Registration document 2007 - Total.com

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6 of 3.97 B€, of which 24,068,636 shares of TOTAL stock were repurchased under the authorization granted on May 17, 2005 and 51,856,364 TOTAL shares were repurchased under the authorization granted on May 12, 2006, and; • 2,295,684 TOTAL shares were repurchased at an average price of 51.91 euros per share, within the framework of the authorization granted on May 17, 2005, under restricted share grants approved by the Board of Directors on July 18, 2006, for a total cost of 0.12 B€. Use of the stock purchase authorization of May 12, 2006 (approval in process) Between May 12, 2006 and February 28, 2007, the Company repurchased 55,252,048 TOTAL shares under the authorization granted on May 12, 2006 by the General Meeting of Shareholders, at an average price of 51.53 euros per share, for a total cost of 2.85 B€: • 52,956,364 TOTAL shares were repurchased at an average price of 51.52 euros per share, for cancellation, for a total cost of 2.73 B€, and; • 2,295,684 TOTAL shares were purchased at an average price of 51.91 euros per share under the restricted share grants approved by the Board of Directors on July 18, 2006, for a total cost of 0.12 B€. Thus, at February 28, 2007, the Company held directly 28,353,158 TOTAL shares, representing 1.18% of the capital of TOTAL S.A.. By law, these shares lack both voting rights and the right to receive a dividend. Including shares held by Group subsidiaries, the total number of TOTAL shares held by the Group as of February 28, 2007 was 128,684,426, representing 5.38% of the capital of TOTAL S.A., comprised of 28,353,158 treasury shares, 22,661,474 shares held to hedge call options, 4,591,684 shares to back the restricted share grants, 1,100,000 shares to be cancelled and 100,331,268 shares held by subsidiaries. Sales of shares during 2006 6,997,305 TOTAL shares, value 2.50 euros per share, were sold in 2006 at an average price of 37,87 euros per share through the exercise of TOTAL stock options granted under stock option allocation plans approved by the Board of Directors on March 17, 1998, June 15, 1999, July 11, 2000, July 10, 2001 and July 9, 2002, including: • 705,279 TOTAL shares, par value 10 euros per share, representing 2,821,116 TOTAL shares, par value 2.50 euros per share, were sold between January and April 2006 at an average price of 36.43 euros per share, par value 2.50 euros per share, and; • 4,176,189 TOTAL shares with, par value 2.50 euros per share, were sold between May and December 2006 at an average price of 38.85 euros per share, par value 2.50 euros per share. 134 TOTAL and its shareholders Share buybacks TOTAL – Registration Document 2006 Conditions for the purchase and use of derivative products Between January 1, 2006 and February 28, 2007, the Company has not used derivative products on the stock markets within the framework of stock repurchase programs successively authorized by the General Meeting of Shareholders of May 17, 2005, and then by the General Meeting of Shareholders of May 12, 2006. Moreover, all shares were repurchased on the market. Cancellation of Company shares during 2005, 2006 and 2007 Using the authorization granted by the General Meeting of Shareholders of May 7, 2002 to reduce the share capital by up to 10% by canceling shares held by the Company during a 24-month period, the Board of Directors of July 19 and of November 3, 2005, with effect as of November 22, 2005, decided to cancel respectively 13,527,578 shares, par value 10 euros (54,110,312 shares, par value 2.50 euros per share), and 7,547,990 shares, par value 10 euros per share (30,191,960 shares, par value 2.50 euros per share), accounted for as longterm securities in the parent company financial statements. Under this authorization, the Board of Directors of July 18, 2006 and January 10, 2007 decided to cancel respectively 47,020,000 and 33,005,000 shares, par value 2.50 euros per share, accounted for as long-term securities in the parent company financial statements. The authorization granted by the General Meeting of Shareholders of May 7, 2002 will expire at the close of the General Meeting of Shareholders held to approve the financial statements for the year 2006. Consequently, the shareholders’ meeting of May 11, 2007 will be asked to approve the authorization to reduce the capital by cancellation of treasury shares or, shares that could be held after repurchases done under the Article L 225-209 of the French Commercial Code. Based on 2,392,762,953 shares outstanding as of January 10, 2007, and given the cancellations successively carried out on July 19, 2005 (54,110,312 shares), November 22, 2005 (30,191,960 shares), July 18, 2006 (47,020,000 shares), and January 10, 2007 (33,005,000 shares), the Company may cancel a maximum of 74,949,023 shares before May 11, 2007. Reallocations during fiscal year 2006, for other approved purposes Shares purchased by the Company under the authorization granted by the General Meeting of Shareholders of May 12, 2006, or under previous authorizations, were not reallocated in 2006 to purposes other than those initially specified at the time of purchase.
Summary table of transactions completed by the Company involving its own shares from March 1, 2006 to February 28, 2007 (a) Gross cumulated flows Open positions as of February 28, 2007 Purchases Sales Open buy positions Open sell positions Number of shares 67,860,684 6,110,530 Bought calls Forward buys Sold calls Forward sells Average maximum maturity date - - - - Average transaction price (€) 51.93 38.10 Average strike price - - - - - - Amount (in M€) 3,524 233 (a) In compliance with applicable regulations, the period indicated commenced the day after the date used as a reference for the publication of information on the previous program (Registration Document 2005). Treasury shares As of February 28, 2007 Percentage of capital held by TOTAL S.A. 1.18% Number of shares held in portfolio 28,353,158 Book value of the portfolio (at purchase prices) (M€) 1,098 Market value of the portfolio (M€) (a) 1,447 Percentage of capital held by the entire Group (b) 5.38% Number of shares held in portfolio 128,684,426 Book value of the portfolio (at purchase prices) (M€) 4,122 Market value of the portfolio (M€) (a) 6,565 (a) On the basis of a market price of 51.02 euros per share on February 28, 2007. (b) TOTAL S.A., Total Nucléaire, Financière Valorgest, Sogapar and Fingestval. TOTAL and its shareholders Share buybacks Description of the share buyback program under Articles 241-1 and thereafter of the general regulation of the French Autorité des marchés financiers (AMF) Objectives of the stock purchase program • reduce the Company’s capital through the cancellation of shares; • honor the Company’s obligations involving securities convertible or exchangeable into Company shares; • honor the Company’s obligations involving stock option programs or other stock allocations to employees of the Company or Group Companies (and specifically within the framework of restricted stock grants or within the framework of the remittance of stock to beneficiaries of Elf Aquitaine stock warrants under the exchange guarantee given by the Company, the terms of which were defined in the prospectus for TotalFina’s bid for Elf Aquitaine of September 22, 1999, which received COB approval No. 99-1179). Legal framework Implementation of the share buyback program, which falls within the legal framework created by Law No. 98-546 of July 2, 1998 containing various economic and financial provisions and within the framework of the provisions of European regulation No. 2273/2003 on the conditions for the application of Council Directive No. 2003/6/EC of January 28, 2003, is subject to approval by the General Meeting of Shareholders of TOTAL S.A. of May 11, 2007, through the fifth resolution, which reads as follows: 6 “Upon presentation of the report by the Board of Directors and certain information appearing in the description of the program prepared in accordance with Articles 241-1 and thereafter of the General Regulation (Règlement général) of the French Financial Markets Authority (Autorité des marchés financiers) and in accordance with the provisions of Article L 225-209 of the French Commercial Code and of Council Regulation No. 2273/2003 dated December 22, 2003 concerning the application of Council Directive No. 2003/6/CE dated January 28, 2003, the shareholders hereby authorize the Board of Directors to buy or sell the shares within the framework of a share buyback program. The purchase of such shares may be transacted by any means on the market or over the counter, including by block-trades. Such transactions may include the use of any derivative financial instruments, whether traded on a regulated exchange or over the counter, as well as the use of hedging strategies in accordance with the regulations of the relevant market authorities. TOTAL – Registration Document 2006 135
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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
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In 2006, the principal market bench
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Base Chemicals TOTAL’s Base Chemi
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Specialties TOTAL’s Specialties s
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Investments Main investments made o
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Property, Plant and Equipment TOTAL
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Board of Directors Executive Commit
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Management Report of the Board of D
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Market environment 2006 2005 2004 E
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Upstream results Liquids and gas pr
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Downstream results For the full yea
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Liquidity and capital resources Lon
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Research and development Research a
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Trends and outlook Outlook Since th
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Risk Factors Market risks p. 76 •
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The Group has implemented strict po
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The non-current debt in dollars des
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Grande Paroisse An explosion occurr
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Page 87 and 88: Risk management Risk evaluations le
Page 89 and 90: TOTAL, like other major internation
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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 and 102: Management General Management On Ma
Page 103 and 104: Corporate Governance Compensation o
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: Share buybacks The General Meeting
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
Page 153 and 154: Additional information Financial in
Page 155 and 156: General information Share capital p
Page 157 and 158: Pursuant to this authorization, the
Page 159 and 160: Potential capital as of December 31
Page 161 and 162: General information Share capital J
Page 163 and 164: Directors’ Charter and Committees
Page 165 and 166: Other matters Employee incentives a
Page 167 and 168: Information on holdings General inf
Page 169 and 170: Statutory auditors’ report on the
Page 171 and 172: Consolidated statement of income TO
Page 173 and 174: Consolidated statement of cash flow
Page 175 and 176: On February 13, 2007, the Board of
Page 177 and 178: G. Earnings per share Earnings per
Page 179 and 180: equal to the market price. For unli
Page 181 and 182: The net periodic pension cost is re
Page 183 and 184: (iii) Portion of intangible assets
Page 185 and 186: 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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