Registration document 2007 - Total.com
Registration document 2007 - Total.com
Registration document 2007 - Total.com
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Summary table of transactions <strong>com</strong>pleted by the Company involving its own shares from March 1, 2006<br />
to February 28, <strong>2007</strong> (a)<br />
Gross cumulated flows Open positions as of February 28, <strong>2007</strong><br />
Purchases Sales Open buy positions Open sell positions<br />
Number of shares 67,860,684 6,110,530 Bought calls Forward buys Sold calls Forward sells<br />
Average maximum maturity date - - - -<br />
Average transaction price (€) 51.93 38.10<br />
Average strike price - - - - - -<br />
Amount (in M€) 3,524 233<br />
(a) In <strong>com</strong>pliance with applicable regulations, the period indicated <strong>com</strong>menced the day after the date used as a reference for the publication of information on the previous program<br />
(<strong>Registration</strong> Document 2005).<br />
Treasury shares<br />
As of February 28, <strong>2007</strong><br />
Percentage of capital held by TOTAL S.A. 1.18%<br />
Number of shares held in portfolio 28,353,158<br />
Book value of the portfolio (at purchase prices) (M€) 1,098<br />
Market value of the portfolio (M€) (a) 1,447<br />
Percentage of capital held by the entire Group (b) 5.38%<br />
Number of shares held in portfolio 128,684,426<br />
Book value of the portfolio (at purchase prices) (M€) 4,122<br />
Market value of the portfolio (M€) (a) 6,565<br />
(a) On the basis of a market price of 51.02 euros per share on February 28, <strong>2007</strong>.<br />
(b) TOTAL S.A., <strong>Total</strong> Nucléaire, Financière Valorgest, Sogapar and Fingestval.<br />
TOTAL and its shareholders<br />
Share buybacks<br />
Description of the share buyback program under Articles 241-1 and thereafter of the general regulation of the French<br />
Autorité des marchés financiers (AMF)<br />
Objectives of the stock purchase program<br />
• reduce the Company’s capital through the cancellation of<br />
shares;<br />
• honor the Company’s obligations involving securities convertible<br />
or exchangeable into Company shares;<br />
• honor the Company’s obligations involving stock option<br />
programs or other stock allocations to employees of the<br />
Company or Group Companies (and specifically within the<br />
framework of restricted stock grants or within the framework of<br />
the remittance of stock to beneficiaries of Elf Aquitaine stock<br />
warrants under the exchange guarantee given by the Company,<br />
the terms of which were defined in the prospectus for<br />
<strong>Total</strong>Fina’s bid for Elf Aquitaine of September 22, 1999, which<br />
received COB approval No. 99-1179).<br />
Legal framework<br />
Implementation of the share buyback program, which falls within<br />
the legal framework created by Law No. 98-546 of July 2, 1998<br />
containing various economic and financial provisions and within<br />
the framework of the provisions of European regulation<br />
No. 2273/2003 on the conditions for the application of Council<br />
Directive No. 2003/6/EC of January 28, 2003, is subject to<br />
approval by the General Meeting of Shareholders of TOTAL S.A.<br />
of May 11, <strong>2007</strong>, through the fifth resolution, which reads as<br />
follows:<br />
6<br />
“Upon presentation of the report by the Board of Directors and<br />
certain information appearing in the description of the program<br />
prepared in accordance with Articles 241-1 and thereafter of the<br />
General Regulation (Règlement général) of the French Financial<br />
Markets Authority (Autorité des marchés financiers) and in<br />
accordance with the provisions of Article L 225-209 of the<br />
French Commercial Code and of Council Regulation<br />
No. 2273/2003 dated December 22, 2003 concerning the<br />
application of Council Directive No. 2003/6/CE dated January 28,<br />
2003, the shareholders hereby authorize the Board of Directors<br />
to buy or sell the shares within the framework of a share buyback<br />
program.<br />
The purchase of such shares may be transacted by any means<br />
on the market or over the counter, including by block-trades.<br />
Such transactions may include the use of any derivative financial<br />
instruments, whether traded on a regulated exchange or over the<br />
counter, as well as the use of hedging strategies in accordance<br />
with the regulations of the relevant market authorities.<br />
TOTAL – <strong>Registration</strong> Document 2006 135