Registration document 2007 - Total.com

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9 A) Contractual obligations Debt obligations “Non-current debt obligations” are included in the items “Noncurrent financial debt” and “Hedging instruments of non-current financial debt” of the balance sheet. It includes the non-current portion of issue swaps and swaps hedging debenture loans, and excludes non-current finance lease obligations of 371 M€. The current portion of non-current debt is included in the items “Current borrowings”, “Current financial assets” and “Other current financial liabilities” of the balance sheet. It includes the current portion of issue swaps and swaps hedging debenture loans and excludes the current portion of finance lease obligations of 29 M€. The information regarding contractual obligations linked to indebtedness is presented in the note 20 to the consolidated financial statements. Lease contracts The information regarding operating and finance leases is presented in the note 22 to the consolidated financial statements. Asset retirement obligations This item represents the discounted present value of Upstream asset retirement obligations, primarily asset removal costs at the completion date. The information regarding contractual obligations linked to asset retirement obligations is presented in the note 19 to the consolidated financial statements. Purchase obligations Purchase obligations are obligations under contractual agreements to purchase goods or services, including capital projects, that are enforceable and legally binding on the company, and that specify all significant terms, including the amount and the timing of the payments. These obligations include mainly: hydrocarbon unconditional purchase contracts (except where an active, highly-liquid market exists and which are expected to be re-sold shortly after purchase), reservation of transport capacities in pipelines, unconditional exploration works and development works in Upstream, and contracts for capital investment projects in Downstream. 216 Appendix 1 – Consolidated financial statements Notes to the consolidated financial statement TOTAL – Registration Document 2006 B) Other commitments given Guarantees given for excise taxes Guarantees given on customs duties, which amount to 1,807 M€ as of December 31, 2006, mainly consist of guarantees given to other oil and gas companies in order to comply with French tax authorities’ requirements for oil and gas imports in France. A payment would be triggered by a failure of the guaranteed party with respect to the French tax authorities. The default of the guaranteed parties is however considered to be highly remote by the Group. Collateral given against borrowings The Group guarantees bank debt and finance lease obligations of certain unconsolidated affiliates. Expiration dates vary, and guarantees will terminate on payment and/or cancellation of the obligation. A payment would be triggered by failure of the guaranteed party to fulfill its obligation covered by the guarantee, and no assets are held as collateral for these guarantees. The amount of these guarantees total approximately 1,079 M€ as of December 31, 2006 for debt guarantees with maturities up to 2019. Indemnities related to sales of businesses In the ordinary course of business, the Group executes contracts involving standard indemnities in the industry and indemnifications specific to a transaction such as sale of a business. These indemnifications might include claims against any of the following: environmental, tax and shareholder matters, intellectual property rights, governmental regulations and employment-related matters, dealer, supplier, and other commercial contractual relationships. Performance under these indemnities would generally be triggered by a breach of terms of the contract or by a third party claim. The Group regularly evaluates the probability of having to incur costs associated with these indemnifications. Guarantees related to business sales consist mainly of guarantees given for the sale of the Inks division in 1999 and the sale of the Paints business in 2003. The guarantees related to antitrust investigations granted as part of the agreement relating to the spin-off of Arkema are described in note 30 to the consolidated financial statements.
Other guarantees given Non-consolidated subsidiaries The Group also guarantees the current liabilities of some of nonconsolidated subsidiaries. Performance under these guarantees would be triggered by a financial default of the entity. As of December 31, 2006, the total amount of these guarantees is estimated to be 68 M€. Other guarantees given As part of normal ongoing business operations and consistent with generally and accepted recognized industry practice, the Group enters into numerous agreements with other parties. 24) Share-based payments Appendix 1 – Consolidated financial statements Notes to the consolidated financial statement 9 These commitments are often entered into for commercial purposes or for regulatory purposes and for other operating agreements. As of December 31, 2006, these other commitments include guarantees given to customers or suppliers for 1,544 M€, guarantees on letters of credit for 1,416 M€ and other operating commitments for 1,195 M€. In line with the business practice of all oil and gas companies for development of gas fields, the Group is involved in long-term sale agreements on quantities of natural gas. The price of these contracts is indexed to prices of petroleum products and other forms of energy. A) TOTAL share subscription options plan 2003 Plan (a) 2004 Plan (b) 2005 Plan (c) 2006 Plan (d) Total Exercise price until May 23, 2006 included (in euros) (e) 33.30 39.85 49.73 - Exercise price since May 24, 2006 (in euros) (e) 32.84 39.30 49.04 50.60 Expiration date Number of options 07/16/2011 07/20/2012 07/19/2013 07/18/2014 (f) Existing options as of January 1, 2004 11,741,224 - - - 11,741,224 Granted - 13,462,520 - - 13,462,520 Cancelled (8,400) (48,000) - - (56,400) Exercised (3,800) - - - (3,800) Existing options as of January 1, 2005 11,729,024 13,414,520 - - 25,143,544 Granted - 24,000 6,104,480 - 6,128,480 Cancelled (10,000) (16,400) (10,400) - (36,800) Exercised (522,228) (10,800) - - (533,028) Existing options as of January 1, 2006 11,196,796 13,411,320 6,094,080 - 30,702,196 Granted - - 134,400 5,727,240 5,861,640 Cancelled (22,200) (57,263) (43,003) (1,080) (123,546) Adjustment following the spin-off of Arkema (g) 163,180 196,448 90,280 - 449,908 Exercised (729,186) (120,133) - - (849,319) Existing options as of December 31, 2006 10,608,590 13,430,372 6,275,757 5,726,160 36,040,879 (a) Grants decided by the Board of Directors on July 16, 2003 pursuant to the authorization given by the Shareholders’ Meeting held on May 17, 2001. The options are exercisable only after a two-year period from the date the option is granted to the individual employee and must be exercised within eight years from the date of grant. Underlying shares may not be sold for four years from the date of grant. (b) Grants decided by the Board of Directors on July 20, 2004 pursuant to the authorization given by the Shareholders’ Meeting held on May 14, 2004. The options are exercisable only after a two-year period from the date the option is granted to the individual employee and must be exercised within eight years from this date. Underlying shares may not be sold for four years from the date of grant. (c) Grants decided by the Board of Directors on July 19, 2005 pursuant to the authorization given by the Shareholders’ Meeting held on May 14, 2004. The options are exercisable only after a two-year period from the date the option is granted to the individual employee and must be exercised within eight years from this date. Underlying shares may not be sold for four years from the date of grant. (d) Grants decided by the Board of Directors on July 18, 2006 pursuant to the authorization given by the Shareholders’ Meeting held on May 14, 2004. The options are exercisable only after a two-year period from the date the option is granted to the individual employee and must be exercised within eight years from this date. Underlying shares may not be sold for four years from the date of grant. (e) To reflect the four-for-one stock split, the exercise prices of TOTAL shares subscription options were multiplied by 0.25. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL shares subscription options were multiplied by an adjustment factor equal to 0.986147 with effect as of May 24, 2006. (f) The number of options was multiplied by four to reflect the four-for-one stock split on May 18, 2006. (g) Adjustments decided by the Board of Directors on March 14, 2006, in application of Articles 174-9, 174-12 and 174-13 of the Decree n°67-236 of March 23, 1967 in force during this Board of Directors and during TOTAL S.A. Shareholders’ Meeting of May 12, 2006, as part of the spin-off of Arkema. These adjustments have been made on May 22, 2006 with effect as of May 24, 2006. TOTAL – Registration Document 2006 217
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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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Myanmar Under the Belgian “univer
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Risk management Risk evaluations le
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TOTAL, like other major internation
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Insurance and risk management Organ
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Corporate Governance Board of Direc
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Daniel Bouton 56 years old. Inspect
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Bertrand Jacquillat 62 years old. A
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Michel Pébereau 64 years old. Hono
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Management General Management On Ma
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Corporate Governance Compensation o
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Pensions and other commitments (Art
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Within this framework, the Board’
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Members of the Audit Committee may
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Messrs. Bouton, Collomb, Desmarais,
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establishes and maintains procedure
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Employees, Share Ownership, Stock O
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Corporate Governance Employees, Sha
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TOTAL stock options Corporate Gover
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Restricted share plans as of Decemb
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TOTAL and its shareholders Listing
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Four-for-one stock split The Genera
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Information Summary TOTAL and its s
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Dividends Dividend policy In accord
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Share buybacks The General Meeting
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Summary table of transactions compl
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cancels and replaces the unused por
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which was approved by the French Co
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Shareholder structure Distribution
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Non-resident individual taxpayers e
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The Committee also worked on the co
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2007 Calendar February 14 Results f
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Financial information Historical fi
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Additional information Financial in
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General information Share capital p
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Pursuant to this authorization, the
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Potential capital as of December 31
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General information Share capital J
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Directors’ Charter and Committees
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Other matters Employee incentives a
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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
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Page 179 and 180: equal to the market price. For unli
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Page 183 and 184: (iii) Portion of intangible assets
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Page 187 and 188: Appendix 1 - Consolidated financial
Page 195 and 196: ADJUSTMENTS TO OPERATING INCOME 200
Page 197 and 198: In 2006, gains and losses on sales
Page 201 and 202: Property, plant and equipment prese
Page 203 and 204: 14) Other non-current assets As of
Page 205 and 206: The variation of the weighted-avera
Page 207 and 208: 18) Employee benefits obligations P
Page 209 and 210: The components of the net periodic
Page 211 and 212: 20) Financial debt and related fina
Page 215 and 216: Impact on net income The amount of
Page 217: 23) Commitments and contingencies A
Page 223 and 224: 25) Payroll and staff For the year
Page 225 and 226: The classification by strategy and
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Page 231 and 232: As a result of its policy for manag
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Page 237 and 238: 53.2% 95.7% Elf Aquitaine 99.5% 100
Page 239 and 240: Oil and gas reserves p. 238 • Cha
Page 241 and 242: Changes in liquids reserves Appendi
Page 243 and 244: Changes in liquids and gas reserves
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Page 247 and 248: Appendix 2 - Supplemental oil and g
Page 249 and 250: Other information Accounting for ex
Page 251 and 252: Appendix 3 - TOTAL S.A. Special aud
Page 253 and 254: (Free translation of a French langu
Page 255 and 256: Balance Sheet (TOTAL S.A.) Appendix
Page 257 and 258: Statement of changes in Shareholder
Page 259 and 260: 2) Property, plant and equipment As
Page 261 and 262: 6) Shareholders’ equity A) Common
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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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