Registration document 2007 - Total.com
Registration document 2007 - Total.com
Registration document 2007 - Total.com
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Pensions and other <strong>com</strong>mitments (Article<br />
L 225-102-1, paragraph 3, of the<br />
French Commercial Code)<br />
The Group does not have a specific pension plan for the<br />
Chairman and the Chief Executive Officer.<br />
The Chairman and the Chief Executive Officer are entitled to a<br />
retirement benefit calculated pursuant to the same formula used<br />
for all employees of TOTAL S.A. The method for calculating this<br />
benefit is determined by the National Collective Bargaining<br />
Agreement for the Petroleum Industry and is based on the annual<br />
gross <strong>com</strong>pensation (including fixed and variable portions) paid<br />
to the Chairman or the Chief Executive Officer, as the case may<br />
be.<br />
The Chairman and the Chief Executive Officer are also eligible for<br />
a <strong>com</strong>plementary pension plan open to all employees of the<br />
Group whose annual <strong>com</strong>pensation is greater than the annual<br />
social security threshold multiplied by eight. There are no French<br />
legal or collective bargaining provisions that apply to<br />
remuneration above this social security ceiling.<br />
This <strong>com</strong>plimentary pension plan is financed and managed by<br />
TOTAL S.A. to award a pension that is based on the period of<br />
employment (up to a limit of 20 years) and the portion of annual<br />
gross <strong>com</strong>pensation (including fixed and variable portions) that<br />
exceeds the annual social security threshold multiplied by eight.<br />
This pension is indexed to the French Association for<br />
Complementary Pensions Schemes (ARRCO) index.<br />
As of December 31, 2006, the Group’s pension obligations<br />
related to the Chairman are the equivalent of an annual pension<br />
of 15.46% of the Chairman’s 2006 <strong>com</strong>pensation.<br />
For Mr. de Margerie, the Group’s pension obligations are, as of<br />
December 31, 2006, the equivalent of an annual pension of<br />
26.10% of his 2006 <strong>com</strong>pensation.<br />
The Company also funds a life insurance policy which guarantees<br />
a payment, upon death, equal to two years’ <strong>com</strong>pensation (both<br />
fixed and variable), increased to three years upon accidental<br />
death, as well as, in case of disability, a payment proportional to<br />
the degree of disability.<br />
If the Chairman or the Chief Executive Officer’s employment is<br />
terminated or his term of office is not renewed, he is eligible for<br />
severance benefits calculated according to terms of the National<br />
Corporate Governance<br />
Compensation of the Board of Directors and Executive Officers<br />
5<br />
Collective Bargaining Agreement for the Petroleum Industry that<br />
applies to employees of TOTAL S.A. The maximum severance<br />
benefit, based upon thirty years of employment with the Group, is<br />
equal to two times an individual’s annual pay, based upon the gross<br />
<strong>com</strong>pensation (both fixed and variable) paid in the previous twelvemonth<br />
period.<br />
These severance benefits may be increased by an amount equal to<br />
an additional year’s gross pay (calculated as specified above) if the<br />
Chairman or the Chief Executive Officer enters into a non-<strong>com</strong>pete<br />
agreement or, in the case of a change in control of the ownership of<br />
the Company, if termination occurs within the two-year period<br />
following the change in control.<br />
These provisions for severance benefits are not applicable if, at the<br />
time of severance or non-renewal, the Chairman or the Chief<br />
Executive Officer is eligible to receive full retirement benefits. The<br />
benefits mentioned above are considered to cover any amounts<br />
due to the Chairman or the Chief Executive Officer, as the case may<br />
be, for all functions he may have performed for the Group. If the<br />
Group terminates employment or does not renew a term of office<br />
for reason (faute grave or faute lourde), these provisions for benefits<br />
do not apply.<br />
In addition to the pension <strong>com</strong>mitments described above, the<br />
Company has the following <strong>com</strong>mitments to Messrs. Tchuruk and<br />
Vaillaud:<br />
• The Company has funded a <strong>com</strong>plementary pension for<br />
Mr. Tchuruk related to his previous employment by the Group.<br />
After retirement, the amount paid per year to Mr. Tchuruk under<br />
this <strong>com</strong>plementary pension would amount to approximately<br />
71,150 euros, based upon calculations as of December 31,<br />
2006. This pension is indexed to the ARRCO index.<br />
• The Company has funded a <strong>com</strong>plementary pension for<br />
Mr. Vaillaud related to his previous employment by the Group.<br />
Mr. Vaillaud receives an annual <strong>com</strong>plementary pension of<br />
approximately 137,450 euros, based upon calculations as of<br />
December 31, 2006. This pension is indexed to the ARRCO<br />
index<br />
TOTAL – <strong>Registration</strong> Document 2006 103