Registration document 2007 - Total.com

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