PolyOne 2009 Annual Report

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Exhibit No. Exhibit Description 10.45+ Amendment No. 1 to the PolyOne Supplemental Retirement Benefit Plan (As Amended and Restated Effective December 31, 2007) (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2009, SEC File No. 1-16091) 10.46+ Form of Grant of Performance Shares under the 2009 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2009, SEC File No. 1-16091) 10.47+ Form of Grant of Stock-Settled Stock Appreciation Rights under the 2009 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2009, SEC File No. 1-16091) 10.48+ Form of Grant of Performance Units under the 2009 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2009, SEC File No. 1-16091) 10.49+ Executive Severance Plan, as amended and restated effective February 17, 2009 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009, SEC File No. 1-16091) 10.50+ Undetermined Time Employment Contract between PolyOne Luxembourg s.a.r.l. and Bernard Baert (incorporated herein by reference to Exhibit 10.1 to the Company’s Form 8-K, filed with the Commission on September 2, 2009, SEC File No. 1-106091) 10.51+ Amendment No. 2 to the PolyOne Supplemental Retirement Benefit Plan (As Amended and Restated Effective December 31, 2007) 18.1 Letter regarding Change in Accounting Principles (incorporated by reference to Exhibit No. 18.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2008, SEC File No. 1-16091) 21.1 Subsidiaries of the Company 23.1 Consent of Independent Registered Public Accounting Firm — Ernst & Young LLP 23.2 Consent of Independent Registered Public Accounting Firm — KPMG LLP 23.3 Consent of Independent Registered Public Accounting Firm — Ernst & Young LLP 31.1 Certification of Stephen D. Newlin, Chairman, President and Chief Executive Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a), adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Robert M. Patterson, Senior Vice President and Chief Financial Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a), adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification pursuant to 18 U.S.C. § 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as signed by Stephen D. Newlin, Chairman, President and Chief Executive Officer 32.2 Certification pursuant to 18 U.S.C. § 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as signed by Robert M. Patterson, Senior Vice President and Chief Financial Officer 99.1 Audited Financial Statements of Oxy Vinyls, LP 99.2 Audited Financial Statements of SunBelt Chlor Alkali Partnership + Indicates management contract or compensatory plan, contract or arrangement in which one or more directors or executive officers of the Registrant may be participants POLYONE CORPORATION
Exhibit 31.1 CERTIFICATION I, Stephen D. Newlin, certify that: 1. I have reviewed this Annual Report on Form 10-K of PolyOne Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. February 18, 2010 /s/ Stephen D. Newlin Stephen D. Newlin Chairman, President and Chief Executive Officer POLYONE CORPORATION
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2009 ANNUAL REPORT leaner. stronger
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fortified our strategic focus and t
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The New PolyOne PolyOne launched Le
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United States Securities and Exchan
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manufacturing sites and 11 distribu
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Vinyl is one of the most widely use
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A number of foreign countries and d
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We also conduct investigations and
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and the availability and cost of cr
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Executive officers are elected by o
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PART II ITEM 5. MARKET FOR REGISTRA
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on the opportunity to accelerate de
Page 25 and 26: Results of Operations Variances—F
Page 27 and 28: Sales and Operating Income (Loss)
Page 29 and 30: Sales and Operating Income (Loss)
Page 31 and 32: $5.7 million. Additionally, liquidi
Page 33 and 34: issuing standby letters of credit a
Page 35 and 36: Description Pension and Other Post-
Page 37 and 38: Description Share-Based Compensatio
Page 39 and 40: MANAGEMENT’S REPORT The managemen
Page 41 and 42: Consolidated Statements of Operatio
Page 43 and 44: Consolidated Statements of Cash Flo
Page 45 and 46: Note 1 — DESCRIPTION OF BUSINESS
Page 47 and 48: As of December 31, 2009, included i
Page 49 and 50: derivative agreements. This new gui
Page 51 and 52: OxyVinyls, a former 24% owned affil
Page 53 and 54: $127.2 million and is included in a
Page 55 and 56: Change in AOCI: Pension Benefits He
Page 57 and 58: pricing the asset. Unobservable inp
Page 59 and 60: 2029. Various foreign subsidiaries
Page 61 and 62: During 2008, RSUs were granted to e
Page 63 and 64: partner, Producer Services offers r
Page 65 and 66: Outstanding stock options with exer
Page 67 and 68: for approximately $8.9 million. The
Page 69 and 70: ITEM 12. SECURITY OWNERSHIP OF CERT
Page 71 and 72: Exhibit No. Exhibit Description 10.
Page 73 and 74: SIGNATURES Pursuant to the requirem
Page 75: Exhibit No. Exhibit Description 10.
Page 79 and 80: Exhibit 32.1 CERTIFICATION PURSUANT
Page 81 and 82: THIS PAGE IS NOT PART OF POLYONE’
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PolyOne 2009 Annual Report

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