11 22) Share subscription options and share purchase options; restricted share grants TOTAL share subscription options plans 2003 Plan (a) 2004 Plan (b) 2005 Plan (c) 2006 Plan (d) <strong>Total</strong> Exercise price until May 23, 2006 (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 07/16/2011 07/20/2012 07/19/2013 07/18/2014 Options (f) Outstanding as of January 1, 2003 - - - - - Granted 11,741,224 - - - 11,741,224 Cancelled - - - - - Exercised - - - - - Outstanding 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) Outstanding 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) Outstanding 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) Arkema spin-off adjustments (g) 163,180 196,448 90,280 - 449,908 Exercised (729,186) (120,133) - - (849,319) Outstanding 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 2-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. Underlying shares may not be sold for 4 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 2-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. Underlying shares may not be sold for 4 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 2-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. Underlying shares may not be sold for 4 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 2-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. Underlying shares may not be sold for 4 years from the date of grant. (e) Following the four-for-one stock split, the exercise prices of TOTAL share 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 effective as of May 24, 2006. (f) Pursuant to the four-for-one stock split on May 18, 2006, the number of options has been adjusted accordingly (g) Adjustments decided by the Board of Directors on March 14, 2006 following Articles 174-9, 174-12 and 174-13 of Decree n° 67-236 of March 23, 1967 in force at the date of the Shareholders’ Meeting of TOTAL S.A. held on May 12, 2006, within the framework of the Arkema spin-off. These adjustments were made on May 22, 2006 and effective as of May 24, 2006. 266 Appendix 3 - TOTAL S.A. Parent <strong>com</strong>pany’s statutory financial statements TOTAL - <strong>Registration</strong> Document 2006
TOTAL share purchase options plans Appendix 3 - TOTAL S.A. Parent <strong>com</strong>pany’s statutory financial statements 1998 Plan (a) 1999 Plan (b) 2000 Plan (c) 2001 Plan (d) 2002 Plan (e) <strong>Total</strong> Exercise price until May 23, 2006 (in euros) (f) 23.44 28.25 40.68 42.05 39.58 Exercise price since May 24, 2006 (in euros) (f) - 27.86 40.11 41.47 39.03 Expiration date 03/17/2006 06/15/<strong>2007</strong> 07/11/2008 07/10/2009 07/09/2010 Options (g) Outstanding as of January 1, 2003 3,603,520 5,823,868 9,658,580 10,749,100 11,479,400 41,314,468 Granted - - - - - - Cancelled - (20,400) (22,400) (14,600) (26,600) (84,000) Exercised (713,368) (177,000) - - - (890,368) Outstanding as of January 1, 2004 2,890,152 5,626,468 9,636,180 10,734,500 11,452,800 40,340,100 Granted - - - - - - Cancelled - - (5,200) (10,800) (3,200) (19,200) Exercised (1,334,104) (1,520,352) (5,200) - (3,088) (2,862,744) Outstanding as of January 1, 2005 1,566,048 4,106,116 9,625,780 10,723,700 11,446,512 37,458,156 Granted - - - - - - Cancelled (400) (1,200) (7,000) (4,000) (9,800) (22,400) Exercised (965,996) (2,052,484) (3,108,836) (1,983,800) (153,232) (8,264,348) Outstanding as of January 1, 2006 589,652 2,052,432 6,509,944 8,735,900 11,283,480 29,171,408 Granted - - - - - - Cancelled (72,692) - (7,272) (i) (15,971) (26,694) (122,629) Arkema spin-off adjustments (h) - 25,772 84,308 113,704 165,672 389,456 Exercised (516,960) (707,780) (1,658,475) (1,972,348) (2,141,742) (6,997,305) Outstanding as of December 31, 2006 - 1,370,424 4,928,505 6,861,285 9,280,716 22,440,930 11 (a) Grants decided by the Board of Directors on March 17, 1998 pursuant to the authorization given by the Shareholders’ Meeting held on May 21, 1997. The options are exercisable only after a 5-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. This plan fell due on March 17, 2006. (b) Grants decided by the Board of Directors on June 15, 1999 pursuant to the authorization given by the Shareholders’ Meeting held on May 21, 1997. The options are exercisable only after a 5-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. (c) Grants decided by the Board of Directors on July 11, 2000 pursuant to the authorization given by the Shareholders’ Meeting held on May 21, 1997. The options are exercisable only after a 4-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. For beneficiaries holding contracts with French <strong>com</strong>panies or working in France, the shares arising from the exercise of options may not be sold for 5 years from the date of grant. (d) Grants decided by the Board of Directors on July 10, 2001 pursuant to the authorization given by the Shareholders’ Meeting held on May 17, 2001. The options are exercisable only after a 3.5-year period from the date the option is granted to the individual employee and must be exercised within 8 years from the date of grant. Underlying shares may not be sold for 4 years from the date of grant. (e) Grants decided by the Board of Directors on July 9, 2002 pursuant to the authorization given by the Shareholders’ Meeting held on May 17, 2001. The options are exercisable only after a 2-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. Underlying shares may not be sold for 4 years from the date of grant. (f) Following the four-for-one stock split, the exercise prices of TOTAL share purchase options were multiplied by 0.25. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL shares purchase options were multiplied by an adjustment factor equal to 0.986147 effective as of May 24, 2006. (g) Pursuant to the four-for-one stock split on May 18, 2006, the number of options has been adjusted accordingly. (h) Adjustments decided by the Board of Directors on March 14, 2006 following Articles 174-9, 174-12 and 174-13 of Decree n° 67-236 of March 23, 1967 in force at the date of the Shareholders’ Meeting of TOTAL S.A. held on May 12, 2006, within the framework of the Arkema spin-off. These adjustments were made on May 22, 2006 and effective as of May 24, 2006. (i) Taking into account the confirmation in 2006 of the award of 500 stock options (for underlying shares, par value 10 euros per share) that has been canceled erroneously in 2001. TOTAL - <strong>Registration</strong> Document 2006 267
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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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Corporate Governance Employees, Sha
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Corporate Governance Employees, Sha
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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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Information on holdings General inf
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Statutory auditors’ report on the
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Consolidated statement of income TO
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Consolidated statement of cash flow
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On February 13, 2007, the Board of
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G. Earnings per share Earnings per
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equal to the market price. For unli
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The net periodic pension cost is re
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(iii) Portion of intangible assets
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A. Information by business segment
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Appendix 1 - Consolidated financial
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Appendix 1 - Consolidated financial
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Appendix 1 - Consolidated financial
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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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Appendix 1 - Consolidated financial
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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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Appendix 1 - Consolidated financial
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Impact on net income The amount of
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