study how a major incident affecting one company would affect the others.

ISO 14001 certification of the Pardies Plant was obtained in November 2003.


<Page>
                                      -18-


SPAIN

Spain has adopted the bulk of the EU directives encompassing air quality
standards, emission limits, water protection standards and waste disposal rules,
and has also adopted a national administrative framework for water protection.
Any polluting discharge into water requires a permit from the local authorities
(the Confederacion Hidrografica). Spanish environmental legislation generally
prohibits the accumulation in the subsoil of toxic or dangerous substances,
although there are no precise guidelines either at the EU level or in Spanish
national legislation. Criminal and civil penalties exist for violations of
Spanish environmental law.

While national legislation applies throughout Spain, administrative oversight,
permitting procedures and enforcement used to be primarily local. However, as a
consequence of the adoption of the EU directives in Spain (IPPC : 96/61/CE),
authority was given to the Environmental Department of the Government (regional
level) to (i) make a new and more detailed review of all chemical operating
permits already issued by the municipalities and renew their approvals before
2007, and (ii) approve all new activities and expansions of existing units.

In Catalonia, where the Tarragona Plant is located, environmental regulation
used to be largely implemented at the level of the greater metropolitan area,
with local operating licenses, the primary means of enforcing environmental
legislation, issued by the municipal government. Until 2001, the Tarragona Plant
had an operating permit issued by the Tarragona municipality. As a consequence
of the adoption of the EU directives, the recent expansion of the Tarragona
Plant had to be authorized by the Catalonian Government. Erkol, the Company's
Spanish subsidiary, took advantage of this opportunity to ask for the complete
revision of the Tarragona Plant operating permit. Thus, in August 2001, Erkol
was successful in obtaining a global operating permit from the Catalonian
Government.

This permit has been amended in 2004 to allow 22,000 tonnes of production.

The ISO 14001 and EMAS (Environmental Management and Audit System)
certifications of the Tarragona Plant were renewed in 2001.

The Guardo Plant has operating permits issued by the Guardo municipality and the
Confederacion Hidrografica, the local representative of the Ministry of Public
Works and Transport, which supervises compliance with the plant's water
discharge permit. Erkol is waiting for the Castilian Government to start
reviewing the Guardo Plant operating permits. This is expected to occur in 2005
or 2006.

The ISO 14001 certification of the Guardo Plant was obtained in December 2002
and the EMAS certification was achieved in 2003.

REMEDIAL ACTIONS AND INDEMNITY AGREEMENT

In connection with the disposition of the Pardies Plant to Acetex, Rhodia
commissioned an environmental consulting firm to prepare both a Phase I
environmental report (the "Pardies Phase I Report") and a Phase II environmental
report (the "Pardies Phase II Report"). The assessment for the Pardies Phase I
Report consisted of a pre-site visit questionnaire, an initial review of
available documents, a site visit and further evaluation of relevant
information. The assessment for the Pardies Phase II Report, completed in
December, 1994, consisted of excavation of test pits, surface soil sampling,
installation and sampling of groundwater monitoring wells and collection of
surface water samples. The Pardies Phase II Report, along with other data, was
submitted to the DRIRE in order to permit the DRIRE to determine the actions
(the "Remedial Actions") required to be taken to address certain problems
relating to soil and groundwater pollution at the Pardies Plant (the "Identified
Problems").


<Page>
                                      -19-


Rhodia is solely responsible for all Remedial Actions required to be taken in
connection with the Identified Problems without regard to cost, expense or time.
Such Remedial Actions have now been performed at Rhodia's expense. In addition,
notwithstanding completion of the Remedial Actions, Rhodia remains solely
responsible for any additional remedial measures relating to the Identified
Problems that may be required by any governmental agency unless such additional
remedial measures (i) are required in connection with a change in environmental
law or environmental permits (including a change in the Pardies Plant's
operating permit) or (ii) are required as a result of pollution generated
jointly by Acetex and Rhodia.

Any remedial actions required as a result of any change in or cessation of
the activities of the Pardies Plant are to be borne solely by the Company.

The Company has identified certain potential contractual breaches relating to
the site's compliance with the operating permits regulating the Pardies site at
the time of the Acquisition from Rhodia. Rhodia Intermediaires (successor of
Rhodia) has now paid for the two claims subject to the assumption of expenses by
the Company.

In addition to the Pardies environmental reports, Rhodia and the Company
commissioned an environmental consulting firm to complete a Phase II report for
the Guardo Plant (the "Guardo Phase II Report"), which has been finalized and
submitted to the relevant environmental authorities in order to permit such
authorities to determine what actions (the "Guardo Remedial Actions") must be
taken to remedy the identified problems (the "Guardo Identified Problems"). The
authorities have established the scope of the Guardo Remedial Actions.

Rhodia is solely responsible for all Guardo Remedial Actions required to be
taken in connection with the Guardo Identified Problems, without regard to cost,
expense or time. Such Guardo Remedial Actions have now been performed by Rhodia.
In addition, notwithstanding completion of the Guardo Remedial Actions, Rhodia
remains solely responsible for any additional remedial measures relating to the
Guardo Identified Problems that may be required by any governmental agency
unless such additional remedial measures are remedial actions (i) required in
connection with a change in environmental law or environmental permits
(including a change in the Guardo Plant operating permit), or (ii) are required
as a result of pollution generated jointly by the Company and Rhodia. Any
remedial actions required as a result of a change in or cessation of the
activities at the Pardies Plant or the Guardo Plant would be borne solely by the
Company.

In connection with the acquisition of the polyvinyl acetate, acetic anhydride
and acetate isopropenyl assets ("acquired assets") located at Rhodia's
Roussillon facility in 2002, Rhodia agreed to fully indemnify the Company for
pollution in the Roussillon industrial complex unrelated to the acquired assets.
Rhodia also agreed to indemnify the Company pursuant to a declining scale and
subject to a deductible and an aggregate limit of E2.25 million with respect
to soil and groundwater contamination related to the acquired assets. The
environmental consulting firm URS prepared a baseline study to determine the
nature and level of pollution at the Roussillon site. Although URS detected low
concentrations of certain pollutants (acetic acid and acetone) in the soils that
are related to the acquired assets, it is not expected that any remedial action
will be required. URS also detected certain pollutants in the soil and
groundwater that are not, based on the information provided by Rhodia, generated
by the acquired assets, and as to which Acetex is fully indemnified by Rhodia.
A guaranty has been given in favor of Rhodia to secure indemnification for
environmental obligations. Such guaranty covers any loss which might be
suffered by Rhodia by reason of a claim from a third party, an action by
public authorities or remediation required or negociated with public
authorities and resulting from (i) pollution beyond the agreed level existing
at closing up to the surplus, (ii) pollution for which the relevant Company
affiliate is responsible under the agreed declining scale or (iii) a breach
of certain environmental covenants (including the obligation not to carry out
drilling works in the soil without Rhodia's prior approval). Accordingly,
the Company does


<Page>
                                      -20-


not believe that it has any material financial obligations with respect to
environmental contamination at the Roussillon complex.

AT PLASTICS BUSINESS

GENERAL

AT Plastics develops and manufactures specialty plastic resins ("Specialty
Polymers") and film products ("Films") for a number of niche end markets in
North America and around the world. Through unique process engineering, AT
Plastics has developed proprietary and patented processes designed to meet
evolving customer requirements for high quality, specialized products and
services. Operating from a manufacturing facility in Edmonton, Alberta, AT
Plastics produces specialty plastic resins and compounds for applications such
as thermal laminating, hot-melt adhesives, automotive products, packaging and
medical products, as well as film products for agricultural and horticultural
markets. AT Plastics sells its products to over 300 primary customers in the
United States, Canada and the rest of the world. In 2004, 73 % of AT Plastics'
sales were to US customers, 15 % to Canadian customers and 12 % to customers
outside Canada and the US.

INDUSTRY OVERVIEW

The plastics industry is a multi-billion dollar industry consisting of commodity
and specialty resin producers, compounders, fabricators, additive suppliers and
machinery and equipment manufacturers. Large volume commodity resins include
polyethylene, polypropylene, polyvinyl chloride and polystyrene. Specialty and
engineering resins include polyamides (nylon), thermoplastic elastomers,
polycarbonates and ethylene copolymers such as EVA, ethylene ethyl acrylate
("EEA"), ethylmethyl acrylate ("EMA") and ionomers.

Polyethylene is the most widely used thermoplastic in the world and is one of
the principal plastics used in the manufacture of hundreds of consumer and
industrial products. In general, polyethylene offers a number of properties
suitable for many different end uses. There are three main types of
polyethylene: low density polyethylene ("LDPE"), linear low-density polyethylene
("LLDPE"), and high density polyethylene ("HDPE").

AT Plastics participates only in the LDPE segment of the polyethylene market
with a focus on specialty LDPE homopolymers and medium/high EVA copolymers
(those with greater than 5% vinyl acetate monomer content). This differentiated
segment of the LDPE market is estimated to be approximately 20% of the total
LDPE market.

AT Plastics' specialty polymers are used to produce thermal laminating products,
hot-melt adhesives, foam, automotive components, pipe, medical tubing and food,
industrial, pharmaceutical and other consumer packaging. Being highly
specialized and marketed in relatively small quantities, resins for many of
these markets tend to be of limited interest to larger producers. These markets
also require a high level of product development capability and an intense level
of sales and technical service interaction with the customer.

AT Plastics films are used in the agricultural market (silage bages, silage
sheeting and lastic tubes), horticultural market (greenhouse and overwintering
films) and industrial market (construction waterliner and closure films). Films
benefits from cost and knowledge sharing with the Specialty Polymer business. AT
Plastics films are produced using externally sourced resins as well as captively
produced specialty polymer resins, both of which enhance the films'
characteristics. Films participates in two specialty


<Page>
                                      -21-


markets (Silage and Greenhouse & Nursery) and complements the seasonal nature of
these markets with discretionary commodity sales to the industrial market and
sales to markets in the southern hemisphere.

The most significant change in AT Plastics' competitive environment in Films has
been the active participation of off-shore manufacturers, primarily from Europe
and South America. The market strategy of European and South American producers
in the North American films market has been to offer large amounts of
low-quality, inexpensive commodity products. AT Plastics' has maintained its
market share by offering high-quality specialty products and by emphasizing
customer service and product availability.

COMPETITION

AT Plastics is the only producer of EVA copolymers in Canada. There are three
major competing manufacturers of medium and high EVA copolymers located in the
United States: DuPont, Lyondell and ExxonMobil. In addition, Dow Chemical
manufactures EVA primarily for captive use. Most of AT Plastics' competitors
have generally emphasized high volume and low cost commodity polyethylene
production. Conversely, AT Plastics has targeted markets for homopolymers and
copolymers that require significant proprietary technology, shorter production
runs and customer service.

The principal competitors in the high margin segment of the North American
horticultural and specialty agricultural film market include Miller-St.Nazianz
(formerly Ag-Bag International), Tyco, Klerks Plastic Products (the Netherlands
and Belgium) and Up North Plastics. Technology and rigorous quality control
represent significant barriers to entry into these markets, as products must
withstand a full range of climatic conditions in order to protect high value
crops and animal feed. AT Plastics is one of many suppliers in the construction
and commodity films market in Canada and the USA.

PRODUCTS

The following table sets forth certain sales volume information relating to AT
Plastics products:

<Table>
<Caption>
----------------------------------------------------------------------------------------------------------------------
                                                                   YEARS ENDED DECEMBER 31,
----------------------------------------------------------------------------------------------------------------------
                                             2000             2001            2002            2003           2004
----------------------------------------------------------------------------------------------------------------------
                                                                     (thousands of tonnes)
----------------------------------------------------------------------------------------------------------------------
<S>                                          <C>             <C>              <C>            <C>            <C>
Specialty Polymers                           133.2           126.1            131.6          132.2          145.1
----------------------------------------------------------------------------------------------------------------------
Films                                         12.0            11.9             12.9           12.7           16.3
----------------------------------------------------------------------------------------------------------------------
</Table>


SPECIALTY POLYMERS

BUSINESS OVERVIEW

Specialty Polymers manufactures EVA copolymers, specialty low-density compounds
and homopolymers in a wide range of grades, each of which offers unique
performance characteristics. AT Plastics' flexible reactor configuration allows
economic production runs tailored to the needs of its customers. This ability to
offer multiple product grades with varying VAM content, molecular weight and
other properties has been a key component of AT Plastics' specialty copolymers
strategy. The Specialty Polymers business strategy is to focus its product mix
on EVA copolymers, specialty compounds and other specialty homopolymers. The
specialization strategy employed by AT Plastics allows it to reduce its exposure
to the cyclical nature of the commodity polyethylene industry.

Specialty Polymers has a nameplate capacity of 150,000 tonnes, which may vary
depending on the mix of products produced over any given period. Production in
2004 was 137,851 tonnes, or 91.9% of nameplate capacity, and was influenced by
planned maintenance shutdowns (including the replacement of the 5R


<Page>
                                      -22-


reactor vessel in the fourth quarter), product mix and the proportion of
capacity utilized for new product developments.

PRODUCTS OVERVIEW

AT Plastics holds a leading market position in the hot melt adhesives, medical,
coating and laminating, and automotive end-use markets. In addition, AT Plastics
participates in the flexible packaging market, as well as other markets, to
maximize the capacity utilization of its plants as well as to capitalize on
favourable pricing opportunities.

The following represent some of the end-use markets for AT Plastics specialty
EVA and homopolymer resins:

HOT MELT ADHESIVES - AT Plastics sells medium to high EVA copolymers used in
adhesives for the consumer packaging, bookbinding, automotive, construction and
furniture industries. Environmental regulations are driving customers away from
traditional solvent-based adhesives, which may have adverse effects on air
quality, to the newer hot-melt technology which uses AT Plastics' products. The
North American market for EVA based hot melt adhesives is characterized by a
small number of technically sophisticated suppliers offering similar product
ranges and customized services.

MEDICAL - AT Plastics supplies EVA copolymers used for medical products, such as
medical hoses, tubing and intravenous bags, in which EVAs are replacing
polyvinyl chlorides for some film applications. EVA copolymers and specialty
LDPE are also used in pharmaceutical packaging, which includes single dose
aqueous drugs for inhalation therapy, medical ointment packaging and tablet
containers. The high quality standards of this customer group create a strong
barrier to entry for competitors, as approvals for new resin suppliers take up
to two years. Resins for medical and pharmaceutical applications are often
highly specialized and sold in small quantities that are generally of limited
interest to larger producers. However, such resins can generate healthy profits
for niche end market producers such as AT Plastics.

THERMAL LAMINATING AND EXTRUSION COATING & LAMINATING - AT Plastics sells
homopolymer LDPE to the extrusion coating market and EVA copolymers to the
thermal laminating market. End uses include snack food packaging, sugar paper
and industrial coated products. Thermal lamination films, used for print
finishing and document preservation, are replacing solvent and water-based
coatings because of environmental concerns and lower costs. This market has a
small number of technically sophisticated customers and suppliers.

AUTOMOTIVE - AT Plastics has developed certain EVA copolymer grades for blending
with other materials to provide lightweight, easily molded, foamable and
temperature resistant materials with good sound dampening properties. EVA's and
high melt LDPE's are generally used in the automotive industry for carpet
backing and sound dampening sheet and body sealants. AT Plastics' flexible
production techniques allow it to compete in this highly specialized, rapidly
changing market, in which customers demand high-quality products at reasonable
cost.

FLEXIBLE PACKAGING - AT Plastics sells EVA copolymers, homopolymers and
compounds to the North American packaging market. AT Plastics focuses on niche,
higher margin applications such as food and medical packaging, printed labels,
batch inclusion film, and seal layer co-extrusions. The North American flexible
packaging film market for LDPE and EVA resins is approximately 2.2 million
tonnes per year. AT Plastics' share of this market is small as AT Plastics has
redirected its manufacturing capacity to meet the stringent specifications of
the more demanding applications in flexible packaging.


<Page>
                                      -23-


OTHER - In addition to the product groups above, AT Plastics sells to other
customers that use its specialty copolymers and compounds for a variety of
industrial and manufacturing end use applications, including plastic compounds,
wax blends, foam and injection molded and blow molded products.

FILMS

BUSINESS OVERVIEW

Films primarily manufactures single and multi-layer specialty films, from
internally produced and externally purchased polyethylene commodity resins and
specialty polymers. These include greenhouse film for the horticultural market
and silage film for the specialty agricultural market AT also sells commodity
agricultural film and films for vapour barriers for the construction market.. AT
Plastics holds leading market positions in both the "Greenhouse and Nursery" and
"Silage and Grain" storage markets.

Films has a nameplate capacity of 18,100 tonnes, which may vary depending on the
mix of products produced over any given period. Fiscal 2004 production was
15,023 tonnes or 83.0% of nameplate capacity. The production of master rolls and
subsequent downstream rewinding to the roll length required by the customer has
the potential to increase the effective output of the business.

PRODUCTS OVERVIEW

GREENHOUSE AND NURSERY - AT Plastics manufactures greenhouse and nursery films,
which have become a cost-effective alternative to glass for greenhouses. AT
Plastics now offers the most complete line of horticultural films worldwide,
with product lines that include ultraviolet-stabilized, energy-efficient thermal
and anti-condensate film. These films, in addition to being cost effective,
provide improved energy efficiency, light distribution and anti-condensate
control features.

SILAGE AND GRAIN STORAGE - AT Plastics produces silage films and large silage
bags for use in on-farm production and storage of silage. Large bags (up to 500
feet long and up to 14 feet in diameter) are replacing concrete silos and open
pit bunkers for the storage and production of silage for animal feed. Concrete
silos are expensive to build and silage bags offer lower capital costs. In
addition, silage bags can be filled in the field and stored in the field until
needed, which eliminates the cost and effort of transporting feed to and from a
fixed concrete silo. University studies also indicate that silage produced in
bags maintains more nutrients. AT Plastics supplies silage sheeting for large
bunkers up to 60 feet in width and up to 1,000 feet in length.

INDUSTRIAL - Industrial films consist primarily of lower margin products such as
vapor barriers used in residential construction and in miscellaneous
applications, such as concrete foundation construction. AT Plastics competes in
the industrial films business primarily in order to utilize excess capacity
during seasonal production lows.

RESEARCH AND DEVELOPMENT

AT Plastics maintains its market position in specialty and value-added niche end
markets through ongoing research and development aimed at advancing its own
technology and providing expert technical service to customers using AT Plastics
products. This technical capability is an integral part of AT Plastics'
marketing strategy. AT Plastics' research and development group establishes
relationships with customers through on-going development and support. In Films,
programs of applied research have led to advances in mono- and co-extruded
films, long-life greenhouse coverings and thinner film with equivalent strength.
AT Plastics relies upon and benefits from laws governing trade secrets and
proprietary technology to establish and maintain its proprietary rights and is
the holder of several patents


<Page>
                                      -24-


and trademarks relating to its products and technical processes. AT Plastics
also benefits from its knowledge and experience in process engineering and
formulations required in the manufacture of its specialty products. These
factors represent significant barriers to entry into the markets AT Plastics
serves.

RAW MATERIALS

AT Plastics' operating cost structure is primarily dependent on the costs of its
raw materials, particularly ethylene, vinyl acetate and commodity resins, which
are generally driven by changes in the price of natural gas. Costs for VAM,
which are driven by market cycles and fluctuate with the cost of ethylene and
supply demand, have been historically volatile and account for approximately 13%
of AT Plastics' total production costs.

Ethylene is the major raw material for Specialty Polymers, representing
approximately 54% of its cost of sales. In 1999, AT Plastics began purchasing
ethylene directly under a long term contract with Novacor Chemicals Ltd. (now
NOVA Chemicals Corp.) that has ensured a long-term supply of ethylene for AT
Plastics. This new "cost of manufacture-related" contract is expected to
continue to provide a favourable ethylene cost, as compared to the contract
price of ethylene on the US Gulf Coast. A provision has been made for
incremental ethylene supply to support increased volume for potential increased
production in the future. Under this long-term contract, with the price based on
several benchmark parameters, including the cost of natural gas and the price of
US Gulf Coast ethylene, AT Plastics has enjoyed a cost advantage for its
ethylene due to the "Alberta Advantage". The "Alberta Advantage" refers to the
historically lower price of natural gas in Alberta, compared to the United
States, due to differing supply and demand factors, extraction and gathering
efficiencies and distribution costs.

Natural gas prices over the last ten years were relatively stable with small
incremental adjustments for market and seasonal conditions. Very unusual
circumstances in the fourth quarter of 2000 and in early 2001 caused an almost
quadrupling of historical gas prices which resulted in a doubling of ethylene
purchase costs for AT Plastics compared to 2000. Natural gas prices then
declined slowly through 2002, but spiked upward again through the first six
months of 2003. Since that time gas prices have remained high by historical
standards, although not as volatile. Because of the volatility of natural gas
pricing it is not always possible for AT Plastics to adjust selling prices up or
down as quickly as the changes in natural gas prices.

PRODUCTION PROCESS

SPECIALTY POLYMERS

The AT Plastics Polymers facility in Edmonton, Alberta is in continuous
operation 365 days per year. The facility's five separate reactors are tailored
for the smaller, specialized runs required by higher EVA applications.

Ethylene is an important raw material used in the production of plastic resins,
fibers, solvents, paints and adhesives. Ethylene is polymerized to produce
low-density polyethylene in a multi-step reaction that transforms a monomer
feedstock into a polymer product with a range of chain lengths in either
autoclave or tubular reactors. VAM is introduced during the polymerization
process to create copolymers. These copolymers can contain up to 40% VAM.
Autoclave processing is employed by AT Plastics and is well-suited to smaller
production runs of specialty grade homopolymers and copolymers, particularly
those with high VAM content.


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                                      -25-


The newest reactor in the Edmonton facility offers a unique extruder and screen
pack for films grade products, specialized filtration technology for production
of clear EVA products and a degassing process to ensure high product purity. The
recent addition of improved mixing technology allows AT Plastics to participate
in the opportunistic commodity business when favorable market conditions arise.

FILMS

AT Plastics uses the blown film process to fabricate its film products. The
blown film process is used to produce a wide variety of products, ranging from
simple monolayer films for vapour barriers to very complex multi-layer
structures used in silage and greenhouse films. The process begins when virgin
resin material, which can be used in combination with recycled material and can
be either a single component or a blend of two or more polymers, is fed into an
extruder. Various additives such as slip, antiblock, or pigments can also be
added. The extruder melts the polymer and creates the necessary high level of
pressure to push the molten polymer through a die which forms a bubble of molten
polymer. After stretching and cooling, the polymer material is stabilized and
collapsed in a frame below the nip rolls. Any of several auxiliary processes,
such as treating, slitting, sealing or printing can be performed on the polymer
material. Once finished, film can be made into rolls using a winder for
subsequent processing, or fed to a bag and tubing machine and folded.

SALES AND MARKETING

AT Plastics' marketing strategy is to maintain its strong customer base and
expand its share of the growing market for its Specialty Polymer and Film
products. Marketing offices are located in Canada and the United States.

AT Plastics maintains multiple routes to market to service its customer base.
Products are primarily sold and distributed through sales representatives
employed by AT Plastics, which targets sales to specific customers. Certain
products, such as AT Plastics' greenhouse, horticultural and silage films, are
marketed using a network of specialized distributors. In instances where
technical expertise is less important to the product user, AT Plastics uses
general distribution channels to sell its products.

A portion of AT Plastics sales are made pursuant to long-term sales contracts.
For 2004, four customers accounted for approximately 22% of AT Plastics' total
revenues. AT Plastics enjoys long-standing relationships with these and other
customers.

EMPLOYEES

As of December 31, 2004, AT Plastics had a total of 371 full-time employees,
with 272 in operations functions in Edmonton, 30 in sales and marketing
throughout North America and the balance in service and corporate functions
primarily in Edmonton and Brampton, Ontario.

There are two separate certifications filed with the Alberta Labour Relations
Board within the CEP Local 777 composite. They are at its Edmonton and Westlock
locations. The Company has never experienced any form of work interruptions
either in the form of a legal strike, slowdown, work refusal, "sit-down" or
"wild cat" work stoppage in over forty (40) years and the Company is recognized
as having a positive and progressive relationship with its bargain unit
employees and union representatives. In 2004 negotiations were concluded
resulting in the renewal of its two collective agreements. The Edmonton
agreement remains in full force to January 29, 2007, while the Westlock
agreement expires on August 3, 2007.


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                                      -26-


MANUFACTURING FACILITIES

AT Plastics' production facilities are located in Edmonton, Alberta. The site is
located on approximately 100 acres owned by AT Plastics and has been in
operation since 1953. There are five copolymer reactors and four blown films
lines at the Edmonton facility in addition to warehouse, office and rail
facilities. The main feedstock, ethylene, is delivered via pipeline to the site.
VAM, the second major consumable, is delivered by truck. Outgoing product is
shipped by rail, hopper truck and other common carriers in accordance with
customer's requirements. AT Plastics also operates a folding facility in
Westlock, Alberta. This facility folds silage bags for Films.

Initial start-up of production at the 5R copolymer reactor at Edmonton took
place in November 1998, and the facility achieved commercial production during
the first quarter of 1999. By the second half of 2000, the new reactor had been
successfully fine-tuned and all reactors in the facility achieved monthly
performance records. During 2002, AT Plastics made technical improvements to the
5R reactor, permitting more flexible production planning.

Since 1990, Specialty Polymers has held an ISO 9002 certification which is an
independent verification of the standards met by its manufacturing methods and
quality control systems and procedures. In 1997, Specialty Polymers obtained ISO
9001 certification and in 2003, both Films and Specialty Polymers received
ISO9001:2000 certification. This certification facilitates the acceptance by
potential customers of AT Plastics as a new supplier.

ENVIRONMENTAL MATTERS

In the period from February 1999 to May 1999, coincident with early operations
of the 5R reactor at the Edmonton copolymer facility, the plant experienced an
increase in the frequency of decompositions. A decomposition is a safety
mechanism which permits the release of built-up pressure into the atmosphere
through safety valves. Decompositions are not unusual occurrences for a high
pressure facility such as the Edmonton facility. AT Plastics received an
Environmental Protection Order which required AT Plastics to investigate and
make adjustments to the plant to reduce the frequency of the decompositions. The
facility underwent extensive containment studies and experienced no
decompositions in the second half of 2000 or through 2001 and the Environmental
Protection Order has been lifted. Although progress has been made in decreasing
such occurrences the process is subject to upsets and 2004 saw an increase in
upsets due to new product development and continued efforts to maximize reactor
performance. Capital expenditures with respect to environmental protection are
expected to average approximately C$1 million to C$2 million per year over the
next five years. These expenditures primarily relate to the control of storm
water discharges and ethylene and vinyl acetate air emissions. Although AT
Plastics is not currently required to control such air emissions, AT Plastics
anticipates that it is reasonably likely to be required to reduce such emissions
in the future.

AT Plastics does not believe that it has any other significant environmental
issues.

RISK FACTORS

DEMAND FOR SOME OF OUR PRODUCTS IS CYCLICAL AND WE MAY EXPERIENCE PROLONGED
DEPRESSED MARKET CONDITIONS FOR OUR PRODUCTS.

Historically, the prices of Acetyls have been cyclical and sensitive to
worldwide supply relative to demand, the level of general business activity and
the availability and the price of methanol and natural gas, the principal
feedstocks. In the past, the Company's products have experienced alternating
periods of market tightness, resulting in higher prices, and periods of
oversupply, resulting in lower prices.


<Page>
                                      -27-


THE INDUSTRIES IN WHICH WE COMPETE ARE HIGHLY COMPETITIVE AND WE MAY NOT BE ABLE
TO COMPETE EFFECTIVELY WITH OUR COMPETITORS THAT ARE LARGER AND HAVE GREATER
RESOURCES.

The chemical businesses in which we operate are highly competitive. Competition
is based on a number of factors, including reliability of supply, process
technology and price. Many of our competitors are large chemical companies that
have significantly greater financial and technological resources than Acetex and
have access to captive raw materials sources. These competitors may be able to
respond more quickly than Acetex to new or emerging technologies or changes in
customer requirements. In Europe, import tariffs for acetic acid, VAM and acetic
anhydride have reached 5.5% in 2004, the limit that was to be reached by 2005.
This reduction in import duties will reduce any hypothetical advantage of
European producers over their American counterparts selling to customers in
Europe. In addition, recent technological developments may increase the level of
competition in the acetyl and polyethylene industries by enabling our
competitors to increase the operating capacity of their existing plants or
reducing their cost of production and by enabling new producers to enter the
market. Increased competition could adversely affect the Company's results of
operations and financial condition.

OUR BUSINESSES OPERATE IN FRANCE, SPAIN, UNITED STATES AND CANADA ONLY AND MAY
BE ADVERSELY AFFECTED BY CURRENCY EXCHANGE RATE FLUCTUATIONS, TRADE BARRIERS,
EXCHANGE CONTROLS, NATIONAL AND REGIONAL LABOUR STRIKES, RISKS OF INCREASED
DUTIES AND TAXES, AND CHANGES IN FOREIGN LAWS, POLICIES GOVERNING OPERATIONS OF
FOREIGN BASED COMPANIES.

The Company is a holding company incorporated in Alberta, Canada, with
subsidiaries that operate production facilities in Canada, France and Spain.
International operations are subject to a number of special risks, including
currency exchange rate fluctuations, trade barriers, exchange controls, national
and regional labor strikes, political risks and risks of increases in duties,
taxes and governmental royalties, as well as changes in laws and policies
governing operations of foreign-based companies. In addition, earnings of
foreign subsidiaries and intercompany payments are subject to foreign income tax
rules that reduce cash flow available to meet required debt service and other
obligations of Acetex.

Moreover, because Acetex derives a substantial portion of its revenues from
production and sales by subsidiaries outside of Canada, the payment of dividends
or the making of other cash payments or advances by these subsidiaries to Acetex
may be subject to restrictions or exchange controls on the transfer of funds in
or out of the respective countries or result in the imposition of taxes on such
payments or advances. Acetex has organized its holding company and group
structure and its operations in part based on certain assumptions about various
tax (including, among others, income tax and withholding tax) laws, foreign
currency exchange and capital repatriation laws and other relevant laws of a
variety of jurisdictions. While Acetex believes that such assumptions are
correct, there can be no assurance that foreign taxing or other authorities will
reach the same conclusion. If such assumptions are incorrect, or if such foreign
jurisdictions were to change or modify such laws or the current interpretation
thereof, Acetex may suffer adverse tax and financial consequences that could
substantially reduce the funds that can be transferred to the Canadian parent
company.

OUR BUSINESS MAY BE ADVERSELY AFFECTED BY FLUCTUATIONS IN CURRENCY EXCHANGE
RATES AS THE REVENUES RECEIVED WILL BE AFFECTED BY EXCHANGE RATES AS BETWEEN THE
UNITED STATES DOLLAR AND THE EURO AND AS BETWEEN THE UNITED STATES DOLLAR AND
THE CANADIAN DOLLAR.

Fluctuations in the exchange rate between the United States dollar and the Euro
and between U.S. and Canadian dollars can have an effect on the Company's
revenues, cash flows and earnings. The products manufactured by Acetex and the
principal raw materials that are used in the course of production are globally
traded products, the prices of which are linked to the prices charged for such
products by United States producers. Accordingly, fluctuations in the value of
the U.S. dollar affect the prices charged by


<Page>
                                      -28-


Acetex for its products and the prices it pays for its principal feedstocks. In
addition, because a significant portion of Acetex's sales, cost of goods sold
and other expenses are denominated in Euros and Canadian dollars, Acetex has a
translation exposure to fluctuations in the Euro and the Canadian dollar against
the U.S. dollar. These currency fluctuations could have a material impact on
Acetex as increases in the value of the Euro or the Canadian dollar relative to
the U.S. dollar have the effect of increasing the U.S. dollar equivalent of cost
of goods sold and other expenses with respect to the Company's production
facilities.

OUR BUSINESS IS DEPENDENT UPON MANUFACTURING FACILITIES AT OUR PARDIES AND
EDMONTON PLANTS.

The Company's manufacturing facilities contain sophisticated manufacturing
equipment. In the event of a major disruption in the operations of any of its
plants, such plants may not be able to recommence operations for an extended
period of time. While Acetex maintains property damage and business interruption
insurance, there is no assurance that the losses incurred due to such a
disruption will not exceed the insurance.

As of December 30, 2004, 99% of Acetex's acetic acid and approximately 78% of
its VAM was produced at the Pardies Plant, which accounted for approximately 69%
of Acetex sales for the period. Significant unscheduled downtime at the Pardies
Plant due to equipment breakdowns, interruptions in the supply of methanol or
natural gas, work stoppages due to labor problems, power failures, natural
disasters, the need to comply with directives of government agencies or any
other cause, including the normal hazards associated with the use of methanol
and natural gas and the production of acetic acid and VAM, could materially
adversely affect Acetex's results of operations and financial condition. For
example, in 1996, the Pardies Plant was shut down for three weeks due to an
equipment breakdown. At the end of 1999, the plant was closed down for six days
as a result of a strike-lockout triggered by French labor law changes reducing
the number of employee working hours and in 2003 the plant was closed down for
21 days because of an incident in the intermediate syngas storage tank. Acetex's
operations at Pardies are also subject to various hazards incident to the
production of chemicals, including the use, handling, processing, storage and
transportation of certain hazardous materials. These hazards, which include the
risk of explosions, fires and chemical spills or releases, can cause personal
injury and loss of life, severe damage to and destruction of property and
equipment, environmental damage, suspension of operations and potentially
subject Acetex to lawsuits relating to personal injury and property damages.
Although Acetex maintains insurance, including business interruption insurance,
that it considers to be adequate under the circumstances, there can be no
assurance that Acetex will not incur losses beyond the limits or outside the
coverage of its insurance.

In 1999, AT Plastics completed an expansion of its Edmonton copolymer facility.
Initial start-up of production at the new copolymer reactor at Edmonton took
place in November 1998 and the facility achieved commercial production during
the first quarter of 1999. However, production and startup difficulties delayed
achieving satisfactory operations until the end of the third quarter of 1999.
During its first year of operation, the new reactor at the Edmonton copolymer
facility experienced a number of brief outages. Early in 2000, the facility
experienced performance issues with its new 5R reactor. However, in the second
half of the year monthly performance records on all reactors in the Edmonton
facility were achieved as AT Plastics fine-tuned the new equipment. During 2002,
AT Plastics made technical improvements to the 5R reactor which permitted more
flexible production planning and a facility more responsive to changing market
demands. Renewed difficulties with the 5R reactor, however, or other
difficulties relating to our Edmonton copolymer facility may potentially subject
AT Plastics to decreased productivity and lawsuits.


<Page>
                                      -29-


OUR BUSINESS IS DEPENDENT UPON RELATIONSHIPS WITH KEY CUSTOMERS AND KEY
SUPPLIERS.

Acetex's largest customers account for a significant percentage of its revenues.
For 2004, Rhodia, Arkema and ICI accounted for 28% of the Company's total sales.
Although Acetex believes its relationships with its largest customers are good,
the loss of a material amount of sales to any of these customers could
materially adversely affect Acetex. In addition, consolidation of Acetex's
customers could materially adversely affect Acetex's results of operations and
financial condition. Acetex relies on one company to supply its natural gas
requirements and upon one company to supply a substantial portion of its
methanol requirements. Although Acetex enjoys long-term contracts with both of
these companies, the failure of either of the suppliers to perform as obligated
by their respective contracts could have material adverse effects on Acetex.

Similarly, during the year ended December 31, 2004, approximately 22% of AT
Plastics' total sales were derived from four customers. The loss of any of these
customers could have a material adverse effect on AT Plastics. AT Plastics has
entered into supply agreements with certain of its suppliers. In particular, AT
Plastics has entered into a long-term supply agreement with NOVA Chemicals Corp.
The loss of a major supplier could, in the short term, adversely affect AT
Plastics' business until alternative supply arrangements are secured. In
addition, there is no assurance that an alternate supply can be arranged on
terms favorable to AT Plastics.

OUR BUSINESS IS DEPENDENT UPON MAINTAINING GOOD LABOR RELATIONS WITH THE WORKERS
AT OUR PLANTS IN EUROPE AND ALBERTA

All Acetex's employees in France and Spain are covered by chemical workers'
collective bargaining agreements. Acetex's employees in France are represented
by three French labor unions, the CONFEDERATION GENERALE DU TRAVAIL, the
CONFEDERATION FRANCAISE DEMOCRATIQUE DU TRAVAIL and the CONFEDERATION GENERALE
DES CADRES, Acetex's employees in Spain are represented by two Spanish labor
unions, the COMISIONES OBRERAS and UNION GENERAL DE TRABAJADORES. Any labor
problems such as prolonged work stoppages due to labor strikes at any one of our
principal manufacturing facilities may have an adverse effect on Acetex's
results of operations and financial condition. In addition, Acetex can also be
indirectly affected by labor problems at other sites for example, significant
work disruption at any major transportation centers or at any major raw material
supplier's facilities may adversely affect Acetex. AT Plastics employees are
represented by the Edmonton and Westlock local branches of the Communication,
Energy & Paperworkers Union. AT Plastics has not experienced strikes, slow downs
or work stoppages in the last 40 years and AT Plastics believes that its
relationship with its employees is satisfactory. AT Plastics' current labor
agreements expire in January and August 2007. There can be no assurance that
Acetex will not experience significant labour problems in the future.

OUR BUSINESS MAY BE ADVERSELY AFFECTED BY THE SUPPLY AND PRICE VOLATILITY OF
METHANOL, NATURAL GAS AND ETHYLENE.

Acetex's profitability depends largely on the price and continuity of supply of
methanol and natural gas. Acetex obtains a significant portion of its methanol
requirements under a long-term fixed price supply contract with Saturn Methanol
Trinidad LLC ("Saturn") extending until 2010. Acetex obtains substantially all
of its natural gas requirements pursuant to a contract with TEGAZ (formerly Gaz
du Sud Ouest ("GSO")), which expires on June 30, 2005. If Acetex's suppliers of
methanol and natural gas were unable to meet their obligations under present
supply arrangements or if a natural gas contract with TEGAZ were not available
to Acetex, Acetex could be required to incur increased costs for its raw
materials which could make it uneconomic for Acetex to continue to run the
Pardies Facility. Under the Saturn agreement, Acetex has agreed to purchase an
amount of methanol, which currently represents approximately 40% of its annual
requirements, from Saturn at a fixed price for the duration of the


<Page>
                                      -30-


contract. Acetex purchases the remainder of its methanol from other suppliers at
prices based on a blend of published European quarterly contract prices and spot
prices. The price of methanol historically has been cyclical and can be highly
volatile. In addition, the price we may be obligated to pay under the Saturn
contract from time to time may be higher than the then current market price.
Acetex believes that the outlook for world methanol prices is for decreases as
new production comes on-line and U.S. natural gas prices decline from record
high levels. Because methanol and natural gas account for a substantial
percentage of Acetex's total production costs, Acetex's ability to pass on
increases in such costs will have a significant impact on Acetex's
profitability. The ability to pass on increases in methanol and natural gas
costs is, to a large extent, dependent on market conditions. Because of the
large volume of purchases of methanol and natural gas, any increase in price of
or any shortage in the availability of either feedstock or a shortage in the
availability of methanol would adversely affect Acetex's results of operations
and financial condition.

Amounts paid for raw materials, particularly ethylene (which is linked in part
to natural gas prices) represent the largest components of AT Plastics' variable
costs. The cost of these materials is subject to market fluctuations caused by
factors beyond the Company's control. Significant increases in raw material or
other variable costs, to the extent that Acetex is not able to pass these along
to customers in the prices for its products, could materially and adversely
affect the AT Plastics business, results of operation and financial condition.
In 1999, AT Plastics entered into a 15-year ethylene supply agreement for
approximately 123,000 tonnes per year under a partial "take or pay" arrangement.
In the event the Company's ethylene requirements decrease, it will be forced to
purchase ethylene in excess of its needs or pay a penalty.

Factors which have caused volatility in raw materials prices in the past and
which may do so in the future include: shortages of raw materials due to
increasing demand (due to growing uses or new uses); capacity constraints (due
to construction delays, strike action or involuntary shutdowns); the general
level of business and economic activity; and the direct or indirect effects of
governmental regulation, political factors, war or other outbreak of
hostilities. While we attempt to match raw material price increases with
corresponding product price increases, we are not able to immediately raise
product prices and, ultimately, our ability to pass on increases in the cost of
raw materials to our customers is greatly dependent upon market conditions.

OUR BUSINESS MAY BE ADVERSELY AFFECTED BY FUTURE ACQUISITIONS.

One of the key elements in Acetex's strategy is to pursue selective expansion
opportunities, including the acquisition of chemical businesses which could be
expected to enhance Acetex's operations and profitability. There is considerable
competition within Acetex's industry for suitable acquisition targets. There can
be no assurance that suitable acquisition candidates will be identified or
Acetex will be able to finance or complete transactions that it selected. In
addition, there can be no assurance that any such acquisitions will be
profitable or be successfully integrated into Acetex operations, that such
integration will not divert management resources or that such acquisition and
integration will not have an adverse effect on Acetex results of operations or
financial condition.

OUR BUSINESS IS DEPENDENT UPON KEY PERSONNEL AND MAY BE ADVERSELY AFFECTED BY
THE LOSS OF SUCH KEY PERSONNEL.

Acetex believes that its ability to implement its strategy of pursuing selective
expansion opportunities is dependent on the services of Messrs. Wade and
Vidalin, the Chairman and Chief Executive Officer and the President and Chief
Operating Officer, respectively, of Acetex. In addition, Acetex operations
depend, in part, upon the continued services of certain key employees. The loss
of Messrs. Wade or Vidalin or such key employees could adversely affect our
results of operations and financial condition.


<Page>
                                      -31-


WE ARE SUBJECT TO MANY ENVIRONMENTAL REGULATIONS AND THIS MAY RESULT IN
UNANTICIPATED COSTS OR LIABILITIES.

Acetex's operations are subject to a wide variety of environmental laws and
regulations, including French, Spanish and Canadian laws concerning air quality,
hazardous and solid wastes, chemical management, water quality and the
remediation of environmental pollution. Acetex's subsidiaries hold various
environmental permits for operations at its Pardies, Tarragona, Guardo and
Roussillon Plants and Edmonton, and are required to conduct their operations in
accordance with conditions specified in these operating permits. Plant
expansions are also subject to securing environmental operating permits. All
such permits are subject to revocation, modification and renewal. Environmental,
health and safety requirements provide for substantial fines and criminal
sanctions for violations. However, the operation of any chemical manufacturing
plant entails risk or adverse environmental effects and there can be no
assurance that material costs or liabilities will not be incurred to rectify any
such damage.

The Company has made and will continue to make the necessary capital
expenditures for environmental remediation and compliance with applicable
environmental requirements. Acetex believes that compliance with current
environmental requirements will not have a material adverse effect on its future
rate of capital expenditures, financial condition or results of operations.
However, environmental requirements have changed rapidly in recent years and are
expected to evolve rapidly in the future. It is also possible that remedial
activities, if required, could interfere with manufacturing operations. We
cannot predict with certainty the ultimate costs to come into compliance with
changing regulatory standards under environmental laws and the time period
during which such costs are likely to be incurred. To meet changing licensing
and regulatory standards, Acetex may be required to make additional significant
site or operational modifications, potentially involving substantial
expenditures to repair or upgrade facilities, or the reduction or suspension of
certain operations.

OUR BUSINESS IS DEPENDENT UPON DEVELOPMENT OF NEW PRODUCTS AND MAY BE ADVERSELY
AFFECTED IF WE ARE UNSUCCESSFUL IN DEVELOPING SUCH NEW PRODUCTS.

Acetex's operating results depend significantly on the development of
commercially viable new products, product upgrades and applications, and
production technologies. Acetex has made strategic technology investments in
order to develop these capabilities.

Since the early 1990s, metallocene catalysts have been developed for use in
manufacturing polyethylene with improved physical properties. As the cost of
manufacturing metallocene catalysts has fallen, a second generation of
metallocene-based linear low density polyethylene polymers ("LLDPEs") offering
improved performance characteristics over standard LLDPE commodity resins have
come to market. The majority of the metallocene polyethylene products currently
sold have replaced commodity polyethylenes, principally LLDPEs used in the
flexible packaging market. Metallocene-based catalyst technology is expected to
have a significant impact on the polyethylene and polypropylene markets if, as
expected, the cost of metallocene production continues to decrease and new
applications suitable for metallocene use are developed. A number of metallocene
products enjoy cost and performance advantages over competing commodity
products, particularly in the area of flexible packaging products, and
metallocene LLDPEs often offer better performance at lower cost than their
competitors. Based on current research being conducted in the polymers
industries, the Company believes it is unlikely that a new metallocene based
process will be developed and commercialized to economically manufacture EVA
co-polymers. However, if new metallocene based processes are ever developed and
commercialized to economically manufacture products to compete with EVA
co-polymers or other products that the Company offers, AT Plastics sales may be
adversely affected.


<Page>
                                      -32-


TERRORIST ATTACKS AND OTHER ATTACKS OR ACTS OF WAR MAY ADVERSELY AFFECT THE
MARKETS IN WHICH WE OPERATE, OUR OPERATIONS AND OUR PROFITABILITY.

The attacks of September 11, 2001 and subsequent events, including the military
action in Iraq, have caused instability in financial markets and have led and
may continue to lead to, further armed hostilities, prolonged military action in
Iraq, or further acts of terrorism worldwide, which could cause further
instability in financial markets. Current regional tensions and conflicts in
various OPEC member nations, including the current military action in Iraq, have
caused, and may continue to cause, escalated raw material costs, specifically
raising the prices of oil and gas, which affects our operations. In addition,
the uncertainty surrounding the current military action in Iraq and the threat
of further armed hostilities or acts of terrorism may impact any or all of our
physical facilities and operations, or those of our clients or suppliers.
Furthermore, terrorist attacks, subsequent events and future developments in any
of these areas may result in reduced demand from our clients for our products.
These developments will subject us to increased risks and, depending on their
magnitude, could have a material adverse effect on our business, financial
condition, results of operations or cash flows.

We feel that our company may be particularly vunerable to terrorist attacks and
other acts of war. In France our plant is located on a common site under which a
number of chemicals are manufactured. A terrorist attack of such a facility
would result in significant damage because the natural gas, hydrogen and other
chemicals on site could potentially produce extremely large explosions. In
Edmonton, while our facilities are not part of a common site, the facilities do
process natural gas and ethylene which are highly combustible substances.

We carry insurance coverage on our facilities of types and in amounts that we
believe are in line with coverage customarily obtained by owners of similar
properties. We continue to monitor the state of the insurance market in general,
and the scope and cost of coverage for acts of terrorism in particular, but we
can not anticipate what coverage will be available on commercially reasonable
terms in future policy years. The Acetyls assets in France are afforded some
terrorism protection through a French government-sponsored program called the
Gareat and likewise in Spain, the Acetyls assets have certain terrorism coverage
through a program called the Consorcio. Currently, AT Plastics does not carry
terrorism insurance coverage.

If we experience a loss that is uninsured or that exceeds policy limits, we
could lose the capital invested in the damaged facilities, as well as the
anticipated future revenues from those facilities. Depending on the specific
circumstances of each affected facility, it is possible that we could be liable
for indebtedness or other obligations related to the facility. Any such loss
could materially and adversely affect our business, financial condition, results
of operations or cash flows.

WE ARE SUBJECT TO NUMEROUS FINANCIAL COVENANTS.

The terms and conditions of our financing arrangements contain numerous
financial and operating covenants that, among other things, limit the ability of
Acetex and its restricted subsidiaries to (1) incur additional indebtedness, (2)
repurchase or redeem capital stock, (3) create liens or other encumbrances, (4)
redeem debt that is junior in right of payment to the notes, (5) make certain
payments and investments, including dividend payments, (6) enter into
sale/leaseback transactions, (7) sell or otherwise dispose of assets, (8) merge
or consolidate with other entities or (9) engage in certain transactions with
subsidiaries and affiliates and otherwise restrict corporate activities.
Agreements governing future indebtedness could also contain significant
financial and operating restrictions. Our ability to comply with these
restrictions may be affected by factors beyond our control. A failure to comply
with the obligations contained in our indenture could result in an event of
default under the indenture and acceleration of debt under other instruments
that may contain cross-acceleration or cross default provisions. We are not
certain whether


<Page>
                                      -33-


we would have, or be able to obtain, sufficient funds to make these accelerated
payments. Acetex is subject to a principal amount outstanding of US $265 million
10 7/8% senior notes due 2009 and to a financing agreement with CIT Business
Canada Inc. for a revolving loan of which US $21.4 million was outstanding at
December 31, 2004. Both of these facilities become accelerated upon the
occurrence of an event of default and an event of default under one facility
results in an event of default under the other facility.

WE MAY BE REQUIRED TO REPAY OUR DEBT UPON A CHANGE OF CONTROL.

Upon the occurrence of certain change of control events, each holder of our
notes may require us to repurchase all or a portion of its notes at a purchase
price equal to 101% of the principal amount thereof, plus accrued interest and
premium, if any. Our ability to repurchase the notes upon a change of control
may be limited by the terms of our other debt agreements and by our cash flow.
Any requirement to offer to purchase any outstanding notes may result in our
having to refinance our outstanding indebtedness, which we may not be able to
do. In addition, even if we were able to refinance such indebtedness, such
financing may not be on terms favorable to us. The aggregate amount outstanding
under the 10 7/8% senior notes due 2009 is $265 million.

DIRECTORS AND OFFICERS

The following table sets forth certain information regarding the directors,
executive officers and certain key employees of the Company:

<Table>
<Caption>
--------------------------------------------------------------------------------------------------------------------
NAME AND MUNICIPALITY OF RESIDENCE   POSITION                                 YEAR OF APPOINTMENT
--------------------------------------------------------------------------------------------------------------------
<S>                                  <C>                                      <C>
Brooke N. Wade                       Chairman and Chief Executive Officer     1994
Vancouver, British Columbia          and Director
--------------------------------------------------------------------------------------------------------------------
Kenneth E. Vidalin                   President and Chief Operating Officer    1995
Vancouver, British Columbia          and Director
--------------------------------------------------------------------------------------------------------------------
John B. Zaozirny, Q.C.               Director                                 1995
Calgary, Alberta
--------------------------------------------------------------------------------------------------------------------
John L. Garcia                       Director                                 1995
London, United Kingdom
--------------------------------------------------------------------------------------------------------------------
Pierre Dutheil                       Director and Foreign Officer             1995
Paris, France
--------------------------------------------------------------------------------------------------------------------
Arnold L Cader                       Director                                 2003
Toronto, Ontario
--------------------------------------------------------------------------------------------------------------------
Jean-Pierre Soufflet                 Vice President and General Manager,      2000
Paris, France                        Acetex Chimie S.A.
--------------------------------------------------------------------------------------------------------------------
Lori Bondar                          Chief Financial Officer                  2004
Vancouver, British Columbia
--------------------------------------------------------------------------------------------------------------------
David W. Ross                        Corporate Secretary                      1994
Calgary, Alberta
--------------------------------------------------------------------------------------------------------------------
</Table>

<Page>
                                      -34-


<Table>
<Caption>
--------------------------------------------------------------------------------------------------------------------
NAME AND MUNICIPALITY OF RESIDENCE   POSITION                                 YEAR OF APPOINTMENT
--------------------------------------------------------------------------------------------------------------------
<S>                                  <C>                                      <C>
Gary L. Connaughty                   President and Chief Executive Officer    2003
Hiawassee, Georgia                   AT Plastics Inc.
--------------------------------------------------------------------------------------------------------------------
Lynn Haycock                         Corporate Communications, Assistant      1997
Vancouver, B.C.                      Corporate Secretary
--------------------------------------------------------------------------------------------------------------------
</Table>


All directors of the Company serve terms of one year. There is no family
relationship between any of the Directors and Officers.

BROOKE N. WADE is the Chairman of the Board, Chief Executive Officer and a
Director of the Company. Mr. Wade has been a Director of the Company since 1994.
From 1987 to October 1994, Mr. Wade was the President of Methanex (formerly
Ocelot Industries Ltd. ("Ocelot")). Prior thereto, Mr. Wade served as Vice
President, Finance for Ocelot. Mr. Wade is also the President of Wade Capital
Corporation, a private company.

KENNETH E. VIDALIN is the President, Chief Operating Officer and a Director of
the Company. Mr. Vidalin has been a Director of the Company since 1995. Until
December 1994, Mr. Vidalin was a Director, Executive Vice President and Chief
Operating Officer of Methanex where his duties included strategic direction of
the company's marketing and operations. Mr. Vidalin joined Methanex (then
Ocelot) in 1983 and also served as Vice President, Marketing and General
Manager.

JOHN B. ZAOZIRNY, Q. C. has been a Director of the Company since 1995. Mr.
Zaozirny has been counsel to the Canadian law firm McCarthy Tetrault LLP since
July 1987 and is a director of a number of Canadian public companies. Prior to
joining McCarthy Tetrault LLP, Mr. Zaozirny was the Minister of Energy and
Natural Resources for the Province of Alberta, Canada.

JOHN L. GARCIA, PH.D. has been a Director of the Company since 1995. Mr. Garcia
is Managing Director of AEA Investors Inc. Previously he was Managing Director
and Head of the Global Chemical Investment Banking Group with Credit Suisse
First Boston since 1994 and prior thereto was a Managing Director with Wertheim
Schroder & Co. Inc.

PIERRE DUTHEIL has more than 30 years of experience in international business
and the advanced technology sector in small and large organizations. From 1980
to 1992, he held various managerial and executive positions at an international
level with Thomson-Csf (renamed Thales in 2000), a global electronics company
serving aerospace, defense and information technology markets worldwide. Mr.
Dutheil acts as an advisor on management and financial matters to a number of
young companies involved in the high technology and biotechnology sectors. He is
currently a director and a member of the audit committee of ART ADVANCED
RESEARCH TECHNOLOGIES INC., a public company listed on the Toronto Stock
Exchange, which is a leader in optical molecular imaging for the healthcare and
pharmaceutical industries. Mr. Dutheil holds Msc, Mba, Amp-Hbs degrees.

ARNOLD L. CADER was appointed a Director of the Company in October 2003 and was
formerly the Chairman of AT Plastics. Mr. Cader is the President of The Delphi
Corporation, a real estate, financial and business consulting firm he
established in 1986. Prior to that, he served as the Executive Vice-President of
Four Seasons Hotels Inc. for seven years. Mr. Cader serves as an independent
trustee on several family trusts and estates. In addition, he has served on
numerous public and private corporate and


<Page>
                                      -35-


charitable Boards, and currently serves on the Boards of the KCP Income Trust,
and the Global Business and Economic Roundtable.

JEAN PIERRE SOUFFLET has been Vice President and General Manager of Acetex
Chimie since September 2000. Mr. Soufflet is a former President of Harris'
European Subsidiary, a position he held from 1996 to 2000. Prior to that, he was
Executive Vice President of Chemicals for Rhodia.

LORI BONDAR has been the Chief Financial Officer of the Company since April
2004. From 1998 to 2004, Ms. Bondar was Vice President and Controller at NOVA
Chemicals. Prior to this, Ms. Bondar was Vice President Market Risk Management
at Trans Canada.

DAVID W. ROSS has been Corporate Secretary of the Company since December 1994.
Mr. Ross is a partner of the Canadian law firm of Burnet, Duckworth & Palmer
LLP. He was formerly a partner of McCarthy Tetrault LLP, with whom he practiced
from 1984 to 2003.

GARY L. CONNAUGHTY has been the President and Chief Executive Officer of AT
Plastics since May 2000. Prior to joining AT Plastics, Mr. Connaughty served as
President of Winpak Films Inc., a position he assumed in 1997. Before working
for Winpak, he held senior sales and marketing positions with CT Films, a
division of Rexene Corporation and general management positions with Plicon
Corporation.

MS. HAYCOCK joined Acetex in January of 1997 and holds various positions within
the Company including Corporate Communications, Assistant Corporate Secretary
and Assistant to the Chairman.

Executive officers and directors as a group own 11,146,404 being approximately
32% of the outstanding common shares of Acetex.

In addition to the employees working for the Company's AT Plastics Business and
Acetyls Business the Company employs approximately 7 people in its head office
in Vancouver.

CODE OF ETHICS

The Company has adopted a Code of Ethics that applies to its Chief Executive
Officer, Chief Operating Officer and Chief Financial Officer. The Company has
posted this Code of Ethics on its internet website located at www.acetex.com.

COMMITTEES OF THE BOARD

In addition to an audit committee (discussed below) the board has a human
resources and corporate governance committee, the members of which are John L.
Garcia, John B. Zaozirny, Q.C. and Pierre Dutheil and an environment committee,
the members of which are Pierre Dutheil, John L. Garcia, John B. Zaozirny, Q.C.
and Kenneth E. Vidalin.

AUDIT COMMITTEE INFORMATION

MEMBERSHIP

The board has an audit committee the members of which are John B. Zaozirny,
Q.C., John L. Garcia, Arnold Cader and Pierre Dutheil.

The Board of Directors of the Company has determined that Mr. John Garcia who
serves on the Company's Audit Committee is an "audit committee financial expert"
and is independent (as defined in the applicable rules).


<Page>
                                      -36-


RELEVANT EDUCATION AND EXPERIENCE

The education and experience of each audit committee member that is relevant to
his responsibilities as an audit committee member are as follows:

<Table>
<Caption>
----------------------------------------------------------------------------------------------------------------------
NAME                        RELEVANT EDUCATION AND EXPERIENCE
----------------------------------------------------------------------------------------------------------------------
<S>                         <C>
JOHN B. ZAOZIRNY, Q.C.      Mr. Zaozirny was the Minister of Energy and Natural Resources for the Province of
                            Alberta from November 1982 to May 1986 and has acted as a member of the audit committee
                            on several public entities, including IPSCO Inc. He is a director of Alberta Newsprint
                            Company, Canadian Oil Sands Limited, Computer Modelling Group Ltd., IPSCO Inc., Matrikon
                            Inc.,  Middlefield Bancorp Limited,  Pengrowth Energy Inc., Provident Energy Ltd., Silent
                            Witness Enterprises Ltd. and UMA Group Ltd. Mr. Zaozirny has a BComm, LLB and LLM
                            degrees.
----------------------------------------------------------------------------------------------------------------------
JOHN L. GARCIA              Mr. Garcia is President of AEA Investors LLC with whom he has been associated since
                            1999. From 1994 to 1999, Mr. Garcia was a Managing Director with Credit Suisse First
                            Boston LLC where he served as Global Head of the Chemicals Investment Banking Group and
                            Head of the European Acquisition and Leveraged Finance and Financial Sponsor Groups.
                            Previous to this he was with Wertheim Schroder in New York as an investment banker and
                            at ARCO Chemicals, in research, strategic planning and commercial development roles.
                            Mr. Garcia is currently a director of AEA Investors LLC, Noveon International Inc.,
                            Sovereign Specialty Chemicals, Inc., and is on the supervisory board of Symrise GmbH.
                            Mr. Garcia is a graduate of the University of Kent in England and holds a master's
                            degree and Ph.D. in organic chemistry from Princeton University. He also holds a
                            master's degree in business administration from The Wharton School of the University of
                            Pennsylvania.
----------------------------------------------------------------------------------------------------------------------
ARNOLD CADER                Mr. Cader is the President of The Delphi Corporation, a real estate, financial and
                            business consulting firm he established in 1986. Prior to that, he served as the
                            Executive Vice-President of Four Seasons Hotels Inc. He has served on numerous public
                            and private corporate and charitable Boards, and currently serves on the Boards of the
                            KCP Income Trust, and the Global Business and Economic Roundtable. Mr. Cader holds BComm
                            and LLB degrees from the University of Toronto.
----------------------------------------------------------------------------------------------------------------------
PIERRE DUTHEIL              Mr. Dutheil has more than 30 years of experience in international business and the
                            advanced technology sector in small and large organizations. From 1980 to 1992, he held
                            various managerial and executive positions at an international level with Thomson-Csf
                            (renamed Thales in 2000), a global electronics company serving aerospace, defense and
                            information technology markets worldwide. Mr. Dutheil acts as an advisor on management
                            and financial matters to a number of young companies involved in the high technology and
                            biotechnology sectors. He is currently a director and a member of the audit committee
                            of ART ADVANCED RESEARCH TECHNOLOGIES INC., a public company listed on the Toronto Stock
                            Exchange, which is a leader in optical molecular imaging for the healthcare and
                            pharmaceutical industries. Mr. Dutheil holds Msc, Mba, Amp-Hbs degrees.
----------------------------------------------------------------------------------------------------------------------
</Table>


<Page>
                                      -37-


CHARTER OF THE AUDIT COMMITTEE

"The Audit Committee (the "Committee") shall report to and assist the Board of
Directors (the "Board") of Acetex Corporation (the "Company") by providing
oversight of the financial management, independent auditors and financial
reporting procedures of the Company, as well as such other matters as directed
by the Board or this Charter.

MEMBERSHIP OF THE COMMITTEE

1.   The Committee shall be comprised of not less than three members of the
     Board.

2.   The composition of the Committee shall meet all the requirements of the
     Audit Committee Policy of multilateral instrument 52-110, which, among
     other things, prohibits any officer or employee of the Company from serving
     on the Committee.

3.   Each Committee member shall have no other relationship to the Company that
     may interfere with the exercise of his or her independence from management
     and the Company, including the receipt from the Company of any compensation
     other than directors' fees and other compensation related to their service
     as a director.

4.   Each Committee member shall be financially literate or shall become
     financially literate within a reasonable period of time after appointment
     to the Committee. For these purposes an individual will be considered
     financially literate if he or she has the ability to read and understand a
     set of financial statements that present a breadth and [?] level of
     complexity of accounting issues that are generally comparable to the
     breadth and complexity of the issues that can reasonably be expected to be
     raised by the issuer's financial statements.

5.   At least one person of the Committee shall be a "financial expert" as
     defined for the purposes of the rules under the SECURITIES & EXCHANGE ACT
     of 1934.

6.   Any member of the Committee may be removed or replaced at any time by the
     board and shall cease to be a member of the Audit Committee upon ceasing to
     be a director of the Corporation. The Board of Directors may fill vacancies
     on the Committee by appointment from among its number. If and when a
     vacancy shall exist on the Committee the remaining members may exercise all
     of its powers so long as a quorum remains in office.

MEETINGS OF THE COMMITTEE

7.   The Committee will meet formally at least four times each fiscal year.

8.   The Committee will hold separate private meetings at least twice each
     fiscal year with each of a representative of the independent auditors, the
     General Counsel and the Chief Financial Officer.

9.   Two members of the Audit Committee shall constitute a quorum and the
     Chairman and Chief Executive Officer of the Corporation shall be ex-officio
     members of this Committee.

10.  Subject to the foregoing, each member of the Audit Committee shall hold
     office until the next annual meeting of the shareholders.


<Page>
                                      -38-


11.  The Board of Directors may from time to time appoint one or more directors
     to be "visitors" of the Audit Committee, such persons to have the privilege
     of attending and participating at all meetings of the Audit Committee but
     who shall not be voting members thereof.

12.  Unless the Board of Directors specifies otherwise, the Audit Committee
     shall choose one of its own members to be its Chairman. The Secretary of
     the Corporation shall be the Secretary of the Audit Committee.

13.  The times and places where the meetings of the Audit Committee shall be
     held and the calling and procedures at such meetings shall be determined by
     the resolutions of the Board of Directors with respect to committee
     procedures provided that every notice of such meeting shall be given to the
     auditors of the Corporation and that meetings shall be convened wherever
     requested by the auditors in accordance with the BUSINESS CORPORATIONS ACT
     (Alberta).

KEY RESPONSIBILITIES

The Company's management is responsible for preparing the Company's financial
statements and the independent auditors are responsible for auditing these
financial statements. The Committee is responsible for assisting the Board in
overseeing the conduct of these activities by the Company's management and the
independent auditors, and the integrity of the Company's financial statements.
The financial management and the independent auditors of the Company have more
time, knowledge and more detailed information on the Company than do Committee
members. Consequently, in carrying out its oversight responsibilities, the
Committee is not providing any expert or special assurance as to the Company's
financial statements or any professional certification or other information as
to the independent auditors' work. The Committee is also responsible for
preparing any report of the Audit Committee that applicable rules require be
included in the Company's annual proxy statement. The members of the Audit
Committee shall have the right, for the purpose of performing their duties, of
inspecting all the books and records of the Corporation and its affiliates and
discussing such accounts and records and any other matters relating to the
financial position of the Corporation with the officers and auditors of the
Corporation and its affiliates.

In carrying out its oversight responsibilities, the Committee shall perform the
following functions:

OVERSIGHT OF INDEPENDENT AUDITORS.

In the course of its oversight of the independent auditors as provided under
this Charter, the Committee will be guided by the premise that the independent
auditors are ultimately accountable to the Board and the Committee.

1.   The Committee, subject to any action that may be taken by the full Board,
     shall have the ultimate authority and responsibility to appoint, retain,
     compensate, evaluate and, when appropriate, terminate the independent
     auditors. This responsibility includes resolving disagreements between
     management and the independent auditors regarding financial reporting. The
     Committee shall assist the Board in its oversight of the qualifications,
     independence and performance of the independent auditors. In all cases, the
     independent auditors shall report directly to the Committee.

2.   The Committee shall:

     (a)  receive from the independent auditors annually, a formal written
          statement delineating the relationships between the auditors and the
          Company;


<Page>
                                      -39-


     (b)  discuss with the independent auditors the scope of any such disclosed
          relationships and their impact or potential impact on the independent
          auditors' independence and objectivity; and

     (c)  recommend that the Board take appropriate action in response to the
          independent auditors' report to satisfy itself of the auditor's
          independence.

3.   The Committee shall review and approve the original proposed scope of the
     annual independent audit of the Company's financial statements and the
     associated engagement fees, as well as any significant variations in the
     actual scope of the independent audit and the associated engagement fees.

4.   The Committee shall set hiring policies for employees or former employees
     of the independent auditors.

5.   At least annually, the Committee shall obtain and review a report by the
     independent auditors describing: the firm's internal quality-control
     procedures; any material issues raised by the most recent internal
     quality-control review, or peer review, of the firm, or by any inquiry or
     investigation by governmental or professional authorities, within the
     preceding five years, respecting one or more independent audits carried out
     by the firm, and any steps taken to deal with any such issues; and (to
     assess the auditor's independence) all relationships between the
     independent auditors and the Company.

6.   The Committee shall review with the independent auditors any difficulties
     the auditors encountered in the course of the audit work, including
     restrictions on the scope of work or access to requested information, and
     any significant disagreements with management.

7.   The Committee shall pre-approve all non-audit services to be provided by
     the independent auditors to the Company and any of its subsidiaries.

OVERSIGHT OF INTERNAL AUDITORS.

The Committee shall review and discuss with management and the independent
auditors:

1.   The quality and adequacy of the Company's internal accounting controls.

2.   The organization of the internal audit department, the adequacy of its
     resources and the competence and performance of the internal audit staff.

3.   The audit risk assessment process and the proposed scope of the internal
     audit department for the upcoming year and the coordination of that scope
     with independent auditors.

4.   Results of the internal auditors' examination of internal controls
     including summaries of inadequate reports issued and/or management
     improprieties together with management's response thereto.

OVERSIGHT OF MANAGEMENT'S CONDUCT OF THE COMPANY'S FINANCIAL REPORTING PROCESS.

1.   Audited Financial Statements. The Committee shall discuss with management
     and the independent auditors the audited financial statements to be
     included in the Company's Annual Information Form and Form 40F and review
     and consider with the independent auditors the


<Page>
                                      -40-


     matters required to be discussed by the applicable auditing standards.
     Based on these discussions, the Committee will advise the Board of
     Directors whether it recommends that the audited financial statements be
     included in the Annual Information Form and Form 40F.

2.   Interim Financial Statements. The Committee, through its Chairman or the
     Committee as a whole, will review with management and the independent
     auditors, prior to the filing thereof, the Company's interim financial
     results to be included in the Company's quarterly reports and the matters
     required to be discussed by the applicable accounting standards. The
     Committee will also discuss the Company's annual audited financial
     statements and quarterly financial statements with management and the
     independent auditors, including the Company's disclosures under
     "Management's Discussion and Analysis of Financial Condition and Results of
     Operations."

FINANCIAL REPORTING PRACTICES.

1.   The Committee shall review the Company's financial statements, MD&A and
     annual and interim earnings press releases before the Company publicly
     discloses this information.

2.   The Committee shall be satisfied that adequate procedures are in place for
     the review of the Company's public disclosure financial information
     extracted or derived from the Company's financial statements and will
     periodically assess the adequacy of those procedures.

3.   The Committee shall review:

     (a)  Changes in the Company's accounting policies and practices and
          significant judgments that may affect the financial results.

     (b)  The nature of any unusual or significant commitments or contingent
          liabilities together with the underlying assumptions and estimates of
          management.

     (c)  The effect of changes on accounting standards that may materially
          affect the Company's financial reporting practices.

4.   Financial Information Disclosure. The Committee shall in a general manner
     discuss earnings press releases, as well as the types of financial
     information and earnings guidance that are given to analysts and rating
     agencies.

5.   Risk Assessment. The Committee shall discuss with management the
     guidelines, policies and processes relied upon and used by management to
     assess and manage the Company's exposure to risk.

ASSIST THE BOARD IN OVERSIGHT OF THE COMPANY'S COMPLIANCE WITH POLICIES AND
PROCEDURES ADDRESSING LEGAL AND ETHICAL CONCERNS.

1.   The Committee shall review and monitor, as appropriate:

     (a)  Results of compliance programs, including Company's policies on
          business conduct and ethics.

     (b)  Litigation or other legal matters that could have a significant impact
          on the Company's financial results.

<Page>
                                      -41-


     (c)  Significant findings of any examination by regulatory authorities or
          agencies, in the areas of securities, accounting or tax.

     (d)  The Company's disclosure controls and procedures.

     (e)  financial plans and objectives of the Corporation from time to time;

     (f)  the risks inherent with the Corporation's business and the risk
          management programs relating thereto; and

     (g)  such other matters as the Board of Directors may refer to from time to
          time.

2.   By approving and adopting recommendations of management, the Committee
     shall ensure that procedures have been established for the receipt,
     retention and treatment of complaints from Company employees on accounting,
     internal accounting controls or auditing matters, as well as for the
     confidential, anonymous submissions by Company employees of concerns
     regarding questionable accounting or auditing matters.

3.   The Committee shall report regularly to the Board on its meetings and
     discussions and review with the Board significant issues or concerns that
     arise at Committee meetings, including its evaluation of the independent
     auditors.

4.   The Committee shall conduct an annual evaluation of its performance in
     fulfilling its duties and responsibilities under this Charter.

5.   The chairman or any one or more members of the Committee, as designated by
     the Committee, may act on behalf of the Committee.

6.   The Committee shall have authority and appropriate funds to retain and
     consult with outside legal, accounting or other advisors as the Committee
     may deem appropriate.

7.   The adequacy of this Charter shall be reviewed by the Committee on an
     annual basis. The Committee will recommend to the Board any modifications
     to this Charter, which the Committee deems appropriate, for approval by the
     Board.

PRE-APPROVAL POLICIES AND PROCEDURES

The Audit Committee policy for 2003 was to decide on a case-by-case basis
whether its outside auditors should be engaged for any matters outside its audit
engagement. The Audit Committee approved a pre-approval policy effective for
2004. Generally speaking the Audit Committee will not engage the outside
auditors to perform any prohibited dervice as defined in the policy but will
consider pre-approval of permitted services in the areas of audit, audit related
services, tax services and other permitted services. The Company's employees
shall make a request for additional services by submitting the request to the
Chief Financial Officer together with a description of the service, the
estimated fee and a statement that the service is not a prohibited service.
Where the aggregate fees are estimated to be less that $75,000 they will be
submitted to the Chairman of the Audit Committee or his designate for
consideration or approval. Where the aggregate fees are estimated to be greater
than $75,000 the request will be submitted to the full Audit Committee for
consideration and approval. For these purposes, Prohibited Services will include
bookkeeping or other services related to the Company's accounting records or
financial statements; financial information systems design and implementation;
appraisal or valuation services for financial reporting purposes; actuarial
services for items recorded in the financial statements; internal audit


<Page>
                                      -42-

outsourcing services; management functions; human resources; certain corporate
finance and other service; legal service; and certain expert services unrelated
to the audit.

EXTERNAL AUDITOR FEES AND SERVICES

The breakdown of fees paid to the Company's principal accountant, KPMG LLP, is
shown in the following table:

<Table>
<Caption>
 --------------------------------------------------------------------------------------------------------
                      AUDIT FEES     AUDIT RELATED FEES        TAX FEES    ALL OTHER FEES          TOTAL
 --------------------------------------------------------------------------------------------------------
<S>                   <C>            <C>                       <C>         <C>                  <C>
 2002                   $197,000                $21,000         $46,000                $0       $264,000
 --------------------------------------------------------------------------------------------------------
 2003                   $562,000               $182,000          $1,000                $0       $745,000
 --------------------------------------------------------------------------------------------------------
 2004                   $432,000               $149,000         $85,000                $0       $666,000
 --------------------------------------------------------------------------------------------------------
</Table>

MARKET FOR SECURITIES

The Company's common stock is publicly traded on the Toronto Stock Exchange
under the symbol "ATX".

PRICES

<Table>
<Caption>
----------------------------------------------------------------------------------------------------------------------
MONTH IN 2004             HIGH                   LOW                     CLOSE                  TRADING VOLUMES
----------------------------------------------------------------------------------------------------------------------
<S>                       <C>                    <C>                     <C>                     <C>
Dec                       8.85                   8.70                    8.81                         1,669,433
----------------------------------------------------------------------------------------------------------------------
Nov                       8.78                   8.60                    8.78                         7,135,487
----------------------------------------------------------------------------------------------------------------------
Oct                       9.09                   8.75                    8.75                        23,331,224
----------------------------------------------------------------------------------------------------------------------
Sept                      9.79                   6.85                    8.85                         2,341,398
----------------------------------------------------------------------------------------------------------------------
Aug                       7.35                   6.75                    7.00                           131,003
----------------------------------------------------------------------------------------------------------------------
Jul                       7.35                   6.10                    7.20                           608,170
----------------------------------------------------------------------------------------------------------------------
Jun                       6.35                   5.75                    6.10                           605,220
----------------------------------------------------------------------------------------------------------------------
May                       7.11                   6.25                    6.25                         2,505,365
----------------------------------------------------------------------------------------------------------------------
Apr                       7.11                   5.25                    6.75                         3,768,058
----------------------------------------------------------------------------------------------------------------------
Mar                       5.75                   5.00                    5.30                           380,583
----------------------------------------------------------------------------------------------------------------------
Feb                       6.10                   5.40                    5.40                         1,225,358
----------------------------------------------------------------------------------------------------------------------
Jan                       6.65                   5.50                    5.60                           304,099
----------------------------------------------------------------------------------------------------------------------
</Table>

DIVIDENDS

The Company has not paid dividends and may be restricted from paying dividends
under the terms of its $265 million 10 7/8% Senior Notes due 2009.

RATINGS

The Company's US$265 million 10 7/8% Senior Notes due 2009 have received a
rating from Moody's of B2 and a rating from Standard & Poors of B+. Standard &
Poors has also issued a corporate credit rating of B+. Such security ratings are
not a recommendation to buy, sell or hold securities and may be subject to
revision or withdrawal at any time by the rating organization.
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TRANSFER AGENT AND REGISTRAR

The Company's transfer agent and Registrar is Computershare Trust Company of
Canada at its offices in Calgary and Toronto.

CAPITAL STRUCTURE

Each common share of the Company entitles its holder to receive notice of and to
attend all meetings of the shareholders of Acetex and to one vote at such
meetings. The holders of common shares will be, at the discretion of the board
of directors of Acetex and subject to applicable legal restrictions, entitled to
receive any dividends declared by the board of directors on the common shares.
The holders of common shares are entitled to share equally in any distribution
of the assets of Acetex upon the liquidation, dissolution, bankruptcy or
winding-up of Acetex or other distribution of its assets among its shareholders
for the purpose of winding-up its affairs.

The Company has authorized capital of an unlimited number of common shares of
which 34,351,819 are issued and outstanding. The Company has issued and
outstanding 706,760 warrants to acquire Acetex common shares at a price of
C$6.10 and 141,352 warrants to acquire Acetex common shares at a price of
C$4.32. The Company has also issued and outstanding 3,214,566 employee options
to acquire Acetex common shares at an average exercise price of C$6.95.

LEGAL PROCEEDINGS

There are no outstanding legal proceedings involving claims for damages,
exclusive of interest and costs, in excess of ten percent (10%) of the current
assets of Acetex to which Acetex is a party or of which any of its properties
are subject, nor are there any such proceedings known to be contemplated.

INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS

There were no material interests, direct or indirect, of directors and senior
officers of Acetex, nominees for director, any Shareholder who beneficially owns
more than 10% of the common shares or any known associate or affiliate of such
persons in any transaction since the beginning of Acetex's last completed
financial year or in any proposed transaction which has materially affected or
would materially affect the Trust except as disclosed with respect to the
proposed transaction with HNA Acquisition Inc. as set out in the Company's
Management Information Circular dated December 10, 2004, a copy of which may be
found on SEDAR.

MATERIAL CONTRACTS

Except for contracts entered into by Acetex in the ordinary course of business,
the only material contracts entered into within the most recently completed
financial year or before the most recently completed financial year, but still
in effect, or to be entered into by Acetex which can reasonably be regarded as
presently material is the Arrangement Agreement with HNA Acquisition Inc which
is discussed above and a copy of which has been filed on SEDAR.

INTEREST OF EXPERTS

KPMG LLP and Nexant CHEMSYSTEMS each own less than 1% of the Common Shares of
the Company.


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                                      -44-


ADDITIONAL INFORMATION

Additional information, including director's and officer's remuneration, the
principal holders of Acetex' securities, options to purchase securities and
interests of insiders in material transactions, is contained in Acetex'
Information Circular in respect of its most recent annual meeting of
shareholders that involved the election of directors. Additional financial
information is contained in Acetex' comparative financial statements for the
years ended December 31, 2004 and 2003. This information may be obtained on
SEDAR and the Company's web site at www.acetex.com.

When the securities of Acetex are in the course of a distribution pursuant to a
short form prospectus or a preliminary short form prospectus has been filed in
respect of its securities, Acetex will upon request to the Corporate Secretary
as listed below, provide to any person the following information:

(a)  one copy of the Annual Information Form ("AIF") of Acetex, together with
     one copy of any document, or the pertinent pages of any document,
     incorporated by reference into the AIF;

(b)  one copy of the comparative financial statements of Acetex for its most
     recently completed financial year for which financial statements have been
     filed, together with the accompanying report of the auditor, one copy of
     the management's discussion and analysis for Acetex's most recently
     completed financial year and one copy of the most recent interim financial
     statements of Acetex that have been filed, if any, for any period after the
     end of its most recently completed financial year;

(c)  one copy of the information circular of Acetex in respect of its most
     recent annual meeting of shareholders that involved the election of
     directors or one copy of any annual filing prepared in lieu of that
     information circular, as appropriate; and

(d)  one copy of any other documents that are incorporated by reference into the
     preliminary short form prospectus or the short form prospectus and are not
     required to be provided under (a) to (c) above.

At any other time, upon request to the Corporate Secretary, as listed below,
provide to any person one copy of any other documents referred to in (a) to (c)
above, provided Acetex may require the payment of a reasonable charge if the
request is made by a person who is not a security holder of Acetex.

For additional copies of this Annual Information Form or any of the materials
listed in the preceding paragraphs, please contact:


                       David W. Ross, Corporate Secretary
                       Acetex Corporation
                       1400, 350 - 7th Avenue S.W.
                       Calgary, Alberta  T2P 3N9