Registration document 2007 - Total.com
Registration document 2007 - Total.com
Registration document 2007 - Total.com
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5<br />
114<br />
Corporate Governance<br />
Employees, Share Ownership, Stock Options and Restricted Share Grants<br />
on May 17, 2005 to the Board when capital is increased through<br />
ordinary share issues or through any marketable security linked<br />
to the capital that maintains preferential subscription rights (4 B€<br />
of par value). This delegation of authority cancelled and replaced,<br />
for the unused part, the one granted by the Extraordinary<br />
Shareholder’s Meeting of May 14, 2004.<br />
Pursuant to this delegation of authority, the Board of Directors<br />
decided on November 3, 2005 to proceed with a capital increase<br />
of a maximum of three million Company shares with a par value<br />
of 10 euros, representing 12 million shares with a par value of<br />
2.5 euros reserved for TOTAL employees, bearing dividends as of<br />
January 1, 2005, at a price of 166.60 euros per share with a par<br />
value of 10 euros or 41.65 euros per share with a par value of<br />
2.50 euros. In accordance with Article 14 of the French Autorité<br />
des marchés financiers (AMF) instruction No. 2005-11 as of<br />
December 13, 2005 regarding the information to be disclosed in<br />
case of a capital increase operation, TOTAL S.A. released on<br />
January 27, 2006, on its website and on the website of the AMF,<br />
a press release which specified the terms of the offering. The<br />
offering was opened to the employees of TOTAL S.A. and to the<br />
employees of its French and foreign subsidiaries in which TOTAL<br />
S.A. holds directly or indirectly 50% at least of the capital, who<br />
are participants in the TOTAL Group Savings Plan (PEG-A) and<br />
for which local regulatory approval was obtained. The offering<br />
was also opened to former employees of TOTAL S.A. and its<br />
French subsidiaries who took their retirement. Subscription was<br />
opened from February 6 through February 24, 2006, and resulted<br />
in the issuance of 2,785,330 new shares with a par value of<br />
10 euros, or 11,141,320 euros with a par value of 2.50 euros, in<br />
2006.<br />
TOTAL – <strong>Registration</strong> Document 2006<br />
Shares held by Directors and Executive<br />
Officers<br />
On December 31, 2006, based upon information from the<br />
members of the Board and the share registrar, the members of<br />
the Board and the Executive Officers of the Group (Management<br />
Committee and Treasurer) held a total of less than 0.5% of the<br />
Company’s shares:<br />
• Members of the Board of Directors (including the Chairman):<br />
680,773 shares.<br />
• Management Committee and Treasurer (including the<br />
Chairman): 1,616,337 shares.<br />
• Chairman of the Board of Directors: 477,200 shares.