Registration document 2007 - Total.com

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5 100 Corporate Governance Statutory Auditors Statutory Auditors Statutory auditors Ernst & Young Audit 41, rue Ybry, 92576 Neuilly-sur-Seine Cedex Appointed on May 14, 2004 for a six-year term. G. Galet P. Diu KPMG Audit A division of KPMG S.A. 1, cours Valmy, 92923 Paris-La Défense Appointed on May 13, 1998 for a six-year term. Appointed renewed on May 14, 2004 for an additional six-year term. R. Amirkhanian Alternate auditors TOTAL – Registration Document 2006 Fees received * (in M€) in 2006 in 2005 (a) Audit and certification of the individual and consolidated financial statements 19.2 12.8 (b) Related services 1.7 3.4 (c) Subtotal (a) + (b) 20.9 16.2 (d) Other services 1.3 1.5 Total (c) + (d) 22.2 17.7 * Including members of their network. Fees received * (in M€) in 2006 in 2005 (a) Audit and certification of the individual and consolidated financial statements 17.5 12,7 (b) Related services 2.4 8,1 (c) Subtotal (a) + (b) 19.9 20,8 (d) Other services 1.2 1,1 Total (c) + (d) 21.1 21,9 * Including members of their network. Jean-Luc Decornoy Pierre Jouanne 2 bis, rue de Villiers, 92300 Levallois-Perret 41, rue Ybry, 92576 Neuilly-sur-Seine Cedex Appointed on May 14, 2004 for a six-year term. Appointed on May 14, 2004 for a six-year term. Auditor’s term of office The terms of office of the statutory auditors and of the alternate auditors expire at the conclusion of the shareholders’ meeting called to approve the financial statements for the fiscal year 2009.
Corporate Governance Compensation of the Board of Directors and Executive Officers Compensation of the Board of Directors and Executive Officers Board Compensation The amount paid to the members of the Board of Directors as directors’ fees was 0.82 M€ in 2006 in accordance with the decision of the shareholders’ meeting held on May 14, 2004. There were 15 directors as of December 31, 2006 compared with 16 as of December 31, 2005. Compensation was paid to the members of the Board of Directors in 2006 based on the following principles: 5 • A fixed amount of 15,000 euros was paid to each director (paid prorata temporis in case of a change during the period). • Each director was paid 5,000 euros for each meeting of the Board of Directors, of the Audit Committee or of the Nominating & Compensation Committee attended. This amount was increased to 7,000 euros for those directors who reside outside of France. Total compensation including benefits in-kind paid to each director in the year indicated (Article L 225-102-1 of the French Commercial Code, 1 st and 2 nd paragraphs) (in euros) 2006 2005 2004 Thierry Desmarest 3,227,123.00 2,963,452.00 2,787,239.00 Daniel Boeuf (a) 160,845.77 150,529.49 128,259.98 Daniel Bouton 50,000.00 45,000.00 37,500.00 Bertrand Collomb 55,000.00 30,000.00 42,000.00 Paul Desmarais Jr. 43,000.00 43,000.00 37,500.00 Jacques Friedmann (b) 35,383.00 80,000.00 82,500.00 Bertrand Jacquillat 80,000.00 80,000.00 78,000.00 Antoine Jeancourt-Galignani 65,000.00 45,000.00 46,500.00 Anne Lauvergeon 40,000.00 40,000.00 42,000.00 Peter Levene of Portsoken 50,000.00 23,410.00 - Maurice Lippens 50,000.00 57,000.00 37,500.00 Christophe de Margerie (c) 1,426,442.84 - - Michel Pébereau 65,000.00 55,000.00 51,000.00 Thierry de Rudder 106,000.00 106,000.00 82,500.00 Jürgen Sarrazin (b) 33,383.00 50,000.00 46,500.00 Serge Tchuruk 50,000.00 50,000.00 46,500.00 Pierre Vaillaud (d) 186,340.00 178,906.00 177,933.00 (a) Including the salary received by Mr. Boeuf as an employee of Total France, a subsidiary of TOTAL S.A., which amounted to 100,752.62 euros in 2004, 105,529.49 euros in 2005 and 110,845.77 euros in 2006. (b) Term of office expired on May 12, 2006. (c) Including the salary paid by TOTAL S.A. and in-kind benefits valued at 5,508 euros. Mr. Christophe de Margerie does not receive any directors’ fees for his service on the Company’s Board of Directors. (d) Including pension payments related to previous employment by the Group, which amounted to 131,433 euros in 2004, 133,906 euros in 2005 and 136,400 euros in 2006. Over the past three years, the Directors currently in office have not received any compensation or benefits in-kind from companies controlled by TOTAL S.A., except for Mr. Daniel Boeuf, who is an employee of Total France. The compensation indicated in the table above (except for that of the Chairman and Messrs. Boeuf, de Margerie and Vaillaud) consists solely of directors’ fees (gross amount) paid during the relevant period. None of the Directors of TOTAL S.A. have service contracts which provide for benefits upon termination of employment. TOTAL – Registration Document 2006 101
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Registration Document 2006
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Registration Document 2006 This is
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Key figures Selected financial info
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116,842 Key figures Operating and m
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Refined product sales including Tra
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Business overview History and strat
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Upstream TOTAL’s Upstream segment
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Exploration & Production Exploratio
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Production For the full year 2006,
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Presentation of production activiti
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Europe Business overview Exploratio
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Africa TOTAL has been present in Af
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this zone through its subsidiaries
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North America Since 2004, TOTAL has
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Trinidad & Tobago TOTAL holds a 30%
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TOTAL also has a 50% interest in th
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Europe TOTAL’s production in Euro
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K6-GT platform, in anticipation of
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The Group also holds a 20% interest
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Gas & Power The Gas & Power divisio
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Asia Pacific The Hazira re-gasifica
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In Morocco, Temasol, in which TOTAL
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Refining & Marketing As of December
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Refined products The table below se
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capacity oil recycling plant in Fra
Page 51 and 52: In 2006, the principal market bench
Page 53 and 54: Base Chemicals TOTAL’s Base Chemi
Page 55 and 56: Specialties TOTAL’s Specialties s
Page 57 and 58: Investments Main investments made o
Page 59 and 60: Property, Plant and Equipment TOTAL
Page 61 and 62: Board of Directors Executive Commit
Page 63 and 64: Management Report of the Board of D
Page 65 and 66: Market environment 2006 2005 2004 E
Page 67 and 68: Upstream results Liquids and gas pr
Page 69 and 70: Downstream results For the full yea
Page 71 and 72: Liquidity and capital resources Lon
Page 73 and 74: Research and development Research a
Page 75 and 76: Trends and outlook Outlook Since th
Page 77 and 78: Risk Factors Market risks p. 76 •
Page 79 and 80: The Group has implemented strict po
Page 81 and 82: The non-current debt in dollars des
Page 83 and 84: Grande Paroisse An explosion occurr
Page 85 and 86: Myanmar Under the Belgian “univer
Page 87 and 88: Risk management Risk evaluations le
Page 89 and 90: TOTAL, like other major internation
Page 91 and 92: Insurance and risk management Organ
Page 93 and 94: Corporate Governance Board of Direc
Page 95 and 96: Daniel Bouton 56 years old. Inspect
Page 97 and 98: Bertrand Jacquillat 62 years old. A
Page 99 and 100: Michel Pébereau 64 years old. Hono
Page 101: Management General Management On Ma
Page 105 and 106: Pensions and other commitments (Art
Page 107 and 108: Within this framework, the Board’
Page 109 and 110: Members of the Audit Committee may
Page 111 and 112: Messrs. Bouton, Collomb, Desmarais,
Page 113 and 114: establishes and maintains procedure
Page 115 and 116: Employees, Share Ownership, Stock O
Page 117 and 118: Corporate Governance Employees, Sha
Page 119 and 120: TOTAL stock options Corporate Gover
Page 125 and 126: Restricted share plans as of Decemb
Page 127 and 128: TOTAL and its shareholders Listing
Page 129 and 130: Four-for-one stock split The Genera
Page 131 and 132: Information Summary TOTAL and its s
Page 133 and 134: Dividends Dividend policy In accord
Page 135 and 136: Share buybacks The General Meeting
Page 137 and 138: Summary table of transactions compl
Page 139 and 140: cancels and replaces the unused por
Page 141 and 142: which was approved by the French Co
Page 143 and 144: Shareholder structure Distribution
Page 145 and 146: Non-resident individual taxpayers e
Page 147 and 148: The Committee also worked on the co
Page 149 and 150: 2007 Calendar February 14 Results f
Page 151 and 152: Financial information Historical fi
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Additional information Financial in
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General information Share capital p
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Pursuant to this authorization, the
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Potential capital as of December 31
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General information Share capital J
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Directors’ Charter and Committees
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Other matters Employee incentives a
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Information on holdings General inf
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Statutory auditors’ report on the
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Consolidated statement of income TO
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Consolidated statement of cash flow
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On February 13, 2007, the Board of
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G. Earnings per share Earnings per
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equal to the market price. For unli
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The net periodic pension cost is re
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(iii) Portion of intangible assets
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A. Information by business segment
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Appendix 1 - Consolidated financial
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ADJUSTMENTS TO OPERATING INCOME 200
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In 2006, gains and losses on sales
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Property, plant and equipment prese
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14) Other non-current assets As of
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The variation of the weighted-avera
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18) Employee benefits obligations P
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The components of the net periodic
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20) Financial debt and related fina
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Impact on net income The amount of
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23) Commitments and contingencies A
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Other guarantees given Non-consolid
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25) Payroll and staff For the year
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The classification by strategy and
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B) Financial instruments related to
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29) Market risks Oil and gas market
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As a result of its policy for manag
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3) The Group has recorded provision
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53.2% 95.7% Elf Aquitaine 99.5% 100
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Oil and gas reserves p. 238 • Cha
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Changes in liquids reserves Appendi
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Changes in liquids and gas reserves
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Costs incurred in oil and gas prope
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Appendix 2 - Supplemental oil and g
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Other information Accounting for ex
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Appendix 3 - TOTAL S.A. Special aud
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(Free translation of a French langu
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Balance Sheet (TOTAL S.A.) Appendix
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Statement of changes in Shareholder
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2) Property, plant and equipment As
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6) Shareholders’ equity A) Common
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7) Contingency reserves As of Decem
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11) Translation adjustment The appl
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20) Commitments As of December 31 (
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TOTAL share purchase options plans
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Appendix 3 - TOTAL S.A. Parent comp
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List of marketable securities held
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Distribution of earnings 2006 Net d
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Social and environmental informatio
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AVERAGE COMPENSATION PER MONTH - TO
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Environment Pursuant to French law
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Consolidated financial information
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European Cross Reference List 10. C
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TOTAL S.A. Registered Office: 2, pl
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Registration document 2007 - Total.com

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