Registration document 2007 - Total.com
Registration document 2007 - Total.com
Registration document 2007 - Total.com
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6<br />
142<br />
TOTAL and its shareholders<br />
Information for overseas shareholders<br />
Information for overseas shareholders<br />
United States holders of ADRs<br />
Information intended for U.S. holders of TOTAL’s American<br />
Depositary Shares (ADSs), represented by American Depositary<br />
Receipts (ADRs) is provided in the form 20-F filed by TOTAL S.A.<br />
with the Securities and Exchange Commission of the United<br />
States of America in respect of the fiscal year ended<br />
December 31, 2006.<br />
Non-resident shareholders (other than U.S.<br />
Shareholders)<br />
In addition to the Paris stock exchange, TOTAL’s shares have<br />
been listed on the London Stock Exchange since 1973 and on<br />
the Brussels stock exchange since 1999. These shares have<br />
been traded on the SEAQ International since 1986.<br />
Dividends<br />
Dividends paid to non-French resident shareholders are generally<br />
subject to French withholding tax at a rate of 25%.<br />
However, according to many tax treaties signed between France<br />
and other countries (“Tax Treaties”), the rate of French<br />
withholding tax is reduced to 15% in the case of dividends paid<br />
to a beneficial owner of the dividend that is a resident of one of<br />
these countries as defined by the treaties, provided certain<br />
requirements are satisfied (“Eligible Holder”).<br />
Countries with which France signed a Tax Treaty which provides<br />
a reduction of the French withholding tax on dividends to 15%<br />
include Austria, Belgium, Canada, Germany, Ireland, Italy, Japan,<br />
Luxembourg, Norway, the Netherlands, Singapore, South Africa,<br />
Spain, Switzerland, and the United Kingdom (this is not an<br />
exhaustive list).<br />
Administrative guidelines issued by the French Tax Authorities set<br />
forth the conditions under which the reduced French withholding<br />
tax at the rate of 15% may be available. The immediate<br />
application of the reduced 15% rate is available only to Eligible<br />
Holders who may benefit from the so-called “simplified<br />
procedure” and are resident of a country with which France has<br />
concluded a Tax Treaty that provides for a reduction of the<br />
withholding tax.<br />
Under the “simplified procedure”, such Eligible Holders may claim<br />
the immediate application of withholding tax at the rate of 15%<br />
on the dividends to be received by them, provided that:<br />
(i) they furnish to the financial institution managing their securities<br />
account a certificate of residence conforming with the model<br />
attached to the Administrative Guidelines. The immediate<br />
application of the 15% withholding tax will be available only if<br />
the certificate of residence is sent to the financial institution<br />
TOTAL – <strong>Registration</strong> Document 2006<br />
managing their securities account before the dividend<br />
payment date. Furthermore, each financial institution<br />
managing the eligible Holders’ securities account must also<br />
send to the French paying agent the figure of the total amount<br />
of dividends eligible for the reduced withholding tax rate<br />
before the dividend payment date.<br />
(ii) The foreign financial institution managing such Eligible Holder’s<br />
securities account provides to the French paying agent a list<br />
of the Eligible Holders and others information set forth in the<br />
Administrative Guidelines. These <strong>document</strong>s must be sent as<br />
soon as possible, in all cases before the end of the third<br />
month <strong>com</strong>puted as from the end of the month of the<br />
dividend payment date.<br />
Where the foreign Eligible Holder’s identity and tax residence are<br />
known by the French paying agent, the latter may release such<br />
foreign Eligible Holder from furnishing to the financial institution<br />
managing its securities account the abovementioned certificate of<br />
residence, and apply the 15% withholding tax rate to dividends it<br />
pays to such foreign Eligible Holder.<br />
For an Eligible Holder that is not entitled to the so-called<br />
“simplified procedure”, the 25% French withholding tax will be<br />
levied at the time the dividends are paid. Such Eligible Holder<br />
may, however, be entitled to a refund of the withholding tax in<br />
excess of the 15% rate under the standard procedure, as<br />
opposed to the “simplified procedure”, provided that the Eligible<br />
Holder furnishes to the French paying agent an application for<br />
refund on a specific form before December 31 of the second<br />
year following the date of payment of the withholding tax at the<br />
25% rate. Any French withholding tax refund is generally<br />
expected to be paid within twelve months from the filing of the<br />
abovementioned form. However, it will not be paid before<br />
January 15 of the year following the year in which the dividend<br />
was paid. The “simplified procedure” is not applicable to Swiss<br />
corporate holders and Singapore resident holders.<br />
Copies of the French forms mentioned above are, in principle,<br />
available from the French non-resident tax office, at the following<br />
address:<br />
Recette des Impôts des Non-Résidents, 10, rue du Centre, TSA,<br />
93160 Noisy le Grand, France.<br />
According to certain Tax Treaties, certain Eligible Holders were<br />
entitled to receive a French tax credit (the so-called avoir fiscal).<br />
However, from January 1, 2005, the avoir fiscal is abolished.<br />
The avoir fiscal is replaced, for French resident shareholders who<br />
are individuals, by a tax credit equal to 50% of the amount<br />
distributed in 2006, but with an overall annual cap of 115 euros<br />
(double for married couples filing jointly).