Registration Document 2011  
Contents  
1. Key figures  
8. General information  
1
2
. Operating and market data . . . . . . . . . . . . . . . . . . . . .1  
. Selected financial information . . . . . . . . . . . . . . . . . . .2  
1. Share capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .168  
2. Articles of incorporation and by-laws;  
other information . . . . . . . . . . . . . . . . . . . . . . . . . . .172  
3
4
. Other matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .175  
. Documents on display . . . . . . . . . . . . . . . . . . . . . . .176  
2. Business overview  
1. History and strategy of TOTAL . . . . . . . . . . . . . . . . . .8  
2. Upstream . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9  
3. Downstream . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .37  
4. Chemicals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .44  
5. Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .49  
6. Organizational structure . . . . . . . . . . . . . . . . . . . . . . .50  
7. Property, plant and equipment . . . . . . . . . . . . . . . . .51  
8. Organization chart as of December 31, 2011 . . . . . .52  
9. Organization chart as of February 29, 2012 . . . . . . .54  
5. Information on holdings . . . . . . . . . . . . . . . . . . . . . .176  
9
. Consolidated Financial Statements  
1. Statutory auditor’s report on the  
Consolidated Financial Statements . . . . . . . . . . . .180  
2. Consolidated statement of income . . . . . . . . . . . . .181  
3. Consolidated statement  
of comprehensive income . . . . . . . . . . . . . . . . . . . .182  
4
5
6
. Consolidated balance sheet . . . . . . . . . . . . . . . . . .183  
. Consolidated statement of cash flow . . . . . . . . . . .184  
. Consolidated statement of changes  
3
4
5
. Management Report  
1. Summary of results and financial position . . . . . . . .58  
2. Liquidity and capital resources . . . . . . . . . . . . . . . . .63  
3. Research & Development . . . . . . . . . . . . . . . . . . . . .65  
4. Trends and outlook . . . . . . . . . . . . . . . . . . . . . . . . . . .67  
in shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . .185  
7. Notes to the Consolidated Financial Statements . .186  
1
0. Supplemental oil and gas information  
(unaudited)  
. Risk factors  
1. Oil and gas information pursuant to FASB  
1. Financial risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .70  
2. Industrial and environmental risks . . . . . . . . . . . . . . .78  
3. Other risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .80  
4. Insurance and risk management . . . . . . . . . . . . . . . .86  
Accounting Standards Codification 932 . . . . . . . . .276  
. Other information . . . . . . . . . . . . . . . . . . . . . . . . . . .292  
2
1
1. TOTAL S.A.  
. Corporate governance  
1. Statutory auditor’s report on regulated  
agreements and commitments . . . . . . . . . . . . . . . .296  
1
. Report of the Chairman of the Board of Directors  
Article L. 225-37 of the French Commercial Code) . . .90  
2. Statutory auditor’s report on  
(
the financial statements . . . . . . . . . . . . . . . . . . . . .298  
. Statutory Financial Statements of TOTAL S.A.  
as parent company . . . . . . . . . . . . . . . . . . . . . . . . .299  
. Notes to the Statutory Financial Statements . . . . .303  
. Other financial information concerning  
2. Statutory auditor’s report (Article L. 225-235  
3
of the French Commercial Code) . . . . . . . . . . . . . . .114  
. General Management . . . . . . . . . . . . . . . . . . . . . . . .115  
. Statutory auditors . . . . . . . . . . . . . . . . . . . . . . . . . . .116  
. Compensation for the administration  
3
4
5
4
5
the parent company . . . . . . . . . . . . . . . . . . . . . . . . .318  
. Consolidated financial information  
and management bodies . . . . . . . . . . . . . . . . . . . . .117  
. Employees, share ownership . . . . . . . . . . . . . . . . . .135  
6
6
for the last five years . . . . . . . . . . . . . . . . . . . . . . . .321  
6
. TOTAL and its shareholders  
1
2. Corporate social responsibility  
1. Listing details . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .140  
2. Dividend . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .144  
3. Share buybacks . . . . . . . . . . . . . . . . . . . . . . . . . . . .146  
4. Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .150  
5. Information for overseas shareholders . . . . . . . . . .154  
6. Investor Relations . . . . . . . . . . . . . . . . . . . . . . . . . . .155  
1. Employee policy . . . . . . . . . . . . . . . . . . . . . . . . . . . .324  
2. Health, safety and environment information . . . . . .328  
3. Community development information . . . . . . . . . . .334  
4. Other social, community development  
and environmental information . . . . . . . . . . . . . . . .338  
. Third parties assurance reports . . . . . . . . . . . . . . . .340  
5
7
. Financial information  
Glossary  
345  
349  
1. Historical financial information . . . . . . . . . . . . . . . .160  
2. Audit of the historical financial information . . . . . .160  
3. Other information . . . . . . . . . . . . . . . . . . . . . . . . . .160  
4. Dividend policy . . . . . . . . . . . . . . . . . . . . . . . . . . . .161  
5. Legal and arbitration proceedings . . . . . . . . . . . . .161  
6. Significant changes . . . . . . . . . . . . . . . . . . . . . . . . .165  
Cross reference lists  
Registration Document 2011  
This translation is a non binding translation into English of the Chairman and Chief Executive Officer’s certification issued in French  
and is provided solely for the convenience of English-speaking readers.  
“I certify, after having taken all reasonable measures to this purpose and to the best of my knowledge, that the information contained  
in this Document de référence (Registration Document) is in accordance with the facts and makes no omission likely to affect its import.  
I certify, to the best of my knowledge, that the statutory and consolidated financial statements of TOTAL S.A. (the Company) have been prepared  
in accordance with applicable accounting standards and give a fair view of the assets, liabilities, financial position and results of the Company  
and of all the entities taken as a whole included in the consolidation, and that the rapport de gestion (Management Report) of the Board  
of Directors as referenced in the cross reference list included on page 353 of this Document de référence (Registration Document) presents  
a fair view of the development and performance of the business and financial position of the Company and of all the entities taken as a whole  
included in the consolidation, as well as a description of the main risks and uncertainties they are exposed to.  
I have received a completion letter from the statutory auditors in which they state that they have audited the information related to  
the financial situation and the financial statements included in this Document de référence (Registration Document), as well as read  
this Document de référence (Registration Document) in its entirety.  
The statutory auditors have reviewed the historical financial information contained in this Document de référence (Registration Document).  
The statutory auditors’ report on the consolidated financial statements for the year ended December 31, 2011, is included on page 180  
of this Document de référence (Registration Document). The statutory auditors’ report on the consolidated financial statements for the  
year ended December 31, 2010, included on page 166 of the 2010 Document de référence (Registration Document), filed with the French  
Financial Markets Authority (Autorité des marchés financiers) on March 28, 2011 contains remarks.”  
Christophe de Margerie  
Chairman and Chief Executive Officer  
The French language version of this Document de référence (Registration Document) was filed with the French Financial Markets  
Authority (Autorité des marchés financiers) on March 26, 2012 pursuant to Article 212-13 of the general regulations of the French Financial  
Markets Authority. It may be used in connection with a financial operation if supplemented by a prospectus for the operation and  
a summary, each of which will have received the visa of the French Financial Markets Authority.  
In accordance with paragraphs VI and VIII of aforesaid Article 212-13, the French language version of this Document de référence  
(Registration Document) incorporates the Annual Financial Report referred to in paragraph I of Article L. 451-1-2 of the French Monetary  
and Financial Code.  
This document has been drawn up by the issuer and is binding for its signatories.  
Registration Document 2011. TOTAL  
i
Abbreviations  
b:  
cf:  
barrel  
cubic feet  
per day  
per year  
euro  
/
/
d:  
y:  
:  
$
t:  
and/or dollar: U.S. dollar  
metric ton  
boe:  
kboe/d:  
kb/d:  
Btu:  
barrel of oil equivalent  
thousand boe/d  
thousand barrel/d  
British thermal unit  
M:  
million  
B:  
billion  
megawatt  
megawatt peak (direct current)  
terawatt hour  
French Financial Markets Authority  
American Petroleum Institute  
MW:  
MWp:  
TWh:  
AMF:  
API:  
Conversion table  
1
1
1
1
1
1
1
boe = 1 barrel of crude oil = approx. 5,447 cf of gas* in 2011.  
b/d = approx. 50 t/y  
t = approx. 7.5 b (for a gravity of 37° API)  
ERMI:  
European Refining Margin Indicator. ERMI is an indicator intended to  
represent the margin after variable costs for a hypothetical complex  
refinery located around Rotterdam in Northern Europe. The indicator  
margin may not be representative of the actual margins achieved by  
TOTAL in any period because of TOTAL’s particular refinery configurations,  
product mix effects or other company-specific operating conditions.  
Front-End Engineering and Design  
Floating Production Storage and Offloading  
International Financial Reporting Standards  
liquefied natural gas  
liquefied petroleum gas  
Return on Equity  
Return on Average Capital Employed  
United States Securities and Exchange Commission  
Steam Assisted Gravity Drainage  
3
Bm /y = approx. 0.1 Bcf/d  
3
m
= approx. 35.3 cf  
t of LNG = approx. 48 kcf of gas  
Mt/y of LNG = approx. 131 Mcf/d  
* This ratio is calculated based on the actual average equivalent energy content  
of TOTAL's natural gas reserves and is subject to change.  
FEED:  
FPSO:  
IFRS:  
LNG:  
LPG:  
ROE  
ROACE:  
SEC:  
SAGD:  
Definitions  
The terms “TOTAL” and “Group” as used in this Registration Document refer to TOTAL  
S.A. collectively with all of its direct and indirect consolidated subsidiaries located in,  
or outside of France.  
© TOTAL S.A. March 2012  
ii  
TOTAL. Registration Document 2011  
Key figures  
1
Key figures  
1. Operating and market data  
2011  
2010  
2009  
Brent ($/b)  
Exchange rate (-$)  
European Refinery Margin Indicator (ERMI) ($/t)  
111.3  
1.39  
17.4  
79.5  
1.33  
27.4  
61.7  
1.39  
17.8  
Hydrocarbon production (kboe/d)  
Liquids (kb/d)  
Gas (Mcf/d)  
2 346  
1 226  
6 098  
2 378  
1 340  
5 648  
2 281  
1 381  
4 923  
Refinery throughput (kb/d)(a)  
Refined products sales (kb/d)(b)  
1 863  
3 639  
2 009  
3 776  
2 151  
3 616  
(
(
a) Includes share of CEPSA through July 31, 2011, and, starting October 2010, of TotalErg.  
b) Includes trading.  
Registration Document 2011. TOTAL  
1
Key figures  
1
Selected financial information  
2. Selected financial information  
Consolidated data in million euros, except for earnings per share, dividends, number of shares and percentages.  
(M)  
2011  
2010  
2009  
Sales  
184,693  
159,269  
131,327  
Adjusted operating income from business segments(a)  
Adjusted net operating income from business segments(a)  
24,409  
12,263  
19,797  
10,622  
14,154  
7,607  
Net income (Group share)  
Ajusted net income (Group share)(a)  
12,276  
11,424  
10,571  
10,288  
8,447  
7,784  
Fully-diluted weighted-average shares (millions)  
Adjusted fully-diluted earnings per share (euros)(a)(b)  
Dividend per share (euros)(c)  
2,257.0  
5.06  
2,244.5  
4.58  
2,237.3  
3.48  
2.28  
2.28  
2.28  
Net-debt-to-equity ratio (as of December 31)  
Return on average capital employed (ROACE)(d)  
Return on equity (ROE)  
23%  
16%  
18%  
22%  
16%  
19%  
27%  
13%  
16%  
Cash flow from operations  
Investments  
Divestments  
19,536  
24,541  
8,578  
18,493  
16,273  
4,316  
12,360  
13,349  
3,081  
(
a) Adjusted results are defined as income using replacement cost, adjusted for special items, excluding the impact of changes for fair value from January 1, 2011, and, through June 30, 2010,  
excluding Total’s equity share of adjustments related to Sanofi.  
b) Based on fully-diluted weighted-average number of common shares outstanding during the period.  
c) Dividend 2011 is subject to the approval by the Shareholder’s Meeting on May 11, 2012.  
d) Based on adjusted net operating income and average capital employed at replacement costs (excluding after-tax inventory effect).  
(
(
(
2
TOTAL. Registration Document 2011  
Key figures  
Selected financial information  
1
Sales  
Adjusted net income  
Group share)  
(
(M)  
2009  
2010  
2011  
(M)  
2009  
2010  
2011  
1
84,693  
11,424  
1
0,288  
159,269  
131,327  
7
,784  
Adjusted net operating income  
from business segments  
Adjusted fully-diluted  
earnings per share  
(M)  
2009  
2010  
2011  
()  
2009  
2010  
2011  
1
2,263  
5.06  
4.58  
10,622  
3.48  
7,607  
1
0,405  
8
1
,597  
6
,382  
Upstream  
Downstream  
Chemicals  
,168  
857  
1,083  
775  
9
53  
272  
Investments  
Dividend per share  
(M)  
2009  
2010  
2011  
()  
2009  
2010  
2011  
2
4,541  
2.28  
2.28  
2.28(a)  
16,273  
13,349  
(a) Subject to the approval by the Shareholders’ Meeting  
of May 11, 2012.  
Registration Document 2011. TOTAL  
3
Key figures  
1
Selected financial information  
Upstream  
Oil and gas production  
Liquids and gas reserves  
(en kboe/d)  
2009  
2010  
2011  
(en Mboe)  
2009  
2010  
2011  
2,378  
2,346  
11,423  
2,281  
1
0,695  
1
0,483  
5
7
80  
512  
6
7
13  
5
,784  
5
,689  
5,987  
4,708  
6
59  
56  
49  
Europe  
2
5
55  
70  
2
5
44  
27  
Africa  
206  
Americas  
Middle East  
Asia and CIS  
5,639  
4
2
38  
75  
4,794  
Liquids  
Gas  
3
50  
271  
Downstream  
Refined product sales  
Refining capacity at year-end  
including Trading  
(en kb/d)  
2009  
2010  
2011  
(en kb/d)  
2009  
2010  
2011  
3,616  
3,776  
2,594  
3,639  
2,363  
2,090  
2
1
,392  
2
,281  
2
1
,435  
2
,282  
2
,049  
1
,791  
Europe  
Europe  
,384  
1,358  
,181  
Rest of  
World  
Rest of  
World  
3
12  
314  
299  
Chemicals  
2
011 non-Group sales  
2011 adjusted net operating  
income  
(B)  
2011  
(B)  
2011  
19.5 B€  
0.8 B€  
Base Chemicals  
Base Chemicals  
1
2.7 B€  
0.4 B€  
Speciality  
Chemicals  
Speciality  
Chemicals  
0.4 B€  
6.8 B€  
4
TOTAL. Registration Document 2011  
Key figures  
Selected financial information  
1
Shareholder base  
Shareholder base by region  
Estimates as of November 30, 2011,  
excluding treasury shares.  
Estimates as of November 30, 2011,  
excluding treasury shares.  
%
2011  
%
2011  
France 33%  
(a)  
Group Employees 4.6%  
United Kingdom 10%  
Individual  
shareholders 8.4%  
Rest of  
Europe 22%  
Institutional  
shareholders 87.0%  
North  
America 27%  
Rest of world 8%  
(a) Based on the definition of employee shareholding pursuant  
to Article L. 225-102 of the French Commercial code  
Employees by business  
segment  
Employees by region(a)  
(a)  
(
%)  
2011  
(%)  
2011  
France 36.5%  
Upstream 24.5%  
Downstream 30.6%  
Chemicals 43.4%  
Corporate 1.5%  
Rest of Europe  
23.3%  
Rest of World  
40.2%  
(
a) Consolidated subsidiaries.  
Workforce as of December 31, 2011: 96,104 employees.  
(a) Consolidated subsidiaries.  
Workforce as of December 31, 2011: 96,104 employees.  
Registration Document 2011. TOTAL  
5
6
TOTAL. Registration Document 2011  
Business overview  
2
Business overview  
1.  
History and strategy of TOTAL  
8
1
1
.1.  
.2.  
History and development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8  
Strategy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8  
2.  
Upstream  
9
2.1.  
2.2.  
2.3.  
2.4.  
2.5.  
2.6.  
2.7.  
2.8.  
2.9.  
Exploration & Production . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10  
Production by region . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12  
Presentation of production activities by region . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .13  
Oil and gas acreage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .28  
Number of productive wells . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .28  
Number of net oil and gas wells drilled annually . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .29  
Drilling and production activities in progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .29  
Interests in pipelines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .30  
Gas & Power . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .31  
3.  
Downstream  
37  
3
3
.1.  
.2.  
Refining & Marketing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .38  
Trading & Shipping . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .42  
4.  
Chemicals  
44  
4
4
.1.  
.2.  
Base Chemicals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .45  
Specialty Chemicals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .47  
5.  
Investments  
49  
5
5
.1.  
.2.  
Major investments over the 2009-2011 period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .49  
Major investments anticipated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .49  
6.  
Organizational structure  
50  
6
6
.1.  
.2.  
Position of the Company within the Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .50  
Major subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .50  
7.  
8.  
9.  
Property, plant and equipment  
51  
52  
54  
Organization chart as of December 31, 2011  
Organization chart as of February 29, 2012  
Registration Document 2011. TOTAL  
7
Business overview  
2
History and strategy of TOTAL  
1. History and strategy of TOTAL  
1.1. History and development  
TOTAL S.A., a French société anonyme (limited company)  
incorporated in France on March 28, 1924, together with its  
subsidiaries and affiliates, is the fifth largest publicly-traded  
TOTAL began its Upstream operations in the Middle East in 1924.  
Since that time, the Company has grown and expanded its  
operations worldwide. In early 1999, the Company acquired control  
of PetroFina S.A. (hereafter referred to as “PetroFina” or “Fina”) and  
in early 2000, the Company acquired control of Elf Aquitaine S.A.  
(1)  
integrated international oil and gas company in the world .  
With operations in more than 130 countries, TOTAL has  
activities in every sector of the oil industry: including in the upstream  
(hereafter referred to as “Elf Aquitaine” or “Elf”).  
(oil and gas exploration, development and production, liquefied  
The Company’s corporate name is TOTAL S.A.  
natural gas) and downstream (refining, petrochemicals, specialty  
chemicals, marketing and the trading and shipping of crude oil  
and petroleum products). In addition, TOTAL has equity stakes in  
coal mines and operates in the power generation and renewable  
energy sectors.  
The Company’s registered office is 2, place Jean Millier, La Défense 6,  
92400 Courbevoie, France.  
The telephone number is +33 1 47 44 45 46 and the website  
address is www.total.com.  
TOTAL S.A. is registered in France at the Nanterre Trade Register  
under the registration number 542 051 180.  
1.2. Strategy  
TOTAL’s activities lie at the heart of the two biggest challenges  
facing the world now and in future: energy supply and  
environmental protection. The Group’s responsibility as an energy  
producer is to provide optimum, sustainable management of  
these twin imperatives.  
– progressively expanding TOTAL’s energy solutions and  
developing new energies to complement oil and gas;  
adapting its refining and petrochemical base to market changes,  
focusing on a small number of large, competitive platforms and  
maximizing the advantages of integration;  
TOTAL’s strategy, the implementation of which is based on a model  
for sustainable growth combining the acceptability of operations  
with a sustained, profitable investment program, aims at:  
developing its petroleum product marketing business, in  
particular in Africa, Asia and the Middle East, while maintaining  
the competitiveness of its operations in mature areas; and  
-
expanding hydrocarbon exploration and production activities  
pursuing research and development to develop “clean” sources  
of energy, contributing to the moderation of the demand for  
energy, and participating in the effort against climate change.  
and strengthening its worldwide position as one of the global  
leaders in the natural gas and LNG markets;  
(1) Based on market capitalization (in dollars) as of December 31, 2011.  
8
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
2
. Upstream  
TOTAL’s Upstream segment includes the Exploration & Production  
and Gas & Power divisions.  
Production  
Hydrocarbon production  
2011  
2010  
2009  
The Group has exploration and production activities in more than forty  
countries and produces oil or gas in approximately thirty countries.  
Combined production (kboe/d)  
Liquids (kb/d)  
Gas (Mcf/d)  
2,346  
1,226  
6,098  
2,378  
1,340  
5,648  
2,281  
1,381  
4,923  
2.35 Mboe/d of hydrocarbons produced in 2011  
11.4 Bboe of proved reserves as of December 31, 2011(1)  
Capital expenditure for 2011: 21.7 billion  
23,563 employees  
Europe 512 kboe/d  
Africa 659 kboe/d  
South America 188 kboe/d  
North America 67 kboe/d  
Asia-Pacific 231 kboe/d  
CIS 119 kboe/d  
Upstream segment financial data  
(M)  
2011  
2010  
2009  
Non-Group sales  
Adjusted operating income  
Adjusted net operating income  
23,298  
22,474  
10,405  
18,527  
17,653  
8,597  
16,072  
12,879  
6,382  
Middle East 570 kboe/d  
For the full year 2011, adjusted net operating income from the  
Upstream segment was 10,405 million compared to 8,597 million  
in 2010, an increase of 21%. Expressed in dollars, adjusted net  
operating income from the Upstream segment was $14.5 billion,  
an increase of 27% compared to 2010, essentially due to the impact  
of higher hydrocarbon prices.  
For the full-year 2011, hydrocarbon production was 2,346 kboe/d,  
a decrease of 1.3% compared to 2010, essentially as a result of:  
-1.5% for normal decline, net of production ramp-ups on new  
projects;  
+2.5% for changes in the portfolio, integrating the net share of  
Novatek production and impact of the sale of interests in CEPSA,  
(2)  
Technical costs for consolidated subsidiaries, in accordance with  
(3)  
(4)  
ASC 932 , were 18.9 $/boe in 2011, compared to 16.6 $/boe in 2010.  
• +1% for the end of OPEC reductions;  
-1.5% for security conditions, mainly in Libya;  
(6)  
(5)  
The return on average capital employed (ROACE ) for the Upstream  
segment was 20%, for the full-year 2011 compared to 21% for the  
full year 2010.  
-2% for the price effect .  
Reserves  
Price realizations(a)  
2011  
2010  
2009  
As of December 31,  
2011  
2010  
2009  
Average liquids price ($/b)  
Average gas price ($/Mbtu)  
105.0  
6.53  
76.3  
5.15  
58.1  
5.17  
Hydrocarbon reserves (Mboe)  
Liquides (Mb)  
Gaz (Gpc)  
11,423  
5,784  
30,717  
10,695  
5,987  
25,788  
10,483  
5,689  
26,318  
(a) Consolidated subsidiaries, excluding fixed margin and buyback contracts.  
TOTAL’s average liquids price increased by 38% in 2011 compared  
to 2010 and TOTAL’s average gas price increased by 27% compared  
to 2010.  
Europe 1,737 Mboe  
Middle East 2,079 Mboe  
Africa 3,092 Mboe  
Asia-CIS 2,321 Mboe  
Americas 2,194 Mboe  
Proved reserves based on SEC rules (based on Brent at 110.96 $/b)  
were 11,423 Mboe at December 31, 2011. Based on the 2011  
average rate of production, the reserve life is 13 years.  
(
1) Based on a Brent crude price of $110.96/b.  
(2) (Production costs + exploration expenses + depreciation, depletion and amortization  
and valuation allowances)/production of the year.  
(7)  
(
3) FASB Accounting Standards Codification Topic 932, Extractive industries – Oil and Gas.  
The 2011 proved reserve replacement rate , based on SEC rules,  
was 185%. As of year-end 2011, Total has a solid and diversified  
portfolio of proved and probable reserves(8) representing more than  
(
4) Excluding IAS 36 (impairment of assets).  
5) Calculated based on adjusted net operating income and average capital employed, using  
replacement cost.  
6) Impact of changing hydrocarbon prices on entitlement volumes.  
7) Change in reserves excluding production i.e. (revisions + discoveries, extensions  
acquisitions – divestments) / production for the period. The reserve replacement rate  
(
(
(
2
0 years of reserve life based on the 2011 average production rate,  
and resources( representing more than 40 years of reserve life.  
9)  
+
would be 84% in an environment with a constant 79.02 $/b oil price, excluding  
acquisitions and divestments.  
(
8) Limited to proved and probable reserves covered by E&P contracts on fields that have  
been drilled and for which technical studies have demonstrated economic development  
in a 100 $/b Brent environment, including projects developed by mining.  
(
9) Proved and probable reserves plus contingent resources (potential average recoverable  
reserves from known accumulations - Society of Petroleum Engineers - 03/07).  
Registration Document 2011. TOTAL  
9
Business overview  
2
Upstream  
2.1. Exploration & Production  
2
.1.1. Exploration and development  
TOTAL’s oil and gas reserves are consolidated annually, taking  
into account, among other factors, levels of production, field  
reassessments, additional reserves from discoveries and acquisitions,  
disposal of reserves and other economic factors. Unless otherwise  
indicated, any reference to TOTAL’s proved reserves, proved  
developed reserves, proved undeveloped reserves and production  
reflects the Group’s entire share of such reserves or such production.  
TOTAL’s worldwide proved reserves include the proved reserves  
of its consolidated subsidiaries as well as its proportionate share  
of the proved reserves of equity affiliates. For further information  
concerning changes in TOTAL’s proved reserves for the years  
ended December 31, 2011, 2010 and 2009, see “Supplemental  
Oil and Gas Information (Unaudited)”.  
TOTAL’s Upstream segment aims at continuing to combine long-term  
growth and profitability at the level of the best in the industry.  
TOTAL evaluates exploration opportunities based on a variety of  
geological, technical, political and economic factors (including taxes  
and license terms), and on projected oil and gas prices. Discoveries  
and extensions of existing fields accounted for approximately 76%  
of the 2,037 Mboe added to the Upstream segment’s proved  
reserves during the three-year period ended December 31, 2011  
(before deducting production and sales of reserves in place and  
adding any acquisitions of reserves in place during this period).  
The remaining 24% comes from revisions of previous estimates.  
The level of revisions during this three year period was significantly  
impacted by the effect of successive increases of the reference  
oil price (from $36.55/b at the end of 2008 to $110.96/b in 2011  
for Brent crude) which induced a substantial negative revision.  
The reserves estimation process involves making subjective  
judgments. Consequently, estimates of reserves are not exact  
measurements and are subject to revision under well-established  
control procedures.  
In 2011, the exploration investments of consolidated subsidiaries  
amounted to 1,629 million (including exploration bonuses  
included in the unproved property acquisition costs). Exploration  
investments were made primarily in Norway, the United Kingdom,  
Angola, Brazil, Azerbaijan, Indonesia, Brunei, Kenya, French Guiana  
and Nigeria. In 2010, the exploration investments of consolidated  
subsidiaries amounted to 1,472 million (including exploration  
bonuses included in the unproved property acquisition costs).  
The main exploration investments were made in Angola, Norway,  
Brazil, the United Kingdom, the United States, Indonesia, Nigeria  
and Brunei. In 2009, exploration investments of consolidated  
subsidiaries amounted to 1,486 million (including exploration  
bonuses included in the unproved property acquisition costs)  
notably in the United States, Angola, the United Kingdom, Norway,  
Libya, Nigeria and the Republic of the Congo.  
The reserves booking process requires, among other things:  
internal peer reviews of technical evaluations to ensure that  
the SEC definitions and guidance are followed; and  
– that management makes significant funding commitments  
towards the development of the reserves prior to booking.  
For further information regarding the preparation of reserves  
estimates, see “Supplemental Oil and Gas Information (Unaudited)”.  
2.1.3. Proved reserves  
In accordance with the amended Rule 4-10 of Regulation S-X,  
proved reserves for the years ended on or after December 31, 2009,  
are calculated using a 12-month average price determined as  
the unweighted arithmetic average of the first-day-of-the-month price  
for each month of the relevant year unless prices are defined by  
contractual arrangements, excluding escalations based upon future  
conditions. The reference prices for 2011, 2010 and 2009 were,  
respectively, $110.96/b, $79.02/b and $59.91/b for Brent crude.  
The Group’s consolidated Exploration & Production subsidiaries’  
development investments amounted to 10 billion in 2011,  
primarily in Angola, Nigeria, Norway, Kazakhstan, the United Kingdom,  
Australia, Canada, Gabon, Indonesia, the Republic of the Congo,  
the United States and Thailand. The Group’s consolidated  
Exploration & Production subsidiaries’ development investments  
amounted to 8 billion in 2010, primarily in Angola, Nigeria,  
Kazakhstan, Norway, Indonesia, the Republic of the Congo, the  
United Kingdom, the United States, Canada, Thailand, Gabon and  
Australia. In 2009, development investments amounted to nearly  
As of December 31, 2011, TOTAL’s combined proved reserves  
of oil and gas were 11,423 Mboe (53% of which were proved  
developed reserves). Liquids (crude oil, natural gas liquids and  
bitumen) represented approximately 51% of these reserves and  
natural gas the remaining 49%. These reserves were located  
in Europe (mainly in Italy, Norway and the United Kingdom), in Africa  
(mainly in Angola, Gabon, Libya, Nigeria and the Republic of  
the Congo), in the Americas (mainly in Canada, the United States,  
Argentina and Venezuela), in the Middle East (mainly in Qatar,  
the United Arab Emirates and Yemen), and in Asia (mainly in Australia,  
Indonesia, Kazakhstan and Russia).  
8 billion, predominantly in Angola, Nigeria, Norway, Kazakhstan,  
Indonesia, the Republic of the Congo, the United Kingdom, the  
United States, Gabon, Canada, Thailand, Russia and Qatar.  
2.1.2. Reserves  
The definitions used for proved, proved developed and proved  
undeveloped oil and gas reserves are in accordance with the United  
States Securities & Exchange Commission (SEC) Rule 4-10 of  
Regulation S-X as amended by the SEC Modernization of Oil  
and Gas Reporting release issued on December 31, 2008. Proved  
reserves are estimated using geological and engineering data  
to determine with reasonable certainty whether the crude oil or natural  
gas in known reservoirs is recoverable under existing regulatory,  
economic and operating conditions.  
As of December 31, 2010, TOTAL’s combined proved reserves  
of oil and gas were 10,695 Mboe (53% of which were proved  
developed reserves). Liquids (crude oil, natural gas liquids  
and bitumen) represented approximately 56% of these reserves  
and natural gas the remaining 44%. These reserves were located  
in Europe (mainly in Norway and the United Kingdom), in Africa  
(mainly in Angola, Gabon, Libya, Nigeria and the Republic of  
the Congo), in the Americas (mainly in Canada, the United States,  
Argentina and Venezuela), in the Middle East (mainly in Qatar,  
the United Arab Emirates and Yemen), and in Asia (mainly  
in Indonesia and Kazakhstan).  
10  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
As of December 31, 2009, TOTAL’s combined proved reserves  
of oil and gas were 10,483 Mboe (56% of which were proved  
developed reserves). Liquids (crude oil, natural gas liquids  
and bitumen) represented approximately 54% of these reserves  
and natural gas the remaining 46%. These reserves were located  
in Europe (mainly in Norway and the United Kingdom), in Africa  
As in 2010 and 2009, substantially all of the liquids production  
from TOTAL’s Upstream segment in 2011 was marketed by  
the Trading & Shipping division of TOTAL’s Downstream segment  
(see table “Trading division’s supply and sales of crude oil”  
on paragraph 3.2.1 of the present Chapter).  
The majority of TOTAL’s natural gas production is sold under long-  
term contracts. However, its North American production, and part  
of its production from the United Kingdom, Norway and Argentina,  
is sold on the spot market. The long-term contracts under which  
TOTAL sells its natural gas usually provide for a price related to,  
among other factors, average crude oil and other petroleum product  
prices, as well as, in some cases, a cost-of-living index. Though  
the price of natural gas tends to fluctuate in line with crude oil  
prices, a slight delay may occur before changes in crude oil prices  
are reflected in long-term natural gas prices. Due to the interaction  
between the contract price of natural gas and crude oil prices,  
contract prices are not usually affected by short-term market  
fluctuations in the spot price of natural gas.  
(mainly in Angola, Gabon, Libya, Nigeria and the Republic of the Congo),  
in the Americas (mainly in Canada, the United States, Argentina  
and Venezuela), in the Middle East (mainly in Oman, Qatar, the United  
Arab Emirates and Yemen), and in Asia (mainly in Indonesia  
and Kazakhstan).  
2.1.4. Sensitivity to oil and gas prices  
Changes in the price used as a reference for the proved reserves  
estimation result in non-proportionate inverse changes in proved  
reserves associated with production sharing and risked service  
contracts (which together represent approximately 26% of TOTAL’s  
reserves as of December 31, 2011). Under such contracts, TOTAL  
is entitled to a portion of the production, the sale of which is meant  
to cover expenses incurred by the Group. As oil prices increase,  
fewer barrels are necessary to cover the same amount of expenses.  
Moreover, the number of barrels retrievable under these contracts  
may vary according to criteria such as cumulative production,  
the rate of return on investment or the income-cumulative expenses  
ratio. This decrease is partly offset by an extension of the duration  
over which fields can be produced economically. However,  
Some of TOTAL’s long-term contracts, notably in Argentina,  
Indonesia, Nigeria, Norway, Qatar and Russia, specify the delivery  
of quantities of natural gas that may or may not be fixed and  
determinable. Such delivery commitments vary substantially,  
both in duration and in scope, from contract to contract throughout  
the world. For example, in some cases, contracts require delivery  
of natural gas on an as-needed basis, and, in other cases,  
contracts call for the delivery of varied amounts of natural gas  
over different periods of time. Nevertheless, TOTAL estimates  
the fixed and determinable quantity of gas to be delivered over the  
period 2012-2014 to be 4,051 Bcf. The Group expects to satisfy  
most of these obligations through the production of its proved  
reserves of natural gas, with, if needed, additional sourcing from  
spot market purchases (see Chapter 10, “Supplemental Oil and Gas  
Information (Unaudited)” of this Registration Document).  
the increase in reserves due to extended field life resulting from higher  
prices is generally less than the decrease in reserves under production  
sharing or risked service contracts due to such higher prices.  
As a result, higher prices lead to a decrease in TOTAL’s reserves.  
Furthermore, changes in the price used as a reference for the proved  
reserves estimation impact the volume of royalties in Canada and  
thus TOTAL’s share of proved reserves.  
2.1.5. Production  
For the full year 2011, average daily oil and gas production was  
,346 kboe/d compared to 2,378 kboe/d in 2010.  
2
Liquids accounted for approximately 52% and natural gas accounted  
for approximately 48% of TOTAL’s combined liquids and natural gas  
production in 2011.  
The table on the next page sets forth by geographic area TOTAL’s  
average daily production of liquids and natural gas for each  
of the last three years.  
Consistent with industry practice, TOTAL often holds a percentage  
interest in its fields rather than a 100% interest, with the balance  
being held by joint venture partners (which may include other  
international oil companies, state-owned oil companies or government  
entities). TOTAL frequently acts as operator (the party responsible  
for technical production) on acreage in which it holds an interest.  
See the table “Presentation of production activities by geographic area”  
on the following pages for a description of TOTAL’s producing assets.  
Registration Document 2011. TOTAL  
11  
Business overview  
2
Upstream  
2.2. Production by region  
2011  
2010  
2009  
Liquids  
kb/d  
Natural  
gas  
Mcf/d  
Total  
kboe/d  
Liquids  
kb/d  
Natural  
Total  
kboe/d  
Liquids  
kb/d  
Natural  
Total  
kboe/d  
gas  
gas  
Mcf/d  
Mcf/d  
Africa  
Algeria  
Angola  
Cameroon  
Gabon  
517  
16  
128  
2
55  
20  
715  
94  
39  
1
17  
-
659  
33  
135  
3
58  
20  
616  
25  
157  
9
63  
55  
712  
87  
34  
2
20  
-
756  
41  
163  
9
67  
55  
632  
47  
186  
12  
67  
60  
599  
143  
33  
2
20  
-
749  
74  
191  
12  
71  
60  
Libya  
Nigeria  
The Congo, Republic of  
179  
117  
534  
30  
287  
123  
192  
115  
542  
27  
301  
120  
159  
101  
374  
27  
235  
106  
North America  
Canada(a)  
United States  
27  
11  
16  
227  
-
227  
67  
11  
56  
30  
10  
20  
199  
-
199  
65  
10  
55  
20  
8
12  
22  
-
22  
24  
8
16  
South America  
Argentina  
Bolivia  
Colombia  
Trinidad & Tobago  
Venezuela  
71  
14  
3
5
4
648  
397  
118  
27  
47  
59  
188  
86  
25  
11  
12  
54  
76  
14  
3
11  
3
569  
381  
94  
34  
2
179  
83  
20  
18  
3
80  
15  
3
13  
5
564  
364  
91  
45  
2
182  
80  
20  
23  
5
45  
45  
58  
55  
44  
62  
54  
Asia-Pacific  
Australia  
Brunei  
Indonesia  
Myanmar  
Thailand  
27  
-
2
18  
-
7
1,160  
25  
231  
4
13  
158  
15  
41  
28  
-
2
19  
-
7
1,237  
6
248  
1
14  
178  
14  
41  
33  
-
2
25  
-
6
1,228  
-
251  
12  
190  
13  
36  
56  
59  
49  
757  
119  
203  
855  
114  
203  
898  
103  
178  
CIS  
Azerbaijan  
Russia  
22  
4
18  
525  
57  
468  
119  
14  
105  
13  
3
10  
56  
54  
2
23  
13  
10  
14  
3
11  
52  
50  
2
24  
12  
12  
Europe  
France  
The Netherlands  
Norway  
United Kingdom  
245  
5
1
172  
67  
1,453  
69  
214  
619  
551  
512  
18  
38  
287  
169  
269  
5
1
183  
80  
1,690  
85  
234  
683  
688  
580  
21  
42  
310  
207  
295  
5
1
199  
90  
1,734  
100  
254  
691  
689  
613  
24  
45  
327  
217  
Middle East  
United Arab Emirates  
Iran  
317  
226  
-
1,370  
72  
570  
240  
-
308  
207  
2
1,185  
76  
527  
222  
2
307  
201  
8
724  
72  
-
438  
214  
8
-
-
Oman  
Qatar  
Syria  
24  
44  
11  
12  
62  
36  
155  
53  
23  
49  
14  
13  
55  
34  
164  
39  
22  
50  
14  
12  
56  
515  
34  
47  
34  
141  
20  
616  
218  
402  
639  
130  
285  
Yemen  
86  
66  
21  
Total production  
1,226  
6,098  
2,346  
1,340  
5,648  
2,378  
1,381  
4,923  
2,281  
Including share  
of equity affiliates  
316  
1,383  
571  
300  
781  
444  
286  
395  
359  
Algeria  
10  
4
44  
219  
22  
8
3
-
7
62  
62  
382  
465  
402  
10  
4
19  
7
45  
199  
22  
8
4
-
6
66  
55  
367  
-
20  
7
20  
6
44  
191  
22  
3
3
-
6
62  
56  
221  
-
21  
6
Colombia  
Venezuela  
United Arab Emirates  
Oman  
Qatar  
Russia  
45  
231  
34  
78  
95  
74  
46  
212  
32  
75  
-
45  
202  
34  
42  
9
-
-
-
-
-
Yemen  
283  
52  
47  
9
(a) The Group’s production in Canada consists of bitumen only. All of the Group’s bitumen production is in Canada.  
12  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
2.3. Presentation of production activities by region  
The table below sets forth, by country, TOTAL’s producing assets, the year in which TOTAL’s activities commenced, the Group’s interest in each  
asset and whether TOTAL is operator of the asset.  
TOTAL’s producing assets as of December 31, 2011(a)  
Year of entry  
Operated  
Non-operated  
into the country  
(Group share in %)  
(Group share in %)  
Africa  
Algeria  
1952  
1953  
Tin Fouye Tabankort (35.00%)  
Angola  
Girassol, Jasmim,  
Rosa, Dalia, Pazflor (Block 17) (40.00%)  
Block 0 (10.00%)  
Kuito, BBLT, Tombua-Landana (Block 14) (20.00%)  
Oombo (Block 3/91) (50.00%)  
The Congo,  
Republic of  
1928  
Kombi-Likalala-Libondo (65.00%)  
Moho Bilondo (53.50%)  
Nkossa (53.50%)  
Nsoko (53.50%)  
Sendji (55.25%)  
Tchendo (65.00%)  
Tchibeli-Litanzi-Loussima (65.00%)  
Tchibouela (65.00%)  
Yanga (55.25%)  
Loango (50.00%)  
Zatchi (35.00%)  
Gabon  
1928  
Anguille (100.00%)  
Anguille Nord-Est (100.00%)  
Anguille Sud-Est (100.00%)  
Atora (40.00%)  
Avocette (57.50%)  
Ayol Marine (100.00%)  
Baliste (50.00%)  
Barbier (100.00%)  
Baudroie Marine (50.00%)  
Baudroie Nord Marine (50.00%)  
Coucal (57.50%)  
Girelle (100.00%)  
Gonelle (100.00%)  
Grand Anguille Marine (100.00%)  
Grondin (100.00%)  
Hylia Marine (75.00%)  
Lopez Nord (100.00%)  
Mandaros (100.00%)  
M’Boumba (100.00%)  
Mérou Sardine Sud (50.00%)  
Pageau (100.00%)  
Port Gentil Océan (100.00%)  
Port Gentil Sud Marine (100.00%)  
Tchengue (100.00%)  
Torpille (100.00%)  
Torpille Nord Est (100.00%)  
Rabi Kounga (47.50%)  
Registration Document 2011. TOTAL  
13  
Business overview  
2
Upstream  
Year of entry  
Operated  
Non-operated  
into the country  
(Group share in %)  
(Group share in %)  
Libya  
1959  
Zones 15, 16 & 32 (ex C 137, 75.00%)(b)  
Zones 70 & 87 (ex C 17, 75.00%)(b)  
Zones 129 & 130 (ex NC 115, 30.00%)(b)  
Zones 130 & 131 (ex NC 186, 24.00%)(b)  
Nigeria  
1962  
OML 58 (40.00%)  
OML 99 Amenam-Kpono (30.40%)  
OML 100 (40.00%)  
OML 102 (40.00%)  
OML 102-Ekanga (40.00%)  
OML 130 (24.00%)  
Shell Petroleum Development Company  
(SPDC 10.00%)  
OML 118 - Bonga (12.50%)  
North America  
Canada  
1999  
1957  
Surmont (50.00%)  
United States  
Several assets in the Barnett Shale area (25.00%)(c)  
Several assets in the Utica Shale area (25.00%)(c)  
Tahiti (17.00%)  
South America  
Argentina  
1978  
Aguada Pichana (27.27%)  
Aries (37.50%)  
Cañadon Alfa Complex (37.50%)  
Carina (37.50%)  
Hidra (37.50%)  
San Roque (24.71%)  
Sierra Chata (2.51%)  
Bolivia  
1995  
San Alberto (15.00%)  
San Antonio (15.00%)  
Itau (41.00%)  
Colombia  
1973  
1996  
1980  
Cusiana (11.60%)  
Trinidad & Tobago  
Venezuela  
Angostura (30.00%)  
PetroCedeño (30.323%)  
Yucal Placer (69.50%)  
Asia-Pacific  
Australia  
2005  
1986  
GLNG (27.50%)  
Brunei  
Maharaja Lela Jamalulalam (37.50%)  
14  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
Year of entry  
Operated  
Non-operated  
into the country  
(Group share in %)  
(Group share in %)  
Indonesia  
1968  
Bekapai (50.00%)  
Handil (50.00%)  
Peciko (50.00%)  
Sisi-Nubi (47.90%)  
Tambora (50.00%)  
Tunu (50.00%)  
Badak (1.05%)  
Nilam-gas and condensates (9.29%)  
Nilam-oil (10.58%)  
Myanmar  
Thailand  
1992  
1990  
Yadana (31.24%)  
Bongkot (33.33%)  
CIS  
Azerbaijan  
1996  
1991  
Shah Deniz (10.00%)  
Russia  
Kharyaga (40.00%)  
Several fields through the participation(c)  
in Novatek (14.09%)(c)  
Europe  
France  
1939  
Lacq (100.00%)  
Meillon (100.00%)  
Pécorade (100.00%)  
Vic-Bilh (73.00%)  
Lagrave (100.00%)  
Lanot (100.00%)  
Itteville (78.73%)  
La Croix-Blanche (100.00%)  
Vert-le-Grand (90.05%)  
Vert-le-Petit (100.00%)  
Dommartin-Lettrée (56.99%)  
Norway  
1965  
Skirne (40.00%)  
Åsgard (7.68%)  
Ekofisk (39.90%)  
Eldfisk (39.90%)  
Embla (39.90%)  
Gimle (4.90%)  
Glitne (21.80%)  
Gungne (10.00%)  
Heimdal (16.76%)  
Huldra (24.33%)  
Kristin (6.00%)  
Kvitebjørn (5.00%)  
Mikkel (7.65%)  
Morvin (6.00%)  
Oseberg (10.00%)  
Oseberg East (10.00%)  
Registration Document 2011. TOTAL  
15  
Business overview  
2
Upstream  
Year of entry  
Operated  
Non-operated  
into the country  
(Group share in %)  
(Group share in %)  
Norway  
1965  
Oseberg South (10.00%)  
Sleipner East (10.00%)  
Sleipner West (9.41%)  
Snøhvit (18.40%)  
Snorre (6.18%)  
Statfjord East (2.80%)  
Sygna (2.52%)  
Tor (48.20%)  
Tordis (5.60%)  
Troll I (3.69%)  
Troll II (3.69%)  
Tune (10.00%)  
Tyrihans (23.18%)  
Vale (24.24%)  
Vigdis (5.60%)  
Vilje (24.24%)  
Visund (7.70%)  
Yttergryta (24.50%)  
The Netherlands  
1964  
F6a gas (55.66%)  
F6a oil (65.68%)  
F15a Jurassic (38.20%)  
F15a/F15d Triassic (32.47%)  
F15d (32.47%)  
J3a (30.00%)  
K1a (40.10%)  
K1b/K2a (54.33%)  
K2c (54.33%)  
K3b (56.16%)  
K3d (56.16%)  
K4a (50.00%)  
K4b/K5a (36.31%)  
K5b (45.27%)  
K6/L7 (56.16%)  
L1a (60.00%)  
L1d (60.00%)  
L1e (55.66%)  
L1f (55.66%)  
L4a (55.66%)  
E16a (16.92%)  
E17a/E17b (14.10%)  
J3b/J6 (25.00%)  
Q16a (6.49%)  
16  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
Year of entry  
Operated  
Non-operated  
into the country  
(Group share in %)  
(Group share in %)  
United Kingdom  
1962  
Alwyn North, Dunbar, Ellon, Grant  
Nuggets (100.00%)  
Elgin-Franklin (EFOG 46.17%)(d)  
Forvie Nord (100.00%)  
Glenelg (49.47%)  
Jura (100.00%)  
West Franklin (EFOG 46.17%)(d)  
Alba (12.65%)  
Armada (12.53%)  
Bruce (43.25%)  
Markham unitized fields (7.35%)  
ETAP (Mungo, Monan) (12.43%)  
Everest (0.87%)  
Keith (25.00%)  
Maria (28.96%)  
Otter (50.00%)  
Seymour (25.00%)  
Middle East  
U.A.E.  
1939  
Abu Dhabi-Abu Al Bu Khoosh (75.00%)  
Abu Dhabi offshore (13.33%)(e)  
Abu Dhabi onshore (9.50%)(f)  
GASCO (15.00%)  
ADGAS (5.00%)  
Oman  
Qatar  
1937  
1936  
Various fields onshore (Block 6) (4.00%)(g)  
Mukhaizna field (Block 53) (2.00%)(h)  
Al Khalij (100.00%)  
North Field-Block NF Dolphin (24.50%)  
North Field-Block NFB (20.00%)  
North Field-Qatargas 2 Train 5 (16.70%)  
Syria  
1988  
1987  
Deir Ez Zor (Al Mazraa, Atalla North, Jafra,  
Marad, Qahar, Tabiyeh) (100.00%)(i)  
Yemen  
Kharir/Atuf (Block 10) (28.57%)  
Various fields onshore (Block 5) (15.00%)  
(
a) The Group’s interest in the local entity is approximately 100% in all cases except for Total Gabon (58.28%) and certain entities in the United Kingdom, Abu Dhabi and Oman (see notes  
b through h below).  
(
(
(
(
(
(
b) TOTAL’s stake in the foreign consortium.  
c) TOTAL’s interest in the joint venture.  
d) TOTAL has a 46.17% indirect interest in Elgin Franklin through its interest in EFOG.  
e) Through ADMA (equity affiliate), TOTAL has a 13.33% interest and participates in the operating company, Abu Dhabi Marine Operating Company.  
f) Through ADPC (equity affiliate), TOTAL has a 9.50% interest and participates in the operating company, Abu Dhabi Company for Onshore Oil Operation.  
g) TOTAL has a direct interest of 4.00% in Petroleum Development Oman LLC, operator of Block 6, in which TOTAL has an indirect interest of 4.00% via Pohol (equity affiliate). TOTAL also  
has a 5.54% interest in the Oman LNG facility (trains 1 and 2), and an indirect participation of 2.04% through OLNG in Qalhat LNG (train 3).  
h) TOTAL has a direct interest of 2.00% in Block 53.  
(
(
i) Operated by DEZPC, which is 50% owned by TOTAL and 50% owned by GPC. Following the extension of European Union sanctions against Syria on December 1, 2011, TOTAL has ceased  
its activities that contribute to oil and gas production in Syria. For further information on U.S. and European restrictions relevant to TOTAL’s activities in Syria, see Chapter 4 (Risk Factors).  
Registration Document 2011. TOTAL  
17  
Business overview  
2
Upstream  
2.3.1. Africa  
TOTAL has operations on exploration Blocks 33 (55%, operator),  
7/06 (30%, operator), 25 (35%, operator), 39 (15%) and 40  
1
In 2011, TOTAL’s production in Africa was 659 kboe/d,  
representing 28% of the Group’s overall production,  
compared to 756 kboe/d in 2010 and 749 kboe/d in 2009.  
(50%, operator).  
TOTAL is also developing in LNG through the Angola LNG project  
(13.6%), which includes a gas liquefaction plant near Soyo. The plant  
In Algeria, TOTAL’s production was 33 kboe/d in 2011, compared  
to 41 kboe/d in 2010 and 74 kboe/d in 2009. This decline was  
due on the one hand to the termination of the Hamra contract  
in October 2009 and on the other hand to the divestment of TOTAL’s  
stake in CEPSA (48.83%), which was finalized in July 2011.  
The Groups production now comes entirely from the TFT field  
will be supplied in particular by the gas associated with production  
from Blocks 0, 14, 15, 17 and 18. Construction work is ongoing  
and start-up is expected in 2012.  
In Cameroon, the Group’s production was 3 kboe/d in 2011,  
compared to 9 kboe/d in 2010 and 12 kboe/d in 2009. In April 2011,  
TOTAL finalized the divestment of its stake in its upstream subsidiary  
Total E&P Cameroon, a Cameroonian company in which the Group  
had a 75.8% holding. Since that time, the Group no longer owns  
any exploration and production assets in the country.  
(Tin Fouyé Tabenkort, 35%). TOTAL also has 37.75% and 47% stakes  
in the Timimoun and Ahnet gas development projects respectively.  
On the TFT field, plateau production was maintained at 185 kboe/d.  
A 3D seismic survey covering 1,380 km on the East and West  
portions of the field was completed in October 2011. The data  
is currently being processed and interpreted.  
2
In Côte d’Ivoire, TOTAL is operator of the Cl-100 exploration  
2
license, with a 60% stake. The 2,000 km license is located  
approximately 100 km southeast of Abidjan in water depths ranging  
from 1,500 to 3,100 m. Exploration work started with a 3D seismic  
Launched in 2010 following approval of the development plan  
by the ALNAFT national agency, the basic engineering phase  
for the Timimoun project has been completed. Commercial gas  
production is scheduled to start up in 2016, with anticipated  
2
survey of over 1,000 km at the end of 2011, which completed  
the 3D coverage of the entire block. Initial exploratory drilling is  
planned for the end of 2012.  
3
plateau production of 1.6 Bm /y (160 Mcf/d).  
In February 2012, TOTAL acquired interests in three ultra-deepwater  
exploration licenses: CI-514 (54%, operator), CI-515 (45%) and  
CI-516 (45%). For the two last blocks TOTAL will become the operator  
upon the first commercial discovery. The work program includes  
a 3D seismic survey of the whole acreage and one well to be drilled  
on each block during the initial three-year exploration period.  
Under the Ahnet project, the technical section of a development  
plan was submitted to the authorities in July 2011. Discussions  
are underway with the project partners and the authorities with  
regard to bringing the gas to market, with anticipated plateau  
3
production of 4 Bm /y (400 Mcf/d).  
In Angola, the Groups production was 135 kboe/d in 2011,  
compared to 163 kboe/d in 2010 and 191 kboe/d in 2009.  
Production comes mainly from Blocks 0, 14 and 17. Highlights of the  
period 2009 to 2011 included several discoveries on Blocks 15/06  
and 17/06, and progress on the major Pazflor and CLOV projects.  
In Egypt, TOTAL signed a concession agreement in February 2010  
and became operator of Block 4 (East El Burullus Offshore) with  
a 90% stake. The license, located in the Nile Basin where a number  
of gas discoveries have been made, covers a 4-year initial exploration  
period and includes a commitment to carrying out 3D seismic work  
2
and drilling exploration wells. Following the 3,374 km 3D seismic  
survey shot in 2011, drilling is under preparation.  
Deep-offshore Block 17 (40%, operator) is TOTAL’s principal  
asset in Angola. It is composed of four major zones: Girassol,  
Dalia, Pazflor and CLOV.  
In Gabon, the Group’s production was 58 kboe/d in 2011, compared  
to 67 kboe/d in 2010 and 71 kboe/d in 2009, due to the natural  
decline of fields. The Group’s exploration and production activities  
On the Girassol hub, production from the Girassol, Jasmim  
and Rosa fields was 220 kb/d in 2011.  
(1)  
in Gabon are mainly carried out by Total Gabon , one of the  
Group’s oldest subsidiaries in sub-Saharan Africa.  
On the Dalia hub, production was nearly 240 kb/d in 2011.  
Production on Pazflor, the third hub consisting of the Perpetua,  
Zinia, Hortensia and Acacia fields, started up in August 2011  
and reached 170 kb/d at the end of 2011. The production  
capacity of the FPSO is 220 kb/d.  
– Under the Anguille field redevelopment project, the AGM N platform,  
from which twenty-one additional development wells are to be drilled,  
left the Fos-sur-Mer shipyard at the end of 2011 for Gabon.  
The drilling campaign is expected to start at the beginning of the  
second quarter of 2012.  
The development of CLOV, the fourth hub, started in 2010 and  
will result in the installation of a fourth FPSO with a capacity of  
– On the deep-offshore Diaba license (Total Gabon 63.75%,  
operator), following the 2D seismic survey that was performed  
160 kb/d. Start-up of production is expected in 2014.  
2
in 2008 and 2009, a 6,000 km 3D seismic was shot in 2010.  
On Block 14 (20%), production on the Tombua-Landana field  
started in August 2009 and adds to production from the Benguela-  
Belize-Lobito-Tomboco and Kuito fields.  
This new seismic survey has been processed and the results  
are currently being interpreted.  
Total Gabon farmed into the onshore Mutamba-Iroru (50%),  
DE7 (30%) and Nziembou (20%) exploration licenses in 2010.  
Following negative exploratory drilling on license DE7, Total  
Gabon relinquished the license in 2011. Studies are underway  
to shoot a seismic survey on the Nziembou license and drill  
an exploration well on the Mutamba license in 2012.  
On ultra-deep offshore Block 32 (30%, operator), appraisal is continuing  
and pre-development studies for a first production zone in the central/  
southeastern portion of the block are underway (Kaombo project).  
On Block 15/06 (15%), a first development hub including the  
discoveries located on the northwest portion of the block has  
been identified. The development plan for the hub has been  
submitted to the authorities.  
(1) Total Gabon is a Gabonese company whose shares are listed on Euronext Paris. TOTAL holds 58.28%, the Republic of Gabon holds 25% and the public float is 16.72%.  
18  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
In Kenya, TOTAL acquired in September 2011 a 40% stake in five  
offshore licenses in the Lamu Basin: L5, L7, L11a, L11b and L12.  
This transaction has been approved by the Kenyan authorities.  
– The divestment of 10% of the Group’s stakes held through  
the joint venture operated by Shell Petroleum Development  
Company (SPDC) in Blocks OML 26 and 42 has been finalized.  
In Libya, the Group’s production was 20 kb/d in 2011, compared  
to 55 kb/d in 2010 and 60 kb/d in 2009. Events in the country  
forced the entire industry to stop production and freeze development.  
Depending on the field, production was suspended from late  
February or early March 2011. The new EPSA IV contracts came  
into effect in 2010. At that time, the contract zones in which TOTAL  
– TOTAL owns 15% of the Nigeria LNG gas liquefaction plant,  
located on Bonny Island, with an overall LNG capacity  
of 22.7 Mt/y. In 2011, the plant’s operating rate continued  
to increase and reached 81%, compared to 72% in 2010  
and 50% in 2009, mainly due to the increased reliability of gas  
deliveries from the other suppliers.  
(1)  
is a partner were redefined: 15, 16 & 32 (formerly C 137, 75% ),  
(1)  
Preliminary work continued in 2011 prior to launching the Brass  
LNG gas liquefaction plant project (17%), which calls for the  
construction of two trains, each with a capacity of 5 Mt/y.  
Calls for tenders for the construction of the plant and loading  
facilities are underway.  
(1)  
0 & 87 (formerly C 17, 75% ), 129 & 130 (formerly NC 115, 30% )  
(1)  
7
and 130 & 131 (formerly NC 186, 24% ).  
In offshore zones 15, 16 and 32, production resumed in  
September 2011 and reached its former level within a few days.  
Exploration work is expected to restart in 2012.  
TOTAL continues its efforts to strengthen its ability to supply  
gas to the LNG projects in which it owns a stake and to meet  
the growing domestic demand for gas:  
In onshore zones 70 and 87, production resumed in January 2012.  
It will gradually be ramped back up to plateau level.  
In addition, the Group expects to continue the development  
of the Dahra and Garian fields.  
- On the OML 136 license (40%), the positive results for the Agge 3  
appraisal well confirmed the development potential of the license.  
Development studies are underway.  
In onshore zones 129, 130 and 131, production resumed  
in October 2011. A return to plateau level production is expected  
during 2012. The seismic campaign started before the events  
is expected to resume by the end of 2012.  
-
As part of its joint venture with the Nigerian National Petroleum  
Company (NNPC), TOTAL is continuing with the project  
to increase the production capacity of the OML 58 license  
(40%, operator) from 370 Mcf/d to 550 Mcf/d of gas in 2012.  
In the onshore Murzuk Basin, following a successful appraisal  
well drilled on the discovery made on a portion of Block NC 191  
A second phase of this project is expected to allow the  
development of other resources through these facilities.  
- On the OML 112/117 licenses (40%), TOTAL continued  
development studies in 2011 for the Ima gas field.  
(1)  
(100% , operator), a development plan was submitted to the  
authorities in 2009. After the interruption related to the events,  
discussions with the authorities have resumed.  
On the OML 102 license (40%, operator), TOTAL confirmed the  
launch of the Ofon phase 2 project in 2011 with the signing of the  
main construction contracts, with production start-up scheduled  
for 2014. In 2011 the Group also discovered Etisong North,  
located 15 km from the Ofon field, which is currently producing.  
This is the second exploration well on the Etisong hub after the  
Etisong Main discovery made in 2008. The exploration campaign is  
expected to continue with two additional wells in 2012.  
In Madagascar, TOTAL acquired in 2008 a 60% stake in  
the Bemolanga license (operator), to appraise the oil sand  
accumulations it contains. The appraisal phase did not confirm  
the feasibility of the mining development of the resources. However,  
the contract was extended by one year until June 2012 to assess  
the conventional exploration potential of the license.  
In Mauritania, TOTAL has exploration operations on the Ta7  
and Ta8 licenses (60%, operator), located in the Taoudenni Basin.  
In January 2012, TOTAL (90%, operator) acquired interests in two  
exploration licenses: Block C9 in ultra-deep offshore, and Block  
Ta29 onshore in the Taoudenni Basin.  
– On the OML 130 license (24%, operator), the Akpo field, which  
started up in March 2009, reached plateau production of  
225 kboe/d in 2010. Production was limited between March and  
September 2011 by a technical issue on the engine of the gas  
reinjection compressor (liquids production of 160 kb/d instead  
of 190 kb/d). On this license, the Group is actively working on the  
Egina field, for which a development plan has been approved by  
the Nigerian authorities. Calls for tender are underway and  
construction is expected to start in 2012.  
On the Ta7 license, a 1,220 km 2D seismic survey was shot  
in 2011 and is being interpreted.  
On the Ta8 license, drilling of the exploration well ended in 2010.  
Results from the well were disappointing.  
On the C9 and Ta29 licenses, a seismic acquisition campaign  
is planned as the first phase of the exploration program.  
– On the OML 138 license (20%, operator), TOTAL finalized the  
development of the Usan offshore project (180 kb/d, production  
capacity), with the drilling of production wells, installation of sub-  
sea equipment and connection to the FPSO. Production started  
up in February 2012.  
In Nigeria, the Group’s production was 287 kboe/d in 2011,  
compared to 301 kboe/d in 2010 and 235 kboe/d in 2009. TOTAL  
has been present in Nigeria since 1962. It operates seven production  
licenses (OML) out of the forty-four in which it has a stake, and two  
exploration licenses (OPL) out of the eight in which it has a stake.  
The Group is also active in LNG through Nigeria LNG and the Brass  
LNG project. With regard to recent changes in acreage:  
– TOTAL also strengthened its deep offshore position with the  
ongoing development of the Bonga Northwest project on the OML  
118 license (12.5%).  
Due to the relative calm with regard to safety in the Niger Delta  
region in 2011, it has been possible to maintain oil production  
operated by the SPDC joint venture, in which TOTAL has a 10%  
stake, at close to 2010 levels. The SPDC joint venture’s gas  
In 2011, TOTAL (operator) increased its stake from 45.9%  
to 48.3% in Block 1 of the Joint Development Zone,  
administered jointly by Nigeria and São Tomé and Principe.  
(1) TOTAL’s stake in the foreign consortium.  
Registration Document 2011. TOTAL  
19  
Business overview  
2
Upstream  
production was higher in 2011 as a result of the contribution of  
the Gbaran-Ubie project, which started up in 2010.  
The Group also has a 50% stake in the Northern Lights mining  
project (operator) and 100% of a number of oil sands leases acquired  
through several auction sales. In 2011, the Group’s production  
was 11 kb/d, compared to 10 kb/d in 2010 and 8 kb/d in 2009.  
In Uganda, TOTAL finalized in February 2012 its farm-in for an  
interest of 33.33%, which covers the EA-1 and EA-2 licenses as  
well as the new Kanywataba license and the Kingfisher production  
license. All of these licenses are located in the Lake Albert region,  
where oil resources have already been discovered and a substantial  
potential remains to be explored.  
– On the Surmont lease, commercial production in SAGD mode  
of the first development phase, which started up in late 2007,  
is now producing around 25 kb/d of bitumen from thirty-five well  
pairs. The operator plans to drill additional wells in 2012 and  
to continue to convert the activation method on the existing  
wells from gas lift to electric submersible pump (ESP) in order  
to improve production.  
TOTAL will be the operator of EA-1 and partner on the other  
licenses. TOTAL and its partners Tullow and CNOOC are embarking  
on an ambitious exploration and appraisal program from 2012  
onwards. First priority will be given to the exploration of  
Kanywataba and EA-1 licenses west of the Nile.  
In early 2010, the partners of the project decided to launch  
the construction of the second development phase. The goal  
of production start-up from Surmont Phase 2 has been set  
for 2015 and overall production capacity from the field is  
expected to increase to 130 kb/d. In April 2011, the authorities  
issued a license permitting production (phases 1 and 2) of up  
to 136 kb/d.  
In the Republic of the Congo, the Group ’s production was 123 kboe/d  
in 2011, compared to 120 kboe/d in 2010 and 106 kboe/d in 2009.  
On the Moho Bilondo field (53.5%, operator), which started up  
in April 2008, drilling of development wells continued until 2010.  
The field reached plateau production of 90 kboe/d in June 2010.  
The Joslyn lease is expected to be developed through mining,  
with a first development phase having an anticipated capacity  
of 100 kb/d.  
Two positive appraisal wells (Bilondo Marine 2 & 3) drilled at year-  
end 2010 in the southern portion of the field confirmed an additional  
growth potential as an extension of existing facilities. Studies  
are underway for the development of these additional reserves.  
The basic engineering for the Joslyn North Mine started  
in March 2010. To take into account changes to the project following  
the partnership with Suncor, the revision of the basic engineering  
is expected to be finalized in 2012. A decision to launch the project  
is planned for 2013.  
The development of the resources in the northern portion  
of the field, the potential of which was bolstered by appraisal  
and exploration wells drilled in 2008 and 2009, is also being  
examined (Moho North project).  
Public hearings that are necessary for the project to be approved  
by the Canadian authorities were held in autumn 2010. The project  
was recommended as being in the public interest in January 2011,  
and approval from the Alberta authorities (Order in Council, OIC)  
was obtained in April 2011. The provincial authorizations from  
the Energy Resources Conservation Board (ERCB) and Alberta  
Environment were also obtained in May and September 2011,  
respectively. The project received federal approval (Federal OIC  
and approval from the Canadian Ministry of the Environment) at  
the end of 2011. As a result, preliminary site preparation work  
began in early 2012 and production is scheduled to start in 2018.  
Production on Libondo (65%, operator), which is part  
of the Kombi-Likalala-Libondo operating license, started up  
in March 2011. Plateau production has reached 12 kb/d.  
A substantial portion of the equipment was sourced locally in  
Pointe-Noire through the redevelopment of a construction site that  
had been idle for several years.  
In the Democratic Republic of the Congo, following the Presidential  
decree approving TOTAL’s entry as operator with a 60% interest in  
Block III of the Graben Albertine, the exploration permit was issued in  
January 2012 by the Minister of Hydrocarbons for a period of three  
years. This block is located in the Lake Albert region.  
– TOTAL closed in September 2010 the acquisition of UTS and its  
main asset: a 20% stake in the Fort Hills lease. In December 2010,  
as part of their partnership, TOTAL acquired from Suncor an  
additional 19.2% stake in the lease, thereby increasing its stake to  
In the Republic of South Sudan, which became an independent  
state on July 9, 2011, TOTAL holds an interest in Block B and  
is preparing with state authorities the resumption of exploration  
activities on this block.  
39.2%. Basic engineering and site preparation work are underway.  
Start-up of the Fort Hills mining project, which has already been  
approved by the relevant authorities for a first development phase  
with a capacity of 160 kb/d, is expected in 2016.  
2
.3.2. North America  
TOTAL had also acquired in late December 2010 a 49% stake  
in Suncor’s Voyageur upgrader project. This Voyageur upgrader  
project, which Suncor mothballed at year-end 2008, resumed  
in 2011 and is expected to start up concurrently with the Fort  
Hills project. As a consequence, the Group has abandoned  
its upgrader project in Edmonton.  
In 2011, TOTAL’s production in North America was 67 kboe/d,  
representing 3% of the Group’s overall production, compared  
to 65 kboe/d in 2010 and 24 kboe/d in 2009.  
In Canada, TOTAL signed in December 2010 a strategic partnership  
with Suncor related to the Fort Hills and Joslyn mining projects and  
the Voyageur upgrader. The partnership was finalized in March 2011  
and allows TOTAL to reorganize around two major hubs the different  
oil sands assets that it has acquired over the last few years: on the  
one hand, a Steam Assisted Gravity Drainage (SAGD) hub focused  
on Surmont’s (50%) ongoing development and, on the other hand,  
a mining and upgrading hub, which includes the TOTAL-operated  
Joslyn (38.25%) and Suncor-operated Fort Hills (39.2%) mining  
projects and the Suncor-operated Voyageur upgrader (49%) project.  
In 2008, the Group closed the acquisition of Synenco, the two  
principal assets of which are a 60% stake in the Northern Lights  
project and 100% of the adjacent McClelland lease. In early 2009,  
the Group sold to Sinopec, the other partner in the project,  
a 10% stake in the Northern Lights project and a 50% stake  
in the McClelland lease, reducing its equity stake in each  
of the assets to 50%. The Northern Lights project is expected  
to be developed through mining.  
20  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
In the United States, the Group’s production was 56 kboe/d  
in 2011, compared to 55 kboe/d in 2010 and 16 kboe/d in 2009.  
to build the offshore facilities for the development of the Vega  
Pleyade gas and condensates field is scheduled for 2012.  
The project is scheduled to start production in 2014 and should  
make it possible to maintain the production operated by the  
Group in Tierra del Fuego at around 615 Mcf/d.  
In the Gulf of Mexico:  
-
The deep-offshore Tahiti oil field (17%) started producing  
in 2009 and reached production of 135 kboe/d. Phase 2,  
which was launched in September 2010, comprises drilling  
four injection wells and two producing wells. Water injection  
started in February 2012. This phase should partly offset  
the production decline seen on wells currently in production.  
Development of the first phase of the deep-offshore Chinook  
project (33.33%) is ongoing. The production test is scheduled  
to start in mid-2012 after sub-sea work carried out following  
an incident on one of the risers.  
In the Neuquén Basin, TOTAL started a drilling campaign in 2011  
on its operated licenses in order to assess their shale gas  
potential. The campaign, which started on the Aguada Pichana  
(27.3%, operator) and San Roque (24.7%, operator) fields,  
will be extended subsequently to the Rincon la Ceniza and  
La Escalonada licenses acquired in 2010 (85%, operator)  
and to the four fields acquired in 2011: Aguada de Castro  
-
-
(42.5%, operator), Pampa de la Yeguas II (42.5%, operator),  
Cerro Las Minas (40%) and Cerro Partido (45%).  
In 2009, TOTAL and Cobalt had signed an agreement related  
to the merger of their deep offshore acreage, with Cobalt  
operating the exploration phase. The TOTAL (40%) - Cobalt  
The connection of satellite discoveries on the edge of the main  
Aguada Pichana field, particularly in the Las Carceles canyons  
area, and the increase in compression capacity at San Roque,  
have extended plateau production of the mature fields in these  
two blocks.  
(60%, operator) alliance’s exploratory drilling campaign  
was launched in 2009 and the drilling of the first three wells  
produced disappointing results. This campaign was disrupted  
due to the U.S. government’s moratorium on offshore drilling  
operations from May to October 2010 and resumed at the  
beginning of 2012 with the start of drilling of the Ligurian 2 well.  
In April 2010, the Group disposed of its equity stakes in  
the Matterhorn and Virgo operated fields.  
In Bolivia, the Group’s production, primarily gas, amounted to  
5 kboe/d in 2011, compared to 20 kboe/d in 2010 and 2009.  
TOTAL has stakes in six licenses: three producing licenses – San Alberto  
and San Antonio (15%) and Block XX Tarija Oeste (41%), and three  
licenses in the exploration or appraisal phase – Aquio and Ipati  
(80%, operator) and Rio Hondo (50%).  
2
-
Following the signature of an agreement in late 2009, a joint  
venture was set up with Chesapeake to produce shale gas  
in the Barnett Shale Basin, Texas. Under this joint venture,  
TOTAL owns 25% of Chesapeake’s portfolio in the area. In 2011,  
approximately 300 additional wells were drilled, enabling gas  
production reaching 1.4 Bcf/d in 100% at the end of 2011.  
Engineers from TOTAL are assigned to the teams led by Chesapeake.  
Production started up in February 2011 on the gas and condensates  
Itaú field located on Block XX Tarija Oeste; it is routed to the existing  
facilities of the neighboring San Alberto field. A development plan  
for a second phase at Itaú was approved by the local authorities  
in June 2011. In early 2011, TOTAL decreased its stake in  
Block XX Tarija Oeste to 41% after divesting 34% and is no  
longer the operator.  
At the end of 2011, TOTAL signed an agreement with Chesapeake  
and EnerVest to enter into a joint venture. Pursuant to the agreement,  
TOTAL acquired a 25% share in Chesapeake’s and EnerVest’s  
liquid-rich area of the Utica shale play (Ohio). At the end of 2011,  
thirteen wells have been drilled across the acreage with very  
promising results seen from each well in terms of productivity  
and liquid content.  
In 2004, TOTAL discovered the Incahuasi gas field on the Ipati  
Block. Following the interpretation of the 3D seismic shot in 2008,  
an appraisal well was drilled on the adjacent Aquio Block and the  
extension of the discovery to the north was confirmed in 2011.  
Due to the positive results from the well, TOTAL filed a declaration  
of commerciality for the Aquio and Ipati Blocks, which was approved  
by the local authorities in April 2011. Additional appraisal work  
is underway, notably with the drilling of a second well on the Ipati  
Block in 2012.  
In 2009, the Group closed the acquisition of a 50% stake in American  
Shale Oil LLC (AMSO) to develop shale oil technology. The pilot  
to develop this technology is underway in Colorado.  
In Mexico, TOTAL is conducting various studies with state-owned  
PEMEX under a general technical cooperation agreement renewed  
in July 2011 for a period of five years.  
In 2010, TOTAL signed an agreement to dispose of 20%  
in the Aquio and Ipati licenses to Gazprom. Following approval  
of the agreement by the Bolivian authorities, TOTAL will have  
a 60% stake in the licenses.  
2
.3.3. South America  
In Brazil, TOTAL has equity stakes in three exploration blocks:  
Blocks BC-2 (41.2%) and BM-C-14 (50%) in the Campos Basin,  
and Block BM-S-54 (20%) in the Santos Basin.  
In 2011, TOTAL’s production in South America was 188 kboe/d,  
representing 8% of the Group’s overall production, compared  
to 179 kboe/d in 2010 and 182 kboe/d in 2009.  
– The Xerelete field is mainly located on Block BC2, with an extension  
on Block BM-C-14. A unitization agreement was finalized  
by the partners on both blocks and submitted to the authorities  
for approval in April 2011.  
In Argentina, where TOTAL has been present since 1978, the Group  
operates 30%(1) of the country’s gas production. The Group’s  
production was 86 kboe/d in 2011, compared to 83 kboe/d  
in 2010 and 80 kboe/d in 2009.  
In 2012, pending the authorities’ approval, TOTAL is expected  
to become operator of the unitized Xerelete field. After seismic  
reprocessing, a pre-salt prospect was found under the Xerelete  
In Tierra del Fuego, the Group notably operates the Carina  
and Aries offshore fields (37.5%). The award of the contracts  
(1) Source: Argentinean Ministry of Federal Planning, Public Investment and Services - Energy Secretary.  
Registration Document 2011. TOTAL  
21  
Business overview  
2
Upstream  
discovery made in 2001 at a water depth of 2,400 m. TOTAL  
is planning to resume drilling activities on the block in 2012.  
produces gas dedicated to the domestic market and in the offshore  
exploration Block 4, located in the Plataforma Deltana (49%).  
On Block BM-S-54, a first well was drilled in the pre-salt at  
the end of 2010 on the Gato do Mato structure, and a significant  
oil column was found. The appraisal plan approved by the  
authorities in October 2011 includes testing the Gato do Mato  
well and, if that test is successful, drilling a second well  
on the structure in 2012. As the Gato do Mato structure extends  
beyond the boundaries of Block BM-S-54 into a free zone, a draft  
unitization agreement has been submitted to the authorities.  
The development phase of the southern portion of the  
PetroCedeño field was launched in the second half of 2011.  
An additional development phase on the Yucal Placer field to  
increase production capacity from 100 Mcf/d to 300 Mcf/d is under  
discussion with the authorities.  
2.3.4. Asia-Pacific  
At the end of 2011, a second structure (Epitonium) identified on Block  
BM-S-54 was drilled. The results of the well are under analysis.  
In 2011, TOTAL’s production in Asia-Pacific was 231 kboe/d,  
representing 10% of the Group’s overall production, compared  
to 248 kboe/d in 2010 and 251 kboe/d in 2009.  
In Colombia, where TOTAL has had operations since 1973,  
the Group’s production was 11 kboe/d in 2011, compared to  
In Australia, where TOTAL has held leasehold rights since 2005,  
the Group owns 24% of the Ichthys project, 27.5% of the GLNG  
project and nine offshore exploration licenses, including four that  
it operates, off the northwest coast in the Browse, Vulcan  
and Bonaparte Basins. In 2011, the Group produced 4 kboe/d  
due to its stake in GLNG, compared to 1 kboe/d in 2010.  
18 kboe/d in 2010 and 23 kboe/d in 2009. The decline in production  
in 2011 was mainly due to the divestment of TOTAL’s stake in  
CEPSA, which was finalized in July 2011.  
On the Cusiana field (11.6%), production from the project to extract  
6
kb/d of LPG started at the end of 2011.  
Following the discovery of Huron-1 in 2009 on the Niscota (50%)  
exploration license and a 3D seismic survey in 2010, the first appraisal  
well has been underway since mid-2011. A second appraisal well  
is expected in 2012.  
– The Ichthys LNG project is aimed at the development of the  
Ichthys gas and condensates field, located in the Browse Basin.  
This development includes a floating platform designed for gas  
production, treatment and export, an FPSO to stabilize and  
export condensates, an 889 km gas pipeline and an onshore  
liquefaction plant located in Darwin. The project was launched  
in early 2012 following completion of the engineering studies, calls  
for tender and subcontractor selection. The LNG has already  
been sold under long-term contracts mainly to Asian buyers.  
In 2011, TOTAL sold 10% of its stake in the Ocensa oil pipeline  
reducing its holding to 5.2%.  
In February 2012, TOTAL signed an agreement to sell TEPMA BV.  
This wholly-owned affiliate of TOTAL holds the working interest in  
the Cusiana field as well as a participation in OAM and ODC  
pipelines in Colombia. This transaction is subject to approval by the  
relevant authorities.  
Production capacity is expected to be 8.4 Mt/y of LNG and nearly  
1.6 Mt/y of LPG as well as a production of 100 kb/d of condensates  
at peak. Production start-up is expected at year-end 2016.  
In French Guiana, TOTAL owns a 25% stake in the Guyane  
In late 2010, TOTAL acquired a 20% stake in the GLNG project,  
followed by an additional 7.5% stake in March 2011. This integrated  
gas production, transport and liquefaction project is based  
on the development of coal gas from the Fairview, Roma, Scotia  
and Arcadia fields. The final investment decision was made in  
January 2011 and start-up is expected in 2015. LNG production  
is expected to eventually reach 7.2 Mt/y. The preliminary project  
development and engineering work are continuing. The 420 km  
pipeline for transporting the gas has received environmental  
approval. Off the coast near Gladstone, on Curtis Island, site  
preparations have started with civil engineering, dredging and  
construction of the initial jetty and the residential compound.  
Maritime license. The license, located about 150 km off the coast,  
2
covers an area of approximately 26,000 km in water depths  
ranging from 200 to 3,000 m.  
Located around 170 km northeast off Cayenne, drilling  
of the GM-ES-1 well on the Zaedyus prospect took place in 2011.  
The well was drilled at water depths of over 2,000 m and reached a  
vertical depth of 5,908 m below sea level. It revealed two  
hydrocarbon columns in gravelly reservoirs.  
This discovery follows on from the shooting of a 3D seismic survey  
2
covering 2,500 km on the eastern zone of the Guyane Maritime license.  
An extensive drilling campaign and a further 3D seismic survey are  
planned on the license starting in 2012.  
Following extensive seismic surveying in 2008 and interpretation  
of the data in 2009, a drilling campaign on two wells started  
in early 2011 on license WA-403 (60%, operator). As one well  
demonstrated the presence of hydrocarbons, additional  
appraisal work will take place on this block (3D seismic).  
In Trinidad & Tobago, where TOTAL has had operations since 1996,  
the Group’s production was 12 kboe/d in 2011, compared to 3 kboe/d  
in 2010 and 5 kboe/d in 2009. TOTAL holds a 30% stake in  
the offshore Angostura field located on Block 2C. Production  
started up in May 2011 on Phase 2, which corresponds to the gas  
reserves development phase. A drilling campaign on three wells  
started in mid-2011 in order to increase oil production. An exploration  
well was also drilled in 2011 and revealed additional gas resources.  
Three new exploration wells are planned for 2012-2013 on  
license WA-408 (100%, operator).  
In Brunei, where TOTAL has been present since 1986, the Group  
operates the offshore Maharaja Lela Jamalulalam gas and condensates  
field located on Block B (37.5%). The Group’s production was  
In Venezuela, where TOTAL has had operations since 1980, the  
Group’s production was 54 kboe/d in 2011, compared to 55 kboe/d  
in 2010 and 54 kboe/d in 2009. TOTAL has equity stakes in  
PetroCedeño (30.323%), which produces and upgrades extra  
heavy oil in the Orinoco Belt, in Yucal Placer (69.5%), which  
1
3 kboe/d in 2011, compared to 14 kboe/d in 2010 and 12 kboe/d  
in 2009. The gas is delivered to the Brunei LNG liquefaction plant.  
On Block B, the drilling campaign that started in 2009 continued  
in 2010 and 2011. Production on the first well started in 2010.  
22  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
The next two wells, which were exploratory, revealed new reserves  
in the southern portion of the field, for which development studies  
are underway. A fourth well drilled in 2011 in the southern portion  
of the field was connected to the production facilities at the end  
of the year. A ten-year extension of the mining rights period was  
recently granted by the Brunei government.  
of natural gas, started in February 2011. Production start-up is  
scheduled for the end of 2013.  
On the Southeast Mahakam exploration block (50%, operator),  
the first exploration well (Trekulu 1) completed at the end of 2010  
produced negative results.  
In May 2010, the Group acquired a 24.5% stake in two  
exploration blocks - Arafura and Amborip VI - located in the  
Arafura Sea. Two wells were drilled on these blocks in late  
On deep-offshore exploration Block CA1 (54%, operator), formerly  
Block J, exploration operations that had been suspended since  
May 2003 due to a border dispute between Brunei and Malaysia  
resumed in September 2010. A seismic survey started before  
the summer of 2011 and an initial campaign of three drillings  
started in October 2011.  
2010/early 2011. The results were negative.  
– In September 2011, TOTAL signed an agreement to acquire  
a stake in three exploration blocks located in the southern  
Makassar Strait (Sageri, 50%, South Sageri, 35% and  
Sadang, 20%). A first well was drilled on the Sageri block at  
the end of 2011.  
In China, the Group has had operations since 2006 on the South  
Sulige Block, located in the Ordos Basin in the Inner Mongolia province.  
Following appraisal work by TOTAL, China National Petroleum  
Corporation (CNPC) and TOTAL agreed in November 2010  
to submit to the authorities for approval a development plan under  
which CNPC is the operator and provides the benefit of its experience  
in developing Great Sulige. TOTAL has a 49% stake and provides  
support in its areas of expertise.  
– In September 2011, TOTAL also signed an agreement to acquire a  
stake in an exploration block located in the southern Makassar Strait  
(South Mandar, 33%). Under the agreement, the Group acquired  
additional 10% stakes in the South Sageri and Sadang blocks.  
In May 2011, TOTAL acquired a 100% stake in the South West  
Bird’s Head exploration block. The block is located onshore and  
offshore in the Salawati Basin, in the province of West Papua.  
The authorities gave the operator permission to undertake  
preliminary development work in the spring of 2011. Drilling  
operations started and additional 3D seismic data was shot in  
The Group signed a production sharing agreement in  
March 2011, for a 50% stake in a coal bed methane (CBM) field  
on the Kutai Timur Block in East Kalimantan province.  
2011 in preparation for the upcoming drilling campaigns.  
Start-up of production is expected in 2012.  
In Indonesia, where TOTAL has had operations since 1968,  
the Group’s production was 158 kboe/d in 2011, compared  
to 178 kboe/d in 2010 and 190 kboe/d in 2009.  
In the autumn of 2010, the Group signed an agreement with the  
consortium Nusantara Regas (Pertamina-PGN) for the delivery  
of 11.75 Mt of LNG over the period 2012-2022 to a re-gasification  
terminal located near Jakarta. The first deliveries are expected in  
the second quarter of 2012.  
TOTAL’s operations in Indonesia are primarily concentrated on  
the Mahakam permit (50%, operator), which covers in particular  
the Peciko and Tunu gas fields. TOTAL also has a stake in the Sisi-Nubi  
gas field (47.9%, operator). TOTAL delivers most of its natural gas  
production to the Bontang LNG plant operated by the Indonesian  
company PT Badak. The overall capacity of the eight liquefaction  
trains of the Bontang plant is 22 Mt/y.  
In Malaysia, TOTAL signed a production sharing agreement  
in 2008 with state-owned Petronas for the offshore exploration  
Blocks PM303 and PM324. Following the seismic studies  
performed in 2009 and 2010, TOTAL withdrew from offshore  
exploration Block PM303 in early 2011. Exploration work  
continued on Block PM324 (50%, operator); initial drilling in high  
pressure/high temperature conditions started in October 2011  
and continues in 2012.  
In 2011, gas production operated by TOTAL amounted to  
2
227 Mcf/d. The gas operated and delivered by TOTAL accounted  
for nearly 80% of Bontang LNG’s supply. In addition to gas production,  
operated condensates and oil production from the Handil and  
Bekapai fields amounted to 59 kb/d and 23 kb/d, respectively.  
TOTAL also signed in November 2010 a new production sharing  
agreement with Petronas for the deep offshore exploration  
Block SK 317 B (85%, operator) located off the state of  
Sarawak. 3D seismic surveys have been carried out on the zone.  
The results should be available shortly.  
On the Mahakam permit:  
-
In 2011, the scheduled drilling of additional wells in the main  
reservoir of the Tunu field continued with increasing density.  
The second phase of drilling development wells to discover  
shallow gas reservoirs has started.  
In Myanmar, the Group’s production was 15 kboe/d in 2011,  
compared to 14 kboe/d in 2010 and 13 kboe/d in 2009. TOTAL  
operates the Yadana field (31.2%), located on offshore Blocks M5  
and M6, which produces gas that is delivered primarily to PTT  
(the Thai state-owned company) to be used in Thai power plants.  
The Yadana field also supplies the domestic market via a land  
pipeline and, since June 2010, via a sub-sea pipeline built and  
operated by Myanmar’s state-owned company MOGE.  
-
-
On the Peciko field, Phase 7 drilling, which started in 2009,  
is continuing.  
The development of South Mahakam, which includes the  
Stupa, West Stupa and East Mandu fields, is ongoing.  
Start-up of production is expected in early 2013.  
On the Sisi-Nubi field, which began production in 2007, drilling  
operations continue within the framework of a second phase of  
development. The gas from Sisi-Nubi is produced through Tunu’s  
processing facilities.  
In Thailand, the Group’s production was 41 kboe/d in 2011  
and 2010, compared to 36 kboe/d in 2009. This comes from  
the Bongkot (33.33%) offshore gas and condensates field.  
PTT purchases all of the natural gas and condensates production.  
In October 2010, TOTAL closed the acquisition of a 15% stake  
in the Sebuku permit, where the gas field Ruby was discovered.  
Development of the field, with the aim of producing 100 Mcf/d  
– On the northern portion of the Bongkot field, the 3H (three  
wellhead platforms) development phase came onstream in  
Registration Document 2011. TOTAL  
23  
Business overview  
2
Upstream  
early 2011. New investments are being made to meet gas  
demand and maintain plateau production:  
in Shah Deniz continued in 2011. In October 2011, SOCAR and  
Botas, a Turkish state-owned company, signed an agreement  
on the sale of additional gas volumes and the transfer conditions  
for volumes intended for the European market. The agreement is  
expected to enable the start of FEED studies for this second phase  
in the first quarter of 2012, although some of the commercial  
provisions of the agreement have yet to be finalized.  
-
-
-
phase 3J (two well platforms) was launched in late 2010 with  
start-up scheduled for 2012;  
phase 3K (two well platforms) was approved in  
September 2011 with start-up scheduled for 2013; and  
the second low-pressure compressor installation phase to  
increase gas production was completed in the first quarter of  
In Kazakhstan, TOTAL has owned since 1992 a stake in the North  
Caspian license, which covers the Kashagan field in particular.  
2012.  
The southern portion of the field (Greater Bongkot South) is also  
being developed in several phases. This development is  
designed to include a processing platform, a residential platform  
and thirteen production platforms. Construction of the facilities  
started in 2009 and accelerated in 2011 with the installation  
of the residential and gas processing platforms in August.  
Production is expected to start in the spring of 2012, with a  
capacity of 350 Mcf/d.  
The Kashagan project is expected to be developed in several  
phases. The development plan for the first phase (300 kb/d) was  
approved in February 2004 by the Kazakh authorities, allowing  
work to begin on the field. The consortium continues to target first  
production by year-end 2012.  
In October 2008, the members of the North Caspian Sea  
Production Sharing Agreement (NCSPSA) consortium and the  
Kazakh authorities signed agreements to end the disagreement that  
began in August 2007. Their implementation led to a reduction of  
TOTAL’s share in NCSPSA from 18.52% to 16.81%. The operating  
structure was reconfigured and the North Caspian Operating  
Company (NCOC), a joint operating company, was entrusted with  
the operatorship in January 2009. NCOC supervises and  
coordinates NCSPSA’s operations.  
In Vietnam, TOTAL holds a 35% stake in the production sharing  
agreement for the offshore 15-1/05 exploration block following  
an agreement signed in 2007 with PetroVietnam. Two oil  
discoveries were made on the southern portion of the block,  
one in November 2009 and the other in October 2010. The results  
from the additional wells drilled on these discoveries between  
November 2010 and October 2011 are being assessed.  
In Russia, where TOTAL has had operations through its subsidiary  
since 1991, the Group’s production was 105 kboe/d in 2011,  
compared to 10 kboe/d in 2010 and 12 kboe/d in 2009. This  
comes from the Kharyaga field (40%, operator) and TOTAL’s stake  
in Novatek.  
In 2009, TOTAL and PetroVietnam signed a production sharing  
agreement for Blocks DBSCL-02 and DBSCL-03. The onshore  
blocks, located in the Mekong Delta region, are held by TOTAL  
(75%, operator) and PetroVietnam (25%). Based on the seismic  
information obtained in 2009 and 2010, the partners have decided  
not to continue the exploration work.  
– In 2007, TOTAL and Gazprom signed an agreement for the  
first phase of development on the giant Shtokman gas and  
condensates field, located in the Barents Sea. Under this  
agreement, Shtokman Development AG (TOTAL, 25%) was  
created in 2008 to design, build, finance and operate this first  
development phase, with estimated overall production capacity  
2
.3.5. Commonwealth of Independent States  
(
CIS)  
In 2011, TOTAL’s production in the CIS was 119 kboe/d,  
representing 5% of the Group’s overall production,  
compared to 23 kboe/d in 2010 and 24 kboe/d in 2009.  
3
of 23.7 Bm /y (0.4 Mboe/d). Engineering studies are underway  
for the portion of the project that will allow the transport of gas  
by pipeline through the Gazprom network (offshore development,  
gas pipeline and onshore gas and condensates processing  
facilities on the Teriberka site) and for the LNG part of the project,  
which will allow the export of 7.5 Mt/y of LNG from a new harbor  
located in Teriberka, representing approximately half of the gas  
produced by the first development phase.  
In Azerbaijan, where TOTAL has had operations since 1996,  
production was 14 kboe/d in 2011, compared to 13 kboe/d  
in 2010 and 12 kboe/d in 2009. The Group’s production comes  
from the Shah Deniz field (10%). TOTAL also holds a 10% stake in  
South Caucasus Pipeline Company, owner of the South Caucasus  
Pipeline (SCP) gas pipeline that transports the gas produced in  
Shah Deniz to the Turkish and Georgian markets. TOTAL also holds  
a 5% stake in BTC Co., owner of the Baku-Tbilisi-Ceyhan (BTC) oil  
pipeline, which connects Baku and the Mediterranean Sea.  
In 2009, TOTAL and state-owned SOCAR signed an exploration,  
development and production sharing agreement for a license  
located on the Absheron block in the Caspian Sea. TOTAL (40%) is  
the operator during the exploration phase and a joint operating  
company will manage operations during the development phase.  
Drilling of an exploratory well started in early 2011. In  
In late 2009, TOTAL closed the acquisition from Novatek of  
a 49% stake in Terneftegas, which holds a development and  
production license on the onshore Termokarstovoye field.  
An appraisal well was drilled in 2010. The results of this well  
and of the pre-project studies allowed for the final investment  
decision to be made at year-end 2011.  
– On the Kharyaga field, work related to the development plan  
of phase 3 is ongoing. This development plan is intended to  
maintain plateau production at the 30 kboe/d (in 100%) level  
reached in late 2009. TOTAL sold 10% of the field to state-owned  
Zarubezhneft in January 2010, thereby decreasing its interest  
to 40%.  
September 2011, the well showed the existence of a substantial  
gas accumulation. The well will be tested in 2012.  
Gas deliveries to Turkey and Georgia from the Shah Deniz field  
continued throughout 2011, at a lower pace for Turkey due to  
weaker demand than initially forecast. Conversely, SOCAR took  
greater quantities of gas than provided for by the agreement.  
– In the autumn of 2009, TOTAL signed an agreement setting  
forth the principles of a partnership with KazMunaiGas (KMG)  
for the development of the Khvalynskoye gas and condensates  
field, located offshore in the Caspian Sea on the border between  
Kazakhstan and Russia, under Russian jurisdiction. Gas production  
Development studies and business negotiations for the sale of  
additional gas needed to launch a second development phase  
24  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
is expected to be transported to Russia. Pursuant to this  
agreement, TOTAL is planning to acquire 17% of KMG’s share.  
In Italy, the Tempa Rossa field (75%, operator), discovered in 1989  
and located on the unitized Gorgoglione concession (Basilicate  
region), is one of TOTAL’s principal assets in the country.  
In March 2011, TOTAL and the Russian listed company Novatek  
signed a strategic partnership agreement pursuant to which  
TOTAL acquired a 12.09% stake in Novatek in April 2011, with  
the intention of both parties for TOTAL to increase its holding  
to 15% within 12 months and 19.40% within three years. In  
December 2011, TOTAL increased its stake in Novatek by 2%  
to 14.09%.  
In 2011, Total Italia acquired an additional 25% in the Tempa  
Rossa field, bringing its stake to 75%, as well as shares in two  
exploration licenses.  
Site preparation work started in early August 2008, but the  
proceedings initiated by the Prosecutor of the Potenza Court against  
Total Italia led to a freeze in the preparation work (for additional  
information, see Chapter 7, Legal and arbitration proceedings).  
New calls for tenders were launched related to certain contracts that  
had been cancelled. Drilling of the Gorgoglione 2 appraisal well that  
started in June 2010 reached its final depth, confirming the results  
of the other wells. It is expected to be tested in 2012. The extension  
plan for the Tarente refinery export system, needed for the  
development of the Tempa Rossa field, was submitted to the Italian  
authorities in May 2010 and approved at the end of 2011.  
Site preparation work began and start-up of production is expected  
in 2015 with a capacity of 55 kboe/d.  
In October 2011, TOTAL and Novatek signed the final  
agreements for the joint development of the Yamal LNG project.  
With a 20% stake, TOTAL has become Novatek’s main  
international partner in the gas liquefaction project. Novatek,  
which will retain a 51% stake, intends to dispose of the  
remaining 29% to other partners. The Yamal LNG project covers  
the development of the South Tambey gas and condensates  
field, located on the Yamal Peninsula in the Arctic.  
2
.3.6. Europe  
In Norway, where the Group has had operations since the  
mid-1960s, TOTAL has equity stakes in eighty production licenses  
on the Norwegian continental shelf, seventeen of which it operates.  
Norway is the largest single-country contributor to the Group’s  
production, with volumes of 287 kboe/d in 2011, compared to  
In 2011, TOTAL’s production in Europe was 512 kboe/d,  
representing 22% of the Group’s overall production,  
compared to 580 kboe/d in 2010 and 613 kboe/d in 2009.  
In Denmark, TOTAL has owned since June 2010 an 80% stake  
in and the operatorship for licenses 1/10 (Nordjylland) and 2/10  
310 kboe/d in 2010 and 327 kboe/d in 2009.  
(
Nordsjaelland, formerly Frederoskilde). These onshore licenses,  
– In the Norwegian North Sea, where numerous development  
projects have recently been launched, the Group’s production  
was 205 kboe/d in 2011. The most substantial contribution to  
production, for the most part non-operated, comes from the  
Greater Ekofisk Area (Ekofisk, Eldfisk, Embla, etc.).  
the shale gas potential of which has yet to be assessed, cover  
2
2
areas of 3,000 km and 2,300 km , respectively. Following  
geoscience surveys on license 1/10 in 2011, the decision was  
made to drill a well during the second half of 2012. Geoscience  
surveys are ongoing on license 2/10.  
Several projects are underway on the Greater Ekofisk Area,  
located in the south. The Group owns a 39.9% stake in the  
Ekofisk and Eldfisk fields. The Ekofisk South and Eldfisk 2  
projects were launched in June 2011 following approval of the  
development and operation plans by the authorities. The project  
relating to the construction and installation of the new Ekofisk  
living quarters and utilities platform is now in its second year.  
In France, the Group’s production was 18 kboe/d in 2011,  
compared to 21 kboe/d in 2010 and 24 kboe/d in 2009. TOTAL’s  
major assets are the Lacq (100%) and Meillon (100%) gas fields,  
located in the southwest part of the country.  
On the Lacq field, operated since 1957, a carbon capture and  
storage pilot was commissioned in January 2010, and carbon  
injection is expected to continue until 2013. In connection with  
this project, a boiler has been modified to operate in an oxy-fuel  
combustion environment and the carbon dioxide emitted is  
captured and re-injected in the depleted Rousse field. As part  
of TOTAL’s sustainable development policy, this project will allow  
the Group to assess one of the technological possibilities for  
reducing carbon dioxide emissions. For additional information,  
see Chapter 12.  
– On the Greater Hild Area, located in the north and in which the  
Group has a 51% stake (operator), the Hild development scheme  
was selected at the end of 2010. The development and  
operation plan has been submitted to the authorities in  
early 2012. Approval is expected in 2012, with production  
start-up scheduled for 2016.  
A number of successful exploration and appraisal activities were  
carried out in the North Sea in the 2009-2011 period. These  
activities have led to the launch of several development projects,  
which are already underway or for which approval by the  
authorities is expected in 2012:  
Agreements were signed in December 2011 for the sale of the  
Itteville, Vert-le-Grand, Vert-le-Petit, La Croix Blanche, Dommartin  
Lettrée and Vic-Bilh assets. Operatorship and production rights for  
these assets were transferred in January 2012.  
- In the central section of the North Sea, on license PL102C  
(
40%, operator), a fast-track development project has been  
The Montélimar exclusive exploration license, awarded to TOTAL in  
March 2010 (100%) to assess, in particular, the shale gas potential  
of the area, was revoked by the government in October 2011.  
This revocation stemmed from the law of July 13, 2011, prohibiting  
the exploration and extraction of hydrocarbons by drilling followed  
by hydraulic fracturing. The Group had, however, submitted the  
required report to the government, in which it undertook not to use  
hydraulic fracturing in light of the current prohibition. An appeal has  
therefore been filed in December 2011 with the administrative court  
requesting that the judge cancel the revocation of the license.  
launched for the Atla field (formerly known as David), which  
was discovered in 2010. Start-up of gas production is  
expected in late 2012.  
Gas production on the Beta West field (a satellite of  
Sleipner, 10%), located in the central section of the North Sea,  
started in April 2011.  
-
-
In the Visund area of the Nordic North Sea on license PL120  
(7.7%), the Visund South fast-track development project for  
the Pan/Pandora discoveries is underway. Start-up of  
production is expected in 2012.  
Registration Document 2011. TOTAL  
25  
Business overview  
2
Upstream  
-
-
The Stjerne project was launched in 2011 to develop the Katla  
structure discovered in 2009, located on license PL104 (10%)  
south of Oseberg in the Nordic North Sea. Start-up of oil  
production is expected in 2013.  
– The K5CU development project (49%, operator) was launched  
in 2009 and production started up in early 2011. This development  
includes four wells supported by a platform that was installed in  
2010 and connected to the K5A platform by a 15 km gas pipeline.  
The fast-track development project for the Vigdis North East  
structure (PL089, 5.6%), discovered in 2009 and located south  
of Snorre, was launched in 2011. It will also allow for enhanced  
hydrocarbon recovery from the nearby Vigdis East field.  
Start-up of oil production is expected in late 2012.  
A positive appraisal well was drilled in 2010 on the southern  
slope of the Dagny-Ermintrude structure (6.54%) north of  
Sleipner. Approval of the development project is expected  
at the end of 2012 and production is scheduled to start in  
late 2016.  
The K4Z development project (50%, operator) began in 2011.  
This development is comprised of two sub-sea wells connected  
to the existing production and transport facilities. Start-up of  
production is expected in early 2013.  
-
In late 2010, TOTAL disposed of 18.19% of its equity stake in the  
NOGAT gas pipeline and decreased its stake to 5%.  
In Poland, at the end of March 2011, TOTAL signed an agreement  
to acquire a 49% stake in the Chelm and Werbkowice exploration  
concessions in order to assess their shale gas potential. On the  
Chelm license, drilling has taken place, the well has been tested  
and the results from the well are being examined.  
In the Norwegian Sea, the Haltenbanken area includes the  
Tyrihans (23.2%), Mikkel (7.7%) and Kristin (6%) fields as well as  
the Åsgard (7.7%) field and its satellites Yttergryta (24.5%) and  
Morvin (6%). Morvin started up in August 2010 as planned,  
with two producing wells. In 2011, the Group’s production in  
the Haltenbanken area was 63 kboe/d.  
In the United Kingdom, where TOTAL has had operations  
since 1962, the Group’s production was 169 kboe/d in 2011,  
compared to 207 kboe/d in 2010 and 217 kboe/d in 2009.  
Around 90% of this production comes from operated fields located  
in two major zones: the Alwyn zone in the northern North Sea, and  
the Elgin/Franklin zone in the Central Graben.  
The partners decided to go ahead with the Åsgard sub-sea  
compression project, which will increase hydrocarbon recovery  
on the Åsgard and Mikkel fields, and the development and  
operation plan has been submitted to the authorities.  
On the Alwyn zone, start-up of satellite fields or new reservoir  
compartments allowed production to be maintained. The N52  
well drilled on Alwyn (100%) in a new compartment of the  
Statfjord reservoir came onstream in February 2010 with initial  
production of 15 kboe/d (gas and condensates). The N53 well  
was also drilled on Alwyn on the same type of reservoir in 2011  
and came onstream in September 2011 with initial production  
of 4 kboe/d (gas and condensates).  
In 2011, TOTAL successfully drilled an exploration well on the  
Alve North structure on license PL127 (50%, operator) near the  
Norne field.  
In the Barents Sea, LNG production on Snøhvit (18.4%) started  
in 2007. This project includes development of the Snøhvit,  
Albatross and Askeladd natural gas fields, as well as the  
construction of the associated liquefaction facilities. Due to  
design problems, the plant experienced reduced capacity during  
the start-up phase. A number of maintenance turnarounds were  
scheduled to address the issue and the plant is now operating  
at its design capacity (4.2 Mt/y). In 2011, the Group’s production  
was 19 kboe/d.  
The development project for Islay (100%), a gas and  
condensates discovery made in 2008 located south of Alwyn,  
was approved in July 2010. Development is underway and  
production start-up is expected in the first half of 2012 with a  
production capacity of 15 kboe/d.  
In 2010, TOTAL signed an agreement to divest its stake in the  
Otter field; its holding fell from 81% to 50% in 2011 and was  
completely disposed of in February 2012.  
In 2011, TOTAL drilled a positive exploration well on the Norvarg  
structure in the Barents Sea on license PL535 (40%, operator),  
which was awarded during the twentieth licensing round.  
In the Central Graben, the development of the Elgin (46.2%,  
operator) and Franklin (46.2%, operator) fields, in production  
since 2001, contributed substantially to the Group’s presence in  
the United Kingdom. At the end of 2011, TOTAL acquired the  
remaining 22.5% of Elgin Franklin Oil & Gas (EFOG), a company  
through which it holds a stake in the Elgin and Franklin fields.  
On the Elgin field, a first infill well came onstream in October 2009  
with production of 18 kboe/d. A second infill well started up in  
May 2010 with production of 12 kboe/d.  
The Group improved its asset portfolio in Norway by obtaining new  
licenses and divesting a number of non-strategic assets:  
In 2011, TOTAL obtained four new exploration licenses during  
licensing round APA 2010 (Awards in Predefined Areas), including  
one as operator. The Group also acquired in 2011 a 40% stake  
and the role of operator of license PL554, north of Visund. Drilling  
of an exploration well is expected on the license in 2012. At the  
beginning of 2012, during licensing round APA 2011, TOTAL  
obtained eight new licences, including five as operator.  
Following a gas leak on the Elgin field on March 25, 2012,  
the production on the Elgin, Franklin and West Franklin fields  
was stopped and the personnel of the site were evacuated.  
Investigations are ongoing to determine the causes and the  
remediation of the gas leak. The Group is actively monitoring  
the situation (situation as of March 26, 2012).  
In 2010, the Group divested its stake in the Valhall/Hod fields.  
In June 2011, TOTAL announced that it had signed an  
agreement for the planned sale of its entire stake in Gassled  
(6.4%) and the associated entities. The sale was effective at  
the end of 2011.  
Additional development of West Franklin through a second phase  
(drilling of three additional wells and installation of a new platform  
connected to Elgin) was approved in November 2010. Start-up of  
production is expected at year-end 2013. The decision was made  
in 2011 to install a new well platform on the Elgin field. This new  
platform will be installed in parallel with the West Franklin project  
and will enable the drilling of new wells on the Elgin field as of 2014.  
In the Netherlands, TOTAL has had natural gas exploration and  
production operations since 1964 and currently owns twenty-four  
offshore production licenses, including twenty that it operates, and  
two offshore exploration licenses, E17c (16.92%) and K1c (30%).  
In 2011, the Group’s production was 38 kboe/d, compared to  
4
2 kboe/d in 2010 and 45 kboe/d in 2009.  
26  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
In addition to Alwyn and the Central Graben, a third area, West of  
Shetland, is undergoing development. TOTAL increased its equity  
stake to 80% in the Laggan and Tormore fields in early 2010.  
double production so as to reach nearly 2 Mt/y in January 2013.  
In Iraq, TOTAL bid in 2009 and 2010 on the three calls for tenders  
launched by the Iraqi Ministry of Oil. The PetroChina-led consortium  
that includes TOTAL (18.75%) was awarded the development and  
production contract for the Halfaya field during the second call for  
tenders held in December 2009. This field is located in the province  
of Missan, north of Basra. The agreement became effective in  
March 2010 and the preliminary development plan was approved  
by the Iraqi authorities in September 2010. Development operations  
started with the shooting of the 3D seismic survey, drilling and the  
construction of surface facilities. A production level of 70 kb/d of oil  
is expected to be reached in 2012.  
The decision to develop the Laggan/Tormore fields was made in  
March 2010 and production is scheduled to start in 2014 with an  
expected capacity of 90 kboe/d. The joint development scheme  
selected by TOTAL and its partner includes sub-sea production  
facilities and off-gas treatment (gas and condensates) at a plant  
located near the Sullom Voe terminal in the Shetland Islands. The  
gas would then be exported to the Saint-Fergus terminal via a  
new pipeline connected to the Frigg gas pipeline (FUKA).  
In 2010, the Group’s stake in the P967 license (operator),  
which includes the Tobermory gas discovery, increased to 50%  
from 43.75%. This license is located north of Laggan/Tormore.  
In Iran, the Group’s production under buy back agreements was  
zero in 2011, having been 2 kb/d in 2010 and 8 kb/d in 2009.  
For additional information on TOTAL’s operations in Iran, see  
Chapter 4 (Risk Factors).  
In early 2011, a gas and condensate discovery was made on  
the Edradour license (75%, operator), near Laggan and Tormore.  
The development of Edradour using the infrastructures in place  
is being examined.  
In Oman, the Group’s production was 36 kboe/d in 2011, stable  
compared to 2010 and 2009. TOTAL produces oil mainly on  
Block 6 as well as on Block 53 and liquefied natural gas through its  
TOTAL has stakes in ten assets operated by third parties, the most  
important in terms of reserves being the Bruce (43.25%) and Alba  
stakes in the Oman LNG (5.54%)/Qalhat LNG (2.04%(1)  
)
liquefaction plant, which has a capacity of 10.5 Mt/y.  
(
(
12.65%) fields. The Group disposed of its stake in the Nelson field  
11.5%) in 2010.  
In Qatar, where TOTAL has had operations since 1936, the Group  
has equity stakes in the Al Khalij field (100%), the NFB Block (20%)  
in the North field, the Qatargas 1 liquefaction plant (10%), Dolphin  
2
.3.7. Middle East  
(24.5%) and train 5 of Qatargas 2 (16.7%). The Group’s production  
was 155 kboe/d in 2011, compared to 164 kboe/d in 2010  
and 141 kboe/d in 2009.  
In 2011, TOTAL’s production in the Middle East was 570  
kboe/d, representing 24% of the Group’s overall production,  
compared to 527 kboe/d in 2010 and 438 kboe/d in 2009.  
– The production contract for Dolphin, signed in 2001 with state-  
owned Qatar Petroleum, provides for the sale of 2 Bcf/d of gas  
from the North Field for a 25-year period. The gas is processed  
in the Dolphin plant in Ras Laffan and exported to the United  
Arab Emirates through a 360 km gas pipeline.  
In the United Arab Emirates, where TOTAL has had operations since  
1939, the Group’s production was 240 kboe/d in 2011, compared  
to 222 kboe/d in 2010 and 214 kboe/d in 2009. The increase in  
production in 2011 was mainly due to higher production by Abu Dhabi  
Company for Onshore Oil Operations (ADCO) and Abu Dhabi  
Marine (ADMA).  
– Production from train 5 of Qatargas 2, which started in  
September 2009, reached its full capacity (7.8 Mt/y) at year-end  
2
009. TOTAL has owned an equity stake in this train since 2006.  
In Abu Dhabi, TOTAL holds a 75% stake in the Abu Al Bu Khoosh  
field (operator), a 9.5% stake in ADCO, which operates the five  
major onshore fields in Abu Dhabi, and a 13.3% stake in ADMA,  
which operates two offshore fields. TOTAL also has a 15% stake in  
Abu Dhabi Gas Industries (GASCO), which produces LPG and  
condensates from the associated gas produced by ADCO, and  
a 5% stake in Abu Dhabi Gas Liquefaction Company (ADGAS),  
which produces LNG, LPG and condensates.  
In addition, TOTAL takes part of the LNG produced in compliance  
with the contracts signed in 2006, which provide for the purchase  
of 5.2 Mt/y of LNG from Qatargas 2 by the Group.  
The Group also has a 10% stake in Laffan Refinery, a condensate  
splitter with a capacity of 146 kb/d that started up in September 2009.  
Finally, since May 2011 the Group has been a partner (25%) in the  
offshore BC exploration license.  
In early 2009, TOTAL signed agreements for a 20-year extension of  
its stake in the GASCO joint venture starting on October 1, 2008.  
In Syria, TOTAL is present on the Deir Ez Zor license (100%,  
operated by DEZPC, 50% of which is owned by TOTAL) and  
through the Tabiyeh contract that became effective in  
October 2009. The Group’s production from these two assets  
was 53 kboe/d in 2011, compared to 39 kboe/d in 2010 and 20  
kboe/d in 2009. In early December 2011, TOTAL ceased its  
activities that contribute to oil and gas production in Syria.  
In early 2011, TOTAL and IPIC, a government-owned entity in Abu Dhabi,  
signed a Memorandum of Understanding with a view to developing  
projects of common interest in the upstream oil and gas sectors.  
The Group has a 24.5% stake in Dolphin Energy Ltd. alongside  
Mubadala, a company owned by the government of the Abu Dhabi  
Emirate, to market gas produced primarily in Qatar to the United  
Arab Emirates.  
For additional information on TOTAL’s operations in Syria, see  
Chapter 4 (Risk Factors).  
In Yemen, where TOTAL has had operations since 1987, the Group’s  
production was 86 kboe/d in 2011, compared to 66 kboe/d  
in 2010 and 21 kboe/d in 2009.  
The Group also owns 33.33% of Ruwais Fertilizer Industries (FERTIL),  
which produces urea. FERTIL 2, a new project, was launched in 2009  
to build a new granulated urea unit with a capacity of 3,500 t/d  
(1.2 Mt/y). This project is expected to allow FERTIL to more than  
TOTAL has an equity stake in the Yemen LNG project (39.62%).  
(1) TOTAL’s indirect stake in Qalhat LNG through its stake in Oman LNG.  
Registration Document 2011. TOTAL  
27  
Business overview  
2
Upstream  
As part of this project, the Balhaf liquefaction plant on the southern  
coast of Yemen is supplied with the gas produced on Block 18,  
located near Marib in the center of the country, through a 320 km  
gas pipeline. The two liquefaction trains were commissioned in  
October 2009 and April 2010, respectively. The plant has a nominal  
capacity of 6.7 Mt/y of LNG.  
and as a partner on Block 5 (Marib Basin, Jannah license, 15%).  
TOTAL owns stakes in four onshore exploration licenses: 40% in  
Blocks 69 and 71, 50.1% in Block 70 (operated by TOTAL since  
July 2010), and 36% in Block 72 (operated by TOTAL since  
October 2011).  
In march 2012, TOTAL acquired a 40% interest in the Block 3  
exploration license, which it will operate. The acquisition is subject  
to the approval of Yemen’s Ministry of Oil and Mineral Resources.  
TOTAL also has stakes in the country’s two oil basins, as the  
operator of Block 10 (Masila Basin, East Shabwa license, 28.57%)  
2.4. Oil and gas acreage  
As of December 31,  
2011  
2010  
2009  
(in thousand of acres)  
Undeveloped  
acreage(a)  
Developed  
acreage  
Undeveloped  
acreage(a)  
Developed  
acreage  
Undeveloped  
acreage(  
Developed  
acreage  
a)  
Europe  
Africa  
Gross  
Net  
6,478  
3,497  
781  
185  
6,802  
3,934  
776  
184  
5,964  
2,203  
667  
182  
Gross  
Net  
110,346  
65,391  
1,229  
333  
72,639  
33,434  
1,229  
349  
85,317  
45,819  
1,137  
308  
Americas  
Middle East  
Asia  
Gross  
Net  
15,454  
5,349  
1,028  
329  
16,816  
5,755  
1,022  
319  
9,834  
4,149  
776  
259  
Gross  
Net  
31,671  
2,707  
1,461  
217  
29,911  
2,324  
1,396  
209  
33,223  
2,415  
204  
97  
Gross  
Net  
40,552  
19,591  
930  
255  
36,519  
17,743  
539  
184  
29,609  
16,846  
397  
169  
Total  
Gross  
Net(b)  
204,501  
96,535  
5,429  
1,319  
162,687  
63,190  
4,962  
1,245  
163,947  
71,432  
3,181  
1,015  
(
(
a) Undeveloped acreage includes leases and concessions  
b) Net acreage equals the sum of the Group’s equity stakes in gross acreage.  
2.5. Number of productive wells  
As of December 31,  
2011  
2010  
2009  
(number of wells)  
Gross  
productive  
wells  
Net  
productive  
wells(  
Gross  
productive  
wells  
Net  
Gross  
productive  
wells  
Net  
productive  
productive  
a)  
(a)  
(a)  
wells  
wells  
Europe  
Africa  
Liquids  
Gas  
576  
358  
151  
125  
569  
368  
151  
132  
705  
328  
166  
125  
Liquids  
Gas  
2,275  
157  
576  
44  
2,250  
182  
628  
50  
2,371  
190  
669  
50  
Americas  
Middle East  
Asia  
Liquids  
Gas  
877  
2,707  
247  
526  
884  
2,532  
261  
515  
821  
1,905  
241  
424  
Liquids  
Gas  
7,829  
372  
721  
49  
7,519  
360  
701  
49  
3,766  
136  
307  
32  
Liquids  
Gas  
209  
1,589  
75  
498  
196  
1.258  
75  
411  
157  
1,156  
75  
379  
Total  
Liquids  
Gas  
11,766  
5,183  
1,770  
1,242  
11,418  
4,700  
1,816  
1,157  
7,820  
3,715  
1,458  
1,010  
(a) Net wells equal the sum of the Group’s equity stakes in gross wells.  
28  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
2.6. Number of net oil and gas wells drilled annually  
As of December 31,  
2011  
2010  
2009  
Net  
productive  
Net dry  
wells  
Total net  
wells  
Net  
productive  
wells  
Net dry  
wells  
Total net  
wells  
Net  
productive  
wells  
Net dry  
wells  
Total net  
wells  
wells drilled(  
a)  
drilled  
(a)  
drilled  
(a)  
drilled  
(a)  
drilled  
(a)  
drilled  
(a)  
drilled  
(a)  
drilled(  
a)  
drilled  
(a)  
Exploratory  
Europe  
Africa  
Americas  
Middle East  
Asia  
1.5  
2.9  
1.2  
1.2  
2.1  
1.7  
1.5  
1.3  
0.8  
3.7  
3.2  
4.4  
2.5  
2.0  
5.8  
1.7  
1.6  
1.0  
0.9  
3.2  
0.2  
4.3  
1.6  
0.3  
1.2  
1.9  
5.9  
2.6  
1.2  
4.4  
0.4  
5.9  
0.8  
0.3  
1.7  
3.7  
3.2  
1.6  
-
4.1  
9.1  
2.4  
0.3  
2.9  
1.2  
Subtotal  
8.9  
9.0  
17.9  
8.4  
7.6  
16.0  
9.1  
9.7  
18.8  
Development  
Europe  
Africa  
Americas  
Middle East  
Asia  
7.5  
24.7  
113.1  
32.6  
-
-
7.5  
24.7  
195.3  
35.2  
5.0  
18.1  
135.3  
29.6  
-
5.0  
18.1  
247.8  
31.0  
5.0  
27.5  
31.2  
42.6  
63.5  
-
0.2  
104.3  
3.4  
5.0  
27.7  
135.5  
49.0  
-
112.5  
1.4  
82.2  
2.6  
-
118.4  
118.4  
59.3  
-
59.3  
0.3  
63.8  
Subtotal  
Total  
296.3  
305.2  
84.8  
93.8  
381.1  
399.0  
247.3  
255.7  
113.9  
121.5  
361.2  
377.2  
172.8  
181.9  
108.2  
117.9  
281.0  
299.8  
(a) Net wells equal the sum of the Group’s equity stakes in gross wells  
2.7. Drilling and production activities in progress  
As of December 31,  
2011  
2010  
2009  
(number of wells)  
Net(a)  
Net(a)  
Net(a)  
Gross  
Gross  
Gross  
Exploratory  
Europe  
Africa  
Americas  
Middle East  
Asia  
2
2
3
-
2.0  
0.8  
1.0  
-
3
4
2
2
2
2.1  
1.4  
0.9  
1.2  
1.1  
1
4
2
1
-
0.5  
1.3  
0.6  
0.4  
-
1
0.6  
Subtotal  
8
4.4  
13  
6.7  
8
2.8  
Development  
Europe  
Africa  
Americas  
Middle East  
Asia  
21  
31  
22  
26  
11  
4.5  
11.3  
5.7  
3.5  
5.1  
21  
29  
99  
20  
23  
3.8  
6.4  
29.2  
5.1  
5
31  
60  
40  
12  
2.2  
8.5  
17.8  
4.8  
9.8  
5.5  
Subtotal  
Total  
111  
119  
30.1  
34.5  
192  
205  
54.3  
61.0  
148  
156  
38.8  
41.6  
(a) Net wells equal the sum of the Group’s equity stakes in gross wells.  
Registration Document 2011. TOTAL  
29  
Business overview  
2
Upstream  
2.8. Interests in pipelines  
The table below sets forth TOTAL’s interests in oil and gas pipelines as of December 31, 2011.  
Pipeline(s)  
Europe  
Origin  
Destination  
% interest Operator Liquids Gas  
France  
TIGF  
South West Network  
100.00  
x
x
Norway  
Frostpipe (inhibited)  
Heimdal to Brae Condensate Line  
Kvitebjorn pipeline  
Norpipe Oil  
Lille-Frigg, Froy  
Heimdal  
Kvitebjorn  
Ekofisk Treatment center  
Oseberg, Brage  
and Veslefrikk  
Sleipner East  
Troll B and C  
Oseberg  
Brae  
Mongstad  
Teeside (UK)  
Sture  
36.25  
16.76  
5.00  
34.93  
8.65  
x
x
x
x
x
Oseberg Transport System  
Sleipner East Condensate Pipe  
Troll Oil Pipeline I and II  
Karsto  
Vestprosess  
10.00  
3.71  
x
x
(Mongstad refinery)  
The Netherlands  
Nogat pipeline  
WGT K13-Den Helder  
WGT K13-Extension  
F3-FB  
K13A  
Markham  
Den Helder  
Den Helder  
K13 (via K4/K5)  
5.00  
4.66  
23.00  
x
x
x
United Kingdom  
Alwyn Liquid Export Line  
Bruce Liquid Export Line  
Central Area  
Transmission System (CATS)  
Central Graben Liquid  
Export Line (LEP)  
Alwyn North  
Bruce  
Cats Riser Platform  
Cormorant  
Forties (Unity)  
Teeside  
100.00  
43.25  
0.57  
x
x
x
x
x
Elgin-Franklin  
ETAP  
15.89  
x
x
Frigg System: UK line  
Alwyn North, Bruce  
and others  
Ninian  
Elgin-Franklin, Shearwater  
Bacton  
St.Fergus (Scotland)  
100.00  
x
x
Ninian Pipeline System  
Shearwater Elgin Area Line (SEAL)  
SEAL to Interconnector Link (SILK)  
Sullom Voe  
Bacton  
Interconnector  
16.00  
25.73  
54.66  
x
x
Africa  
Gabon  
Mandji Pipes  
Rabi Pipes  
Mandji fields  
Rabi fields  
Cap Lopez Terminal  
Cap Lopez Terminal  
100.00(a)  
100.00(a)  
x
x
x
x
Americas  
Argentina  
Gas Andes  
Neuquen Basin  
Santiago (Chile)  
56.50  
15.40  
32.68  
x
x
x
x
(
Argentina)  
Network  
Northern Argentina)  
TGN  
TGM  
(
TGN  
Uruguyana (Brazil)  
Rio Grande (Bolivia)  
Bolivia  
Transierra  
Yacuiba (Bolivia)  
Bolivia-Brazil border  
11.00  
9.67  
x
x
Brazil  
TBG  
Porto Alegre  
via São Paulo  
Colombia  
Ocensa  
Oleoducto de Alta Magdalena  
Oleoducto de Colombia  
Cusiana  
Tenay  
Vasconia  
Covenas Terminal  
Vasconia  
Covenas  
5.20  
0.93  
9.55  
x
x
x
(a) Interest of Total Gabon. The Group has a financial interest of 58.28% in Total Gabon.  
30  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
Pipeline(s)  
Asia  
Origin  
Destination  
% interest Operator Liquids Gas  
Yadana  
Yadana (Myanmar)  
Ban-I Tong  
31.24  
x
x
(Thai border)  
Rest of world  
BTC  
Baku (Azerbaijan)  
Ceyhan  
Turkey, Mediterranean)  
5.00  
x
(
SCP  
Dolphin  
Baku (Azerbaijan)  
Ras Laffan (Qatar)  
Georgia/Turkey Border  
U.A.E.  
10.00  
24.50  
x
x
(International transport and network)  
2.9. Gas & Power  
The Gas & Power division is primarily focused on the optimization  
of the Group’s gas resources. The division is active in the transport,  
trading and marketing of natural gas, liquefied natural gas (LNG)  
and electricity, LNG re-gasification and natural gas storage. It is also  
engaged in shipping and trading of liquefied petroleum gas (LPG),  
power generation from gas-fired power plants or renewable  
energies, and coal production, trading and marketing.  
The Gas & Power division is responsible for LNG operations  
(2)  
downstream from liquefaction plants . It is in charge of LNG  
marketing to third parties on behalf of the Exploration & Production  
division, building up the Group’s LNG portfolio for its trading,  
marketing and transport operations as well as re-gasification  
terminals.  
In Nigeria, TOTAL holds a 15% interest in the Nigeria LNG plant  
(NLNG). The Group signed an LNG purchase agreement, initially  
intended for deliveries to the United States and Europe, for an  
initial 0.23 Mt/y over a 23-year period starting in 2006, to which  
an additional 0.94 Mt/y was added when the sixth train came on  
stream in December 2007.  
The Gas & Power division is also developing new energies that emit  
fewer greenhouse gases to complement hydrocarbons so as to  
meet the increasing global demand for energy. For this purpose,  
the Group has two main focuses:  
the upstream/downstream integration of the solar photovoltaic  
channel (achieved through the acquisition of a 60% stake in  
SunPower in 2011);  
TOTAL also holds a 17% stake in the Brass LNG project, which  
calls for the construction of two liquefaction trains, each with a  
capacity of 5 Mt/y. In conjunction with this acquisition, TOTAL  
signed a preliminary agreement with Brass LNG Ltd setting forth  
the principal terms of an LNG purchase agreement for  
approximately one-sixth of the plant’s capacity over a 20-year  
period. This contract is subject to the final investment decision for  
the project by Brass LNG.  
the thermochemical and biochemical conversion of feedstock  
into fuels or chemicals.  
In these fields, TOTAL pursues and strengthens R&D in solar  
energy, conversion processing of biomass, gas and coal, energy  
storage, carbon capture and storage and gas technologies.  
In parallel, the Group is closely monitoring nuclear power  
generation and its outlook.  
In Norway, as part of the Snøvhit project, in which the Group holds  
an 18.4% stake, TOTAL signed in 2004 a purchase agreement  
for 0.78 Mt/y of LNG over a 15-year period primarily intended for  
North America and Europe. Deliveries started in 2007.  
2.9.1. Liquefied natural gas  
In Qatar, TOTAL signed purchase agreements in 2006 for 5.2 Mt/y  
of LNG from train 5 (TOTAL, 16.7%) of Qatargas 2 over a 25-year  
period. This LNG is expected to be marketed mainly in France, the  
United Kingdom and North America. LNG production from this train  
started in September 2009.  
A pioneer in the LNG industry, TOTAL today ranks second  
worldwide among international oil companies (1) and has sound and  
diversified positions both in the upstream and downstream portions  
of the LNG chain. LNG development is key to the Group’s strategy,  
with TOTAL strengthening positions in most major production  
zones and markets.  
In Yemen, TOTAL signed an agreement with Yemen LNG Ltd  
(TOTAL, 39.62%) in 2005 to purchase 2 Mt/y of LNG over a  
Through its stakes in liquefaction plants located in Indonesia, Qatar,  
the United Arab Emirates, Oman, Nigeria, Norway and, since 2009,  
Yemen, TOTAL markets LNG in all worldwide markets. In 2011,  
TOTAL sold 13.2 Mt of LNG, an increase of 7.3% compared  
to 2010 LNG sales (12.3 Mt) and of 48.3% compared to 2009  
sales (8.9 Mt). The start-up of the Angola LNG plant in 2012,  
together with the Group’s liquefaction projects in Australia,  
Nigeria and Russia, are expected to allow for growth to continue  
in the coming years.  
20-year period, starting in 2009, which is initially intended for  
delivery in the United States and Europe. LNG production from  
Yemen LNG’s first and second trains started in October 2009  
and April 2010, respectively.  
Since 2009, part of the volume purchased by the Group pursuant  
to its long-term contracts related to the LNG projects mentioned  
above has been diverted to higher-value markets in Asia.  
(
1) Based on publicly available information; upstream and downstream LNG portfolios.  
(2) The Exploration & Production division is in charge of the Group's natural gas liquefaction and production operations.  
Registration Document 2011. TOTAL  
31  
Business overview  
2
Upstream  
In Angola, TOTAL is involved in the construction of the Angola LNG  
liquefaction plant (TOTAL, 13.6%), which includes a 5.2 Mt/y train  
expected to start up in 2012. As part of this project, TOTAL signed  
in 2007 a re-gasified gas purchase agreement for 13.6% of the  
quantities produced over a 20-year period.  
2.9.2.1. Gas and electricity  
TOTAL has gas and electricity trading operations in Europe and  
North America with a view to selling the Group’s production and  
supplying its marketing subsidiaries.  
3
In Europe, TOTAL marketed 1,500 Bcf (42.5 Bm ) of natural gas  
In Australia, TOTAL holds a 24% stake in the Ichthys LNG project,  
which calls for the construction of two LNG trains, each with a  
capacity of 4.2 Mt/y. In conjunction with this acquisition, TOTAL  
signed an LNG purchase agreement for 0.9 Mt/y over a 15-year  
period. The final investment decision of the partners of the Ichthys  
LNG project was made in January 2012.  
3
in 2011, compared to 1,278 Bcf (36.2 Bm ) in 2010 and 1,286 Bcf  
3
(
36.5 Bm ) in 2009, including approximately 12% coming from the  
Group’s production. In addition, TOTAL marketed 24.2 TWh of  
electricity in 2011, compared to 27.1 TWh in 2010 and 35 TWh  
in 2009, which came mainly from external resources.  
3
In North America, TOTAL marketed 1,694 Bcf (48 Bm ) of  
In China, TOTAL signed in 2008 an LNG sale agreement with China  
National Offshore Oil Company (CNOOC). This agreement, starting  
in 2010 for a 15-year period, provides for the supply by TOTAL of  
up to 1 Mt/y of LNG to CNOOC. The gas supplied comes from the  
Group’s global LNG portfolio.  
3
natural gas in 2011, compared to 1,798 Bcf (51 Bm ) in 2010  
3
and 1,586 Bcf (45 Bm ) in 2009, supplied by its own production  
or external resources.  
2.9.2.2. LNG  
In South Korea, TOTAL signed an LNG sale agreement in 2011  
with Kogas. Under this agreement, TOTAL will deliver up to 2 Mt/y  
of LNG to Kogas between 2014 and 2031. This gas will come from  
the Group’s global LNG portfolio.  
TOTAL has LNG trading operations through spot sales and  
fixed-term contracts as described in section 2.9.1. Since 2009,  
new purchase agreements (Qatargas 2, Yemen LNG) and new  
sale agreements (China, India, Thailand, South Korea and Japan)  
have substantially developed the Group’s LNG marketing  
operations, particularly in Asia’s most buoyant markets.  
This spot and fixed-term LNG portfolio allows TOTAL to supply  
gas to its main customers worldwide, while retaining a sufficient  
degree of flexibility to react to market opportunities.  
With regard to LNG transport operations, since 2004 TOTAL has  
been the direct long-term charterer of the Arctic Lady, a 145,000 m3  
LNG tanker that ships TOTAL’s share of production from the Snøvhit  
liquefaction plant in Norway. In November 2011, TOTAL signed a  
3
second long-term contract for the chartering of a 165,000 m LNG  
tanker, the Maersk Meridian, in order to strengthen its transport  
capacities with regards again to its lifting commitments in Norway.  
In 2011, TOTAL purchased 99 contractual cargos and 10 spot  
cargos from Qatar, Yemen, Nigeria, Norway, Russia and Egypt,  
compared to 94 and 12, respectively, in 2010 and 23 and 12,  
respectively, in 2009.  
The Group also holds a 30% stake in Gaztransport & Technigaz  
(
GTT), which focuses mainly on the design and engineering of  
membrane cryogenic tanks for LNG tankers. At year-end 2011,  
out of a worldwide tonnage estimated at 386 LNG tankers (1)  
58 active LNG tankers were equipped with membrane tanks built  
under GTT licenses.  
,
2.9.2.3. LPG  
2
In 2011, TOTAL traded and sold approximately 5.7 Mt of LPG  
(butane and propane) worldwide, compared to 4.5 Mt in 2010  
and 4.4 Mt in 2009. Approximately 28% of these quantities came  
from fields or refineries operated by the Group. LPG trading  
involved the use of 7 time-charters, representing 188 voyages  
in 2011, and approximately 142 spot charters.  
2
.9.2. Trading  
In 2011, TOTAL continued to pursue its strategy of developing its  
operations downstream from natural gas and LNG production.  
The aim of this strategy is to optimize access for the Group’s  
current and future production to traditional markets (with long-term  
contracts) and to markets open to international competition (with  
short-term contracts and spot sales). In the context of deregulated  
markets, which allow customers to more freely access suppliers,  
in turn leading to new marketing arrangements that are more  
flexible than traditional long-term contracts, TOTAL is developing  
trading, marketing and logistics businesses to offer its natural gas  
and LNG production directly to customers.  
2.9.2.4. Coal  
In 2011, TOTAL marketed 7.5 Mt of coal in the international market,  
compared to 7.3 Mt in 2010 and 2009. Approximately 70% of this  
coal comes from South Africa. More than three-quarters of the  
volume was sold in Asia, where coal is used primarily to generate  
electricity, with the remaining volume marketed in Europe.  
2.9.2.5. Petcoke  
In 2011, TOTAL began to market the petcoke produced by the  
coker at the Port Arthur refinery. Approximately 0.6 Mt of petcoke  
was sold on the international market in 2011 to cement plants and  
electricity producers, mainly in Mexico, Brazil, Turkey and China.  
In parallel, the Group has operations in electricity trading and LPG  
as well as coal marketing.  
Furthermore, in 2011 TOTAL began to market the petcoke  
production of the Port Arthur refinery (United States) on the  
international market.  
The Gas & Power division’s trading teams are located in London,  
Houston, Geneva and Singapore and conduct most of their  
business through the Group’s wholly-owned subsidiaries Total  
Gas & Power and Total Gas & Power North America.  
(1) Gaztransport & Technigaz data.  
32  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
2
.9.3. Marketing  
of pipelines serving the Argentinean, Chilean and Brazilian markets  
from gas-producing basins in Bolivia and Argentina, where the  
Group has natural gas reserves. These natural gas transport  
companies are challenged by a difficult operational and financial  
environment in Argentina stemming from the absence of an  
increase in transport tariffs and the restrictions imposed on gas  
exports. The Group successfully negotiated in 2011 financial  
arrangements with some of its customers, which resulted in a  
significant improvement in earnings for GasAndes, a company  
in which TOTAL holds a 56.5% stake.  
To unlock value from the Group’s production, TOTAL has gradually  
developed gas, electricity and coal marketing operations with end  
users in the United Kingdom, France, Spain and Germany.  
In the United Kingdom, TOTAL sells gas and power to the  
industrial and commercial segments through its subsidiary Total  
Gas & Power Ltd. In 2011, volumes of gas sold amounted to  
3
3
162 Bcf (4.6 Bm ), compared to 173 Bcf (4.9 Bm ) in 2010 and  
3
130 Bcf (3.7 Bm ) in 2009. Sales of electricity totaled  
approximately 4.1 TWh in 2011, stable compared to 2010  
and 2009.  
2.9.4.2. Storage of natural gas and LPG  
In France, the Group’s storage operations located in the southwest  
are grouped under TIGF. This subsidiary operates two storage units  
under a negotiated legal regime with a usable capacity of 92 Bcf  
In France, TOTAL markets natural gas through its subsidiary  
Total Energie Gaz (TEGAZ), the overall sales of which were 208 Bcf  
3
3
(
2
5.9 Bm ) in 2011, compared to 226 Bcf (6.4 Bm ) in 2010 and  
(
2.6 Bm3).  
3
08 Bcf (5.9 Bm ) in 2009. The Group also markets coal to its  
French customers through its subsidiary CDF Energie, with sales  
of approximately 1.2 Mt in 2011, compared to 1.3 Mt in 2010 and  
Through its 35.5% stake in Géométhane, TOTAL owns natural gas  
storage in salt cavern in Manosque with a capacity of 10.5 Bcf  
(0.3 Bm ). A proposed 7 Bcf (0.2 Bm ) increase in storage capacity  
was approved in February 2011, with commissioning scheduled  
in 2017-2018.  
3
3
1
Mt in 2009.  
In Spain, TOTAL markets natural gas to the industrial and  
commercial segments through Cepsa Gas Comercializadora,  
in which it holds a 35% stake. In 2011, volumes of gas sold  
In India, TOTAL holds a 50% stake in South Asian LPG Limited  
(SALPG), a company that operates an underground import and  
storage LPG terminal located on the east coast of the country.  
This cavern, the first of its kind in India, has a storage capacity  
of 60 kt. In 2011, inbound vessels transported 850 kt of LPG,  
compared to 779 kt in 2010 and 606 kt in 2009.  
3
amounted to 85 Bcf (2.4 Bm ), like in 2010 and compared to  
3
7
0 Bcf (2 Bm ) in 2009.  
In Germany, Total Energie created a marketing subsidiary in 2010,  
Total Energy Gas GmbH, which began commercial operations  
in 2011, making its first sales to industrial customers and service  
companies.  
2.9.4.3. LNG re-gasification  
The Group also holds stakes in the marketing companies that are  
associated with the Altamira and Hazira LNG re-gasification  
terminals located in Mexico and India, respectively.  
TOTAL has entered into agreements to obtain long-term access  
to LNG re-gasification capacity on the three continents that are  
the largest consumers of natural gas: North America (the United  
States and Mexico), Europe (France and the United Kingdom),  
and Asia (India). This diversified presence allows the Group to  
access new liquefaction projects by becoming a long-term buyer  
of a portion of the LNG produced at these plants, thereby  
strengthening its LNG supply portfolio.  
2.9.4. Gas facilities  
TOTAL develops and operates its natural gas transport  
networks, gas storage facilities (both liquid and gaseous) and  
LNG re-gasification terminals downstream from its natural gas  
and LNG production.  
In France, TOTAL holds a 27.6% stake in Société du Terminal  
Méthanier de Fos Cavaou (STMFC) and has, through its affiliate  
3
Total Gas & Power, a re-gasification capacity of 2.25 Bm /y.  
2.9.4.1. Transport of natural gas  
The terminal received 59 vessels in 2011.  
In France, the Group’s transport operations located in the  
southwest of the country are grouped under Total Infrastructures  
Gaz France (TIGF), a wholly-owned subsidiary of the Group.  
This subsidiary operates a regulated transport network of 5,000 km  
of gas pipelines. As part of the development of Franco-Spanish  
interconnections, TOTAL decided in 2011 to complete the  
Euskadour (France-Spain link) project with commissioning  
scheduled in 2015. This decision followed the decisions made  
in 2010 to invest in the Artère du Béarn and Girland gas pipeline  
projects (reinforcement of Artère de Guyenne), with commissioning  
scheduled in 2013.  
In 2011, TOTAL acquired a 9.99% stake in Dunkerque LNG  
(
EDF 65%, operator) in order to develop a methane terminal project  
3
with a capacity of 13 Bm /y. Trade agreements have also been  
signed which allow TOTAL to reserve up to 2 Bm /y of re-gasification  
3
capacity over a 20-year period. Commissioning of the terminal is  
scheduled for the end of 2015.  
In the United Kingdom, through its equity interest in the  
Qatargas 2 project, TOTAL holds an 8.35% stake in the South  
Hook LNG re-gasification terminal and an equivalent right of use  
to the terminal. Phase 2 of the terminal was commissioned in  
April 2010, which increased the terminal’s total capacity to  
Another highlight of 2011 was the implementation by TIGF  
of the Third Energy Package adopted by the European Union  
in July 2009, which entails splitting network operations from  
production and supply operations.  
3
742 Bcf/y (21 Bm /y). The terminal operates at nearly 80% of its  
capacity and in 2011 re-gasified nearly 100 cargoes from Qatar.  
In Croatia, TOTAL is involved in the study of an LNG re-gasification  
terminal on Krk Island, on the northern Adriatic coast.  
In South America, TOTAL owns interests in several natural gas  
transport companies in Argentina, Chile and Brazil. These assets  
represent a total integrated network of approximately 9,500 km  
In Mexico, TOTAL sold in 2011 its entire stake in the Altamira  
re-gasification terminal. However, TOTAL retained its 25%  
Registration Document 2011. TOTAL  
33  
Business overview  
2
Upstream  
3
reservation of the terminal’s capacity, i.e., 59 Bcf/y (1.7 Bm /y)  
through its 25% stake in Gas del Litoral.  
2.9.5.2. Electricity from nuclear energy sources  
In France, TOTAL partners with EDF and other players through  
its 8.33% interest in the second French EPR project in Penly,  
in the northwest of the country, for which studies are underway.  
In the United States, TOTAL has reserved a re-gasification  
capacity of approximately 353 Bcf/y (10 Bm /y) at the Sabine  
3
Pass terminal (Louisiana) for a 20-year period ending in 2029.  
The Group is closely monitoring nuclear power generation and  
its outlook.  
In India, TOTAL holds a 26% stake in the Hazira terminal, which  
3
has a natural gas re-gasification capacity of 177 Bcf/y (5 Bm /y).  
The terminal, located on the west coast of India in the Gujarat state,  
is a merchant terminal with operations that cover both LNG  
re-gasification and gas marketing. After a year of sluggish activity  
in 2010, the terminal’s full capacities are under contract for 2011  
and 2012. The Indian market’s strong growth prospects have led to  
2.9.5.3. Electricity from renewable  
energy sources  
In concentrated solar power, TOTAL, in partnership with Spanish  
company Abengoa Solar, won the call for tenders for the construction  
and 20-year operation of a 109 MW concentrated solar power plant in  
Abu Dhabi. The Shams project (TOTAL, 20%) is being carried out in  
partnership with Masdar through the Abu Dhabi Future Energy  
Company, which holds a 60% stake in the project. Construction work  
started in July 2010 and start-up is expected during the second  
semester of 2012. The plant’s production will be sold to ADWEC.  
a decision to increase the terminal’s capacity to 230 Bcf/y  
3
(
6.5 Bm /y) starting in 2013.  
2.9.5. Electricity generation  
In a context of increasing global demand for electricity, TOTAL has  
developed expertise in the power generation sector, especially  
through cogeneration and combined cycle power plant projects.  
In wind power, TOTAL owns a 12 MW wind farm in Mardyck (near  
Dunkirk, France), which was commissioned in 2003.  
With respect to marine energy, TOTAL holds a 26.6% share in  
Scotrenewables Marine Power, located in the Orkney Islands in  
Scotland. Tests are being conducted on a 250 kW prototype.  
The Group is also involved in power generation projects from  
renewable sources and is closely monitoring nuclear power  
generation and its outlook.  
2
.9.5.1. Electricity from conventional  
2.9.6. Solar energy  
energy sources  
TOTAL is developing upstream operations through industrial  
production and downstream marketing activities in the photovoltaic  
sector based on crystalline silicon technology. The Group is also  
pursuing R&D in this field through several partnerships, as well as in  
the fields of thin films, transverse systems research and solar  
energy storage.  
In Abu Dhabi, the Taweelah A1 plant combines electricity  
generation and water desalination. It is owned by Gulf Total  
Tractebel Power Cy, in which TOTAL holds a 20% stake.  
The Taweelah A1 power plant, in operation since 2003, currently  
has net power generation capacity of 1,600 MW and water  
3
desalination capacity of 385,000 m per day. The plant’s production  
is sold to Abu Dhabi Water and Electricity Company (ADWEC) as  
part of a long-term agreement.  
In 2011, TOTAL took a major step toward implementing its solar  
photovoltaic strategy, where the Group has been active since 1983,  
by acquiring a majority stake in the U.S. company SunPower.  
In Nigeria, TOTAL and its partner, the state-owned Nigerian  
National Petroleum Corporation (NNPC), own interests in two  
gas-fired power plant projects that are part of the government’s  
objectives to develop power generation and increase the share of  
natural gas production for domestic use:  
2.9.6.1. Solar photovoltaic  
2.9.6.1.1. SunPower  
In June 2011, following a friendly takeover bid, TOTAL acquired  
0% of SunPower, a U.S. company based in San Jose, California  
The Afam VI project, part of the Shell Petroleum Development  
Company (SPDC) joint venture in which TOTAL holds a 10%  
stake, concerns the development of a 630 MW combined-cycle  
power plant. Commercial operations started in December 2010.  
6
and listed on NASDAQ (NASDAQ: SPWR). TOTAL now appoints  
the majority of the members of SunPower’s board of directors.  
SunPower is an integrated player that designs, manufactures and  
supplies the highest-efficiency solar panels in the market. It is active  
throughout the solar chain, from cell production to the design and  
construction of turnkey large power plants.  
The development of a new 417 MW combined-cycle power plant  
near the city of Obite (Niger Delta) in connection with the OML  
58 gas project, part of the joint venture between NNPC and  
TOTAL (40%, operator). A final investment decision is expected  
in the first half of 2012 and commissioning is scheduled in the  
first half of 2014 in open-cycle and in early 2015 in closed-cycle.  
The power plant will be connected to the existing power grid  
through a new 108 km high-voltage transmission line.  
Upstream, SunPower manufactures all of its cells in Asia (Philippines,  
Malaysia). In 2011, SunPower operated twelve cell manufacturing  
lines at its plant in Melaka, Malaysia (SunPower, 50% joint venture),  
which has a capacity of 600 MWp/y. SunPower’s overall cell  
production capacity at the beginning of 2012 was 1,300 MWp/y.  
In Thailand, TOTAL owns 28% of Eastern Power and Electric  
Company Ltd, which operates the combined-cycle gas power plant  
in Bang Bo, with a capacity of 350 MW, in operation since 2003.  
The plant’s production is sold to the Electricity Generating Authority  
of Thailand under a long-term agreement.  
Downstream, SunPower is present in most major geographic  
markets (United States, Europe, Australia and Asia), with operations  
ranging from residential roof tiles to large solar power plants.  
A specific R&D agreement between TOTAL and SunPower has also  
been signed.  
34  
TOTAL. Registration Document 2011  
Business overview  
Upstream  
2
As of January 2012, TOTAL owns 66% of SunPower following  
the Tenesol transaction described below.  
MicroElectronics Center (IMEC) near the University of Leuven,  
Belgium, in an effort to increase the efficiency of solar cells.  
Regarding thin-film technologies and silicon-based nano-materials,  
in 2009 the Group partnered with the Laboratoire de Physique des  
Interfaces et des Couches Minces de l’École Polytechnique  
(LPICM) and the French National Center for Scientific Research  
(CNRS) to set up a joint research team in the Saclay area in France.  
TOTAL also entered into a research partnership with Toulouse-  
based Laboratoire d’analyse et d’architecture des systèmes (LAAS)  
to develop associated electrical systems. The aim of these  
partnerships is to improve the efficiency of the photovoltaic chain  
in order to substantially lower costs in this sector.  
2
.9.6.1.2. Tenesol  
Tenesol is a French company that designs, manufactures, markets,  
installs and operates solar photovoltaic systems. In October 2011,  
TOTAL became the sole shareholder of Tenesol after having finalized  
the acquisition of its EDF partner’s shares (excluding overseas  
activities). Tenesol owns solar panel manufacturing plants (South  
Africa, France), which have a total capacity of nearly 200 MWp/y.  
TOTAL and SunPower reached an agreement whereby, in 2012,  
Tenesol’s operations, along with the solar panel plant in Moselle,  
northeastern France (see paragraph 2.9.6.1.4 of this Chapter),  
became part of SunPower.  
In organic solar technologies, the Group acquired approximately  
25% of the U.S. start-up Konarka in 2008. Since 2009, Konarka  
Technologies Inc has carried out research projects in cooperation  
with TOTAL to develop solar film on a large scale.  
2.9.6.1.3. Photovoltech  
TOTAL holds a 50% interest in Photovoltech, a Belgian company  
specialized in manufacturing multicrystalline photovoltaic cells.  
In 2011, Photovoltech finalized the ramp-up of its third production  
line, raising the total production capacity of its plant in Tienen,  
Belgium to 155 MWp/y.  
Regarding solar energy storage, TOTAL entered in 2009 into  
a research agreement with the Massachusetts Institute of  
Technology (MIT) in the United States to develop a new stationary  
battery technology.  
2
.9.7. Biotechnologies  
2.9.6.1.4. Other assets  
Conversion of biomass  
In 2011, TOTAL began the construction of a solar panel production  
and assembly plant in the northeastern region of Moselle in France,  
which is expected to begin operations in 2012 with an overall  
capacity of 44 MWp/y.  
TOTAL is exploring a number of avenues for developing biomass  
depending on the resource used, the nature of the target markets  
(e.g., fuels, lubricants, petrochemicals, specialty chemicals) and  
the conversion processes.  
In addition, Tenesol’s overseas activities remain 50-50 subsidiaries  
of TOTAL and EDF through a new company named Sunzil.  
The Group has chosen to target the two primary conversion  
processes: biological and thermochemical.  
Finally, the Group is continuing its projects to display solar  
application solutions as part of decentralized rural electrification  
projects in a number of countries, including in South Africa via  
Kwazulu Energy Services Company (KES) in which TOTAL holds  
a 35% stake. New projects are being studied in Africa and Asia.  
In June 2010, TOTAL entered into a strategic partnership with  
Amyris Inc., a U.S. start-up specializing in biotechnologies.  
The Group acquired a stake in Amyris’ share capital (21.28% as  
of February 24, 2012) and signed a collaboration framework  
agreement that includes research, development, production and  
marketing partnerships with the creation of an R&D team. Two  
programs have been approved in 2011 to develop a biojet fuel as  
well as a biodiesel. At the end of 2011, partners agreed to create a  
joint-venture to produce and commercialize advanced molecules  
intended for the fuels, lubricants and special fluids markets.  
2
.9.6.1.5. Solar photovoltaic  
market context in 2011  
In 2011, the photovoltaic sector was forced to cope with a difficult  
environment marked by excess cell production capacity and  
modification or cancellation of subsidy programs. This transition  
period is expected to result in a consolidation of the sector followed  
by the emergence of a competitive industry. As a clean energy,  
solar power has a large potential and should eventually become  
an indispensible part of the energy mix.  
Amyris owns a cutting-edge industrial synthetic biological platform  
designed to create and optimize micro-organisms (yeasts, algae,  
bacteria) that can convert sugars into fuels and chemicals.  
Amyris owns research laboratories and a pilot unit in California  
as well as a pilot plant and a demonstration facility in Brazil.  
Industrial production of farnesene began in 2011 at three partner  
sites (in Brazil, the United States and Spain) representing a nominal  
annual capacity of 50,000 m³. A fourth production site is as well  
under construction and shall be completed in 2012.  
2.9.6.2. New solar technologies  
TOTAL has committed to developing innovative technologies  
to improve its portfolio of solar projects. The Group has major  
R&D programs through partnerships with major laboratories  
and international research institutes in France and abroad.  
In addition, the Group continues to develop a network of  
R&D partnerships, including with the Joint BioEnergy Institute  
In the upstream solar chain, TOTAL holds a 30% stake in AE  
Polysilicon Corporation (AEP), a U.S. company based near  
Philadelphia, Pennsylvania. AEP has developed a new continuous  
process to produce solar-grade granular polysilicon.  
(JBEI) Novogy (United States), the University of Wageningen  
(Holland) and the Toulouse White Biotechnology consortium (TWB)  
(France) in technology segments that are complementary with  
Amyris’ platform: deconstruction of lignocelluloses and new  
biosynthesis processes.  
With respect to the production of crystalline silicon cells and panels,  
the Group is continuing its partnership with the Interuniversity  
Registration Document 2011. TOTAL  
35  
Business overview  
2
Upstream  
The Group is also assessing the potential of phototrophic  
processes and bio-engineering of microalgae. In December 2011,  
it entered into a partnership with Cellectis S.A. in exploratory  
research on molecules similar to petroleum products, from  
microalgae, for the energy and chemicals markets.  
In addition, to support the commercial development of DME,  
TOTAL is involved with eight Japanese companies in a program  
intended to heighten consumers’ awareness of this new fuel  
in Japan. The 80 kt/y production plant (TOTAL, 10%), located  
in Niigata, started up in 2009.  
Finally, via the International DME Association (IDA), TOTAL is  
participating in studies on the combustion of blends that  
include DME and in standardization efforts regarding the use  
of DME as fuel.  
2
.9.8. Carbochemistry  
2.9.8.1. Carbon capture and storage  
TOTAL is involved in a program to develop new carbon capture and  
storage technologies to reduce the environmental footprint of the  
Group’s industrial projects based on fossil energy.  
2
.9.9. Coal production  
For nearly thirty years, TOTAL has produced and exported coal  
from South Africa primarily to Europe and Asia. In 2011, TOTAL  
produced 3.8 Mt of coal.  
In partnership with the French IFP Énergies Nouvelles (French  
Institute for Oil and Alternative Energies), TOTAL is involved in an  
R&D program related to chemical looping combustion, a new  
process to burn solid and gas feedstock that includes carbon  
capture at a very low energy cost. In 2010, this partnership resulted  
in the construction of a demonstration pilot at the Solaize site in  
France. A large-scale pilot is expected to be commissioned  
in 2013.  
With the start-up of production on the Dorstfontein East mine  
in 2011, the subsidiary Total Coal South Africa (TCSA) owns and  
operates five mines in South Africa. The Group continues to study  
other projects aimed at developing its mining resources.  
The South African coal produced by TCSA or bought from third-  
parties’ mines is either marketed locally or exported through the  
port of Richard’s Bay, in which TOTAL holds a 5.7% interest.  
The Group is also involved in the EU-co-funded Carbolab project  
that intends to validate the carbon storage technology in coal  
seams and coalbed methane recovery.  
2.9.8.2. DME  
TOTAL is involved in the European “Bio-DME” project in Sweden,  
the goal of which is to validate a di-methyl ether (DME) production  
chain through gasification of black liquor generated by a pulp mill.  
The pilot plant located in Pitea successfully came into production  
at the end of 2011. To date, three metric tons of bio-DME that  
meet the Group’s specifications for use as fuel have already been  
produced.  
36  
TOTAL. Registration Document 2011  
Business overview  
Downstream  
2
3. Downstream  
The Downstream segment comprises TOTAL’s Refining & Marketing  
and Trading & Shipping divisions.  
The persistence of an unfavorable economic environment for  
refining, affecting Europe in particular, led the Group to recognize  
an impairment in the Downstream, on European refining assets, in  
the third and fourth quarters of 2011 in the amount of 700 million  
in operating income and 478 million in net operating income.  
These elements have been treated as adjustment items.  
Among the largest refiners/marketers in Western Europe(1)  
No.1 marketer in Africa(2)  
Refining capacity of approximately 2.1 Mb/d at year-end 2011  
14,819 service stations at year-end 2011  
Approximately 3.6 Mb/d of products sold in 2011  
One of the leading traders of oil and refined products worldwide  
1.9 billion invested in 2011  
The ROACE(3) for the Downstream segment was 7% in 2011  
compared to 8% in 2010.  
29,423 employees  
2
010 refined products sales  
(a)  
by geographical area: 3,639 kb/d  
Refinery throughput(a)  
Europe 63%  
Americas 13%  
Africa 11%  
(in kb/d)  
2009  
2010  
2011  
2
,151  
2
,009  
1
,863  
1
,901  
1
,756  
1
,617  
Rest of World 13%  
Europe  
Rest of  
World  
(a) Including Trading and TOTAL’s share in CEPSA and, as from October 1, 2010,  
in TotalErg.  
2
50  
253  
246  
(
a) Including TOTAL’s share in CEPSA and,  
as from October 1, 2010, in TotalErg  
In October 2011, the Group announced a proposed reorganization  
of its Downstream and Chemicals segments. The procedure for  
informing and consulting with employee representatives took place  
and the reorganization became effective on January 1, 2012.  
For the full-year 2011, refinery throughput decreased by 7%  
compared to 2010, essentially due to the sale of the Group’s interest  
in CEPSA and to a high level of major turnarounds than in 2010.  
This led to organizational changes, with the creation of:  
a Refining & Chemicals segment, a large industrial center that  
encompasses refining, petrochemicals, fertilizers and specialty  
chemicals operations. This segment also includes oil trading and  
shipping activities.  
Downstream segment financial data  
(M)  
2011  
2010  
2009  
Non-Group sales  
Adjusted operating income  
Adjusted net operating income  
141,907  
1,238  
1,083  
123,245 100,518  
a Supply & Marketing segment, which is dedicated to worldwide  
supply and marketing activities in the oil products field.  
1,251  
1,168  
1,026  
953  
The Downstream activities described above, including the data as  
of December 31, 2011, are presented based on the organization  
in effect up to December 31, 2011.  
The European refinery margin indicator (ERMI) averaged 17.4 $/t  
in 2011, a decrease of 36% compared to 2010.  
For the full year 2011, adjusted net operating income for the  
Downstream segment was 1,083 million, a decrease of 7%  
compared to 1,168 million in 2010.  
Expressed in dollars, the adjusted net operating income for the  
Downstream segment was 1.5 B$, a decrease of 3% compared  
to 2010. The decrease is essentially due to the negative impact  
of the deterioration in refining margins in 2011 while marketing  
performed nearly at the 2010 level.  
(
(
(
1) Based on publicly available information, refining and/or sales capacities.  
2) PFC Energy based on quantities sold.  
3) Calculated based on adjusted net operating income and average capital employed, using replacement cost.  
Registration Document 2011. TOTAL  
37  
Business overview  
2
Downstream  
3.1. Refining & Marketing  
TOTAL’s worldwide refining capacity was 2,088 kb/d at year  
end 2011, compared to 2,363 kb/d in 2010 and 2,594 kb/d  
in 2009. The Group’s worldwide refined products sales (including  
trading operations) in 2011 were 3,639 kb/d, compared to  
Since autumn 2010, TOTAL has been implementing its project  
to repurpose the Flanders site. The shutdown of the refining  
business will lead to gradually dismantling the units. The Group  
has commenced repurposing the site through the creation of a  
technical support center, a refining training school, an oil depot  
and business offices.  
3,776 kb/d in 2010 and 3,616 kb/d in 2009.  
(1)  
TOTAL is among the largest refiners/marketers in Western Europe ,  
(2)  
and the leading marketer in Africa .  
In addition, the industrial plan started in 2009 to adapt the  
Group’s refining base in France is ongoing. This plan is intended  
to reconfigure the Normandy refinery and rescale certain  
corporate departments at the Paris headquarters. At the  
Normandy refinery, the project is intended to upgrade the refinery  
and shift the production emphasis to diesel. For this purpose,  
the investments will result in the eventual reduction of the annual  
distillation capacity to 12 Mt from 16 Mt, upsizing the distillate  
hydrocracker and improving energy efficiency by lowering carbon  
dioxide emissions. The new structure is expected to become  
operational at the end of 2013.  
Directly or via its holdings, TOTAL has a worldwide retail network  
of 14,819 service stations at year end 2011, compared to 17,490  
in 2010 and 16,299 in 2009. Through its retail network, TOTAL  
provides fuels to more than 3 million customers every day. In  
addition, TOTAL produces a broad range of specialty products,  
such as lubricants, liquefied petroleum gas (LPG), jet fuel, special  
fluids, bitumen, heavy fuel, marine fuel and petrochemical feedstock.  
The Group continues to adapt its business and improve positions  
in a context of growing demand worldwide, mainly in non-OECD  
countries, by focusing on three areas:  
In summer 2010, the Group divested its minority interest (40%)  
in the Société de la Raffinerie de Dunkerque (SRD), a company  
that specializes in bitumen and base oil production.  
adapting to mature markets in Europe;  
developing its positions in growth markets (Africa, Asia and the  
Middle East); and  
− In the United Kingdom, the hydrodesulphurization (HDS) unit  
at the Lindsey refinery was commissioned in February 2011.  
The unit makes it possible to process up to 70% of high-sulphur  
crudes, compared to 10% previously, and increase low-sulphur  
diesel production. In 2010, the Group announced that it would  
offer for sale its Lindsey refinery in the United Kingdom. Due to  
the difficult market conditions and the lack of sufficiently  
attractive and competitive offers, the Group decided in  
developing specialty products worldwide.  
In July 2011, TOTAL closed the sale to IPIC of its 48.83% stake in  
CEPSA as part of a public takeover bid on the entire share capital of  
CEPSA. With respect to Refining & Marketing operations, this sale  
concerns mainly four Spanish refineries (Huelva, Algeciras, Tenerife,  
Tarragona) and some marketing activities in Spain and Portugal.  
early 2012 to maintain the refinery within its refining network.  
In October 2011, TOTAL sold its network of service stations and  
its fuel and heating oil marketing business in the United Kingdom,  
the Channel Islands and the Isle of Man.  
− In Germany, an additional HDS unit designed to supply the  
German market with low-sulphur heating oil started up in  
autumn 2009 at the Leuna refinery.  
3.1.1. Refining  
− In Italy, TotalErg (TOTAL, 49%) has operated the Rome refinery  
(100%) since October 2010 and holds a 25.9% stake in the  
TOTAL has equity stakes in twenty refineries (including ten that it  
operates), located in Europe, the United States, the French West  
Indies, Africa and China.  
Trecate refinery.  
In the United States, TOTAL operates the Port Arthur refinery  
in Texas, with a capacity of 174 kb/d. In 2008, TOTAL launched  
an upgrading program that included the construction of a  
desulphurization unit commissioned in July 2010 and a vacuum  
distillation unit, a deep-conversion unit (or coker) and other  
associated units, which were successfully commissioned in  
April 2011. This project enables the refinery to process more  
heavy and high-sulphur crudes and to increase production of  
lighter products, in particular low-sulphur distillates.  
In 2011, TOTAL continued its program of selective investments  
in Refining, which is focused on three areas: pursuing major  
ongoing projects (deep conversion at the Port Arthur refinery and  
construction of the Jubail refinery), adapting the European refining  
system to structural market changes, and increasing safety and  
energy efficiency.  
In Western Europe, TOTAL’s refining capacity was 1,792 kb/d  
in 2011, compared to 2,049 kb/d in 2010 and 2,282 kb/d in 2009,  
accounting for 85% of the Group’s overall refining capacity. The  
decrease in 2011 was due to the sale of the Group’s stake in  
CEPSA. The Group operates nine refineries in Western Europe and  
owns stakes in the Schwedt refinery in Germany and two refineries  
in Italy through its interest in TotalErg.  
In Saudi Arabia, TOTAL and Saudi Arabian Oil Company  
(Saudi Aramco) created a joint venture in 2008, Saudi Aramco  
Total Refining and Petrochemical Company (SATORP), to build  
a 400 kb/d refinery in Jubail held by Saudi Aramco (62.5%) and  
TOTAL (37.5%). TOTAL and Saudi Aramco each plan to retain  
a 37.5% interest with the remaining 25% expected to be listed on  
the Saudi stock exchange. The main contracts for the construction  
of the refinery were signed in mid-2009, concurrent with the  
start-up of work. Commissioning is expected in 2013.  
In France, where it owns five refineries, the Group continues to  
adapt its refining capacities and shift the production emphasis to  
diesel, in a context of structural decline in petroleum products  
demand in Europe and an increase in gasoline surpluses.  
(
1) Based on publicly available information, refining capacities and quantities sold.  
(2) PFC Energy, based on quantities sold.  
38  
TOTAL. Registration Document 2011  
Business overview  
Downstream  
2
The heavy conversion process of this refinery is designed for  
processing heavier crudes produced nearby and selling fuels and  
lighter products that meet strict specifications and are mainly  
intended for export. The refinery will also be integrated with  
petrochemical units.  
In the French West Indies, the Group has a 50% stake in the  
company Société Anonyme de la Raffinerie des Antilles (SARA),  
which owns a refinery in Martinique.  
In China, TOTAL has a 22.4% stake in the WEPEC refinery, located  
in Dalian, in partnership with Sinochem and PetroChina.  
In Africa, the Group has minority stakes in five refineries in South  
Africa, Senegal, Côte d’Ivoire, Cameroon and Gabon.  
3.1.1.1. Crude oil refining capacity  
(a)  
The table below sets forth TOTAL’s daily crude oil refining capacity :  
As of December 31,  
(kb/d)  
2011  
2010  
2009  
Refineries operated by the Group  
Normandy (France)  
Provence (France)  
Flanders (France)  
Donges (France)  
Feyzin (France)  
Grandpuits (France)  
Antwerp (Belgium)  
Leuna (Germany)  
Rome (Italy)(b)  
199  
158  
-
230  
117  
101  
350  
230  
-
199  
158  
-
230  
117  
101  
350  
230  
-
338  
158  
137  
230  
117  
101  
350  
230  
64  
Lindsey - Immingham (United Kingdom)  
Vlissingen (Netherlands)(c)  
Port Arthur, Texas (United States)  
221  
82  
174  
221  
81  
174  
221  
81  
174  
Subtotal  
1,862  
226  
1,861  
502  
2,201  
393  
Other refineries in which the Group has equity stakes(d)  
Total  
2,088  
2,363  
2,594  
(
(
(
(
a) For refineries not 100% owned by TOTAL, the capacity shown is TOTAL’s equity share of the site’s overall refining capacity.  
b) TOTAL’s stake was 71.9% until September 30, 2010.  
c) TOTAL’s stake is 55%.  
d) TOTAL has equity stakes ranging from 12% to 50% in ten refineries (five in Africa, two in Italy, one in Germany, one in Martinique and one in China). TOTAL divested its stake in the  
Indeni refinery in Zambia in 2009. Since October 2010, the amounts include the Group’s share in the Rome and Trecate refineries through its stake in TotalErg. TOTAL divested its stake  
in CEPSA (four refineries) in 2011.  
3.1.1.2. Refined products  
(a)  
The table below sets forth by product category TOTAL’s net share of refined quantities produced at the Group’s refineries :  
(kb/d)  
2011  
2010  
2009  
Gasoline  
350  
158  
804  
179  
335  
345  
168  
775  
233  
359  
407  
186  
851  
245  
399  
Aviation fuel(b)  
Diesel and heating oils  
Heavy fuels  
Other products  
Total  
1,826  
1,880  
2,088  
(
(
a) For refineries not 100% owned by TOTAL, the production shown is TOTAL’s equity share of the site’s overall production.  
b) Avgas, jet fuel and kerosene.  
Registration Document 2011. TOTAL  
39  
Business overview  
2
Downstream  
3.1.1.3. Utilization rate  
The tables below set forth the utilization rate of the Group’s refineries:  
On crude and other feedstock(a)(b)  
2011  
2010  
2009  
France  
91%  
77%  
81%  
67%  
80%  
83%  
64%  
85%  
83%  
81%  
76%  
94%  
77%  
88%  
77%  
80%  
77%  
93%  
Rest of Europe (excluding CEPSA and TotalERG)  
Americas  
Asia  
Africa  
CEPSA and TotalERG(c)  
Average  
83%  
77%  
83%  
(
(
(
a) Including equity share of refineries in which the Group has a stake.  
b) Crude + crackers’ feedstock/capacity and distillation at the beginning of the year.  
c) For CEPSA in 2011: calculation of the utilization rate based on production and capacity prorated on the first seven months of the year.  
On crude(a)(b)  
2011  
2010  
2009  
Average  
78%  
73%  
78%  
(
(
a) Including equity share of refineries in which the Group has a stake.  
b) Crude/capacity and distillation at the beginning of the year.  
3
.1.2. Marketing  
At the end of 2011, TOTAL finished implementing the project  
to adapt oil logistics operations announced in January 2010.  
The Pontet and Saint Julien oil depots were closed in  
October 2010. Operatorship of the Hauconcourt depot was  
transferred to a third party in October 2010. In July 2011,  
operatorship of the Le Mans oil depot was transferred to  
a third party and the Ouistreham oil depot was divested.  
In January 2010, TOTAL also divested half of its stake (reduced  
from 50% to 25%) in Dépôts Pétroliers de La Corse and  
transferred operatorship. Dyneff and TOTAL’s logistics assets  
in Port La Nouvelle were pooled in December 2011 under the  
umbrella of new company Entrepôt Pétrolier de Port La Nouvelle,  
which was created in July 2011.  
TOTAL is one of the leading marketers in Western Europe(1)  
The Group is also the largest marketer in Africa, with a market  
share of nearly 14% .  
.
(2)  
TOTAL markets a wide range of specialty products produced from its  
refineries and other facilities. TOTAL is among the leading companies  
in the specialty products market, in particular for lubricants, LPG,  
jet fuel, special fluids, bitumen, heavy fuels and marine fuels, with  
(3)  
products marketed in approximately 150 countries .  
3.1.2.1. Europe  
In Europe, TOTAL has a network of more than 9,400 service  
stations in France, Belgium, the Netherlands, Luxembourg and  
Germany, as well as in Italy through its share in TotalErg (49%).  
In 2012, TOTAL is expected to complete the adaptation of oil  
logistics operations by implementing the project announced  
in September 2011. In the first half of 2012, the Brive and  
Chambéry depots are expected to be closed, and operatorship  
of the Lorient and Lyon depots is expected to be transferred to  
third parties. At the same time, TOTAL is expected to divest 24%  
of its current 50% stake in Entrepôt Pétrolier de Lyon.  
The Honfleur depot, which belongs to wholly-owned TOTAL  
subsidiary BTT, is expected to be closed in the second half  
of 2012.  
TOTAL also operates a network of 615 AS24-branded service  
stations dedicated to commercial transporters.  
TOTAL is among the leaders in Europe for fuel-payment cards, with  
approximately 3.5 million cards issued in twenty-seven European  
countries.  
In Western Europe, TOTAL continued to optimize its Marketing  
business in 2011.  
In Italy, as part of the optimization of the Group’s downstream  
portfolio in Europe, TotalErg (TOTAL, 49%) was created in  
autumn 2010 through the merger of Total Italia and ERG Petroli.  
TotalErg has become the third largest operator in the Italian  
market with a network market share of nearly 13%(4) and more  
than 3,350 service stations.  
In France, the network benefits from a wide number of service  
stations and a diverse selection of products (such as the Bonjour  
convenience stores and car washes). Nearly 2,000 TOTAL-  
branded service stations and 270 Elf-branded service stations  
are operated in France. TOTAL also markets fuels at nearly 1,800  
Elan-branded service stations, generally located in rural areas.  
In the United Kingdom, TOTAL announced in June 2011 that  
it had signed an agreement to sell its network of service stations  
and its fuel and heating oil marketing business in the United  
Kingdom, the Channel Islands and the Isle of Man. This sale was  
closed in October 2011. TOTAL continues to operate in specialty  
products in the United Kingdom, particularly lubricants and  
aviation fuel.  
In October 2011, TOTAL launched Total access, a new service  
station concept combining low prices with TOTAL brand fuel  
and service quality. The Total access network will be made up  
of around 600 service stations in France, including the 270  
Elf-branded service stations that will be rebranded as Total  
access. The project is expected to be fully implemented by 2014.  
(
(
(
(
1) Based on publicly available information, quantities sold.  
2) Market share for the markets where the Group operates, based on publicly available information, quantities sold.  
3) Including via national distributors.  
4) PFC Energy, Unione Petrolifera, based on quantities sold.  
40  
TOTAL. Registration Document 2011  
Business overview  
Downstream  
2
In Northern, Central and Eastern Europe, the Group is  
In North America, TOTAL markets specialty products, mainly  
developing its positions primarily in the specialty products market.  
In 2011, TOTAL continued to expand its direct presence in the  
growing markets of Eastern Europe, in particular for lubricants.  
The Group intends to accelerate the growth of its specialty  
products business in Russia, Ukraine and the Balkans through the  
development of its direct presence in these markets since 2008.  
lubricants, and is continuing to grow with the acquisition at year-  
end 2009 of lubricant assets in the province of Quebec in Canada.  
3.1.2.5. Sales of refined products  
The table below sets forth TOTAL’s sales of refined products by region:  
(
kb/d)  
2011  
2010  
2009  
AS24, which is active in twenty-six European countries, continued  
to expand its network, exceeding the milestone of 600 service  
stations and opening new outlets in two new countries, Ukraine  
France  
740  
1,108  
47  
304  
225  
725  
1,204  
65  
292  
209  
808  
1,245  
118  
281  
189  
Europe, excluding France(a)  
United States  
Africa  
(2011) and Georgia (early 2012). The AS24 network is expected to  
continue to grow, mainly through expansion in the Mediterranean  
Basin and Russia, by strengthening its position in strategic  
countries and through its toll payment card service, which covers  
more than seventeen countries.  
Rest of the World  
Total excluding Trading  
Trading  
2,424  
1,215  
3,639  
2,495  
1,281  
3,776  
2,641  
975  
3.1.2.2. Africa & the Middle East  
Total including Trading  
3,616  
TOTAL is the leading marketer of petroleum products on the African  
continent, with a market share of 14% (1). Following the acquisition  
of marketing and logistics assets in Kenya and Uganda in 2009,  
the Group runs more than 3,500 service stations in more than forty  
countries and operates major networks in South Africa, Nigeria,  
Kenya and Morocco. As part of the optimization of its portfolio,  
the Group divested its subsidiary in Benin in late 2010.  
(
a) Including TOTAL’s share in CEPSA (up to end of July 2011) and,  
as from October 1, 2010, in TotalErg.  
3.1.2.6. Service stations  
The table below sets forth the number of service stations of the Group:  
As of December 31,  
2011  
2010  
2009  
TOTAL also has a large presence in Turkey and Lebanon, and is  
developing a network of large service stations in Jordan.  
France(a)  
4,046  
5,375  
3,355  
-
3,464  
1,934  
4,272  
7,790  
3,221  
1,737  
3,570  
1,858  
4,606  
6,219  
-
1,734  
3,647  
1,827  
Europe, excluding France  
of which TotalErg  
of which CEPSA  
Africa  
In the Middle East, the Group is active mainly in the specialty  
products market and is pursuing its growth strategy in the region,  
notably through the production and marketing of lubricants.  
Rest of the World  
3.1.2.3. Asia-Pacific  
Total  
14,819  
17,490  
16,299  
At year-end 2011, TOTAL was present in nearly twenty countries  
in the Asia-Pacific region, primarily in the specialty products market.  
The Group is developing its position as a fuel marketer in the  
region, in particular in China. TOTAL operates service stations in  
Pakistan, the Philippines, Cambodia, Indonesia, and is a significant  
player in the Pacific Islands.  
(a) Total, Elf and Elan-branded service stations.  
3.1.2.7. Biofuels  
TOTAL is active in the biodiesel and biogasoline sectors. In 2011,  
TOTAL produced and blended 494 kt of ethanol(2) in gasoline at its  
European refineries(3) and several oil depots (compared to 464 kt  
in 2010 and 510 kt in 2009) and 1,859 kt of VOME(4) in diesel at its  
European refineries(5) and several oil depots (compared to 1,737 kt  
in 2010 and 1,655 kt in 2009).  
In China, the Group operated nearly 160 service stations at  
year-end 2011 through two TOTAL/Sinochem joint ventures.  
In India, TOTAL is expected to open in early 2012 its first  
lubricants, bitumen, special fluids and additives technical support  
center outside Europe.  
TOTAL, in partnership with the leading companies in this area,  
is developing second generation biofuels derived from biomass.  
TOTAL is also working with leading worldwide public and private  
scientific partners on biochemical and thermochemical biomass  
conversion.  
In Vietnam, TOTAL continues to strengthen its position in the  
specialty products market. The Group has become one of the  
leaders in the Vietnamese lubricants market due to the acquisitions  
of assets at year-end 2009.  
The Group is thus participating in French, European and  
international bioenergy development programs. As part of this,  
TOTAL is involved in two demonstration projects:  
3.1.2.4. Americas  
In Latin America and the Caribbean, TOTAL is active in nearly  
twenty countries, primarily in the specialty products market.  
In the Caribbean, the Group holds a significant position in the fuel  
distribution business, which was strengthened by the acquisition  
in 2008 of marketing and logistics assets in Puerto Rico, Jamaica  
and the Virgin Islands.  
– BioTfueL, which aims to develop technology to convert biomass  
into biodiesel; and  
Futurol, an R&D project for cellulosic bioethanol, which intends to  
develop and promote on an industrial scale a production process  
for bioethanol by fermentation of non-food lignocellulosic biomass.  
(
(
(
(
1) Market share in the countries where the Group operates, based on 2011 publicly available information, quantities sold.  
2) Including ethanol from ETBE (Ethyl-Tertio-Buthyl-Ether) and biomethanol from MTBE (Methyl-Tertio-Butyl-Ether).  
3) CEPSA’s refineries and oil depots are not included in 2011, 2010 and 2009 figures.  
4) VOME: Vegetable-Oil-Methyl-Ester. Including HVO (Hydrotreated Vegetable Oil).  
5) Including Total Erg’s Rome and Trecate refineries in Italy. CEPSA’s refineries and oil depots are not included in 2011, 2010 and 2009 figures.  
(
Registration Document 2011. TOTAL  
41  
Business overview  
2
Downstream  
3
.1.2.8. Hydrogen and electric mobility  
that would enable the creation of an infrastructure in light of the  
potential marketing of fuel cell vehicles between 2015 and 2020.  
TOTAL is continuing its hydrogen fueling demonstrations as part of  
the Clean Energy Partnership in Germany. A new prototype station  
is being built in the center of Berlin and is scheduled to open in  
February 2012. TOTAL is also involved in the “H Mobility” study  
underway in Germany, which aims to identify the business model  
The number of prototype electric vehicle fueling stations (fast charge)  
is increasing. TOTAL now has twelve charging stations in Belgium.  
In France, two stations have been completed in the Paris area as  
part of the SAVE project, and six are being built in the Netherlands.  
2
3.2. Trading & Shipping  
The Trading & Shipping division:  
The Trading & Shipping division’s main focus is serving the Group.  
In addition, the division’s expertise allows it to extend its scope of  
activities beyond its primary focus.  
sells and markets the Group’s crude oil production;  
provides a supply of crude oil for the Group’s refineries;  
imports and exports the appropriate petroleum products for the  
Group’s refineries to be able to adjust their production to the  
needs of local markets;  
Trading & Shipping’s worldwide activities are conducted through  
various wholly-owned subsidiaries, including TOTSA Total Oil  
Trading S.A., Total International Ltd, Socap International Ltd,  
Atlantic Trading & Marketing Inc., Total Trading Asia Pte, Total  
Trading and Marketing Canada L.P., Total Trading Atlantique S.A.  
and Chartering & Shipping Services S.A.  
charters appropriate ships for these activities; and  
undertakes trading on various derivatives markets.  
3.2.1. Trading  
TOTAL is one of the world’s largest traders of crude oil and refined products on the basis of volumes traded. The table below sets forth  
selected information with respect to the worldwide sales and sources of supply of crude oil and sales of refined products for the Group’s  
Trading division for each of the last three years.  
Trading of physical volumes of crude oil and refined products amounted to 4.4 Mb/d in 2011.  
Trading division’s supply and sales of crude oil and sales of refined products(a)  
(kb/d)  
2011  
2010  
2009  
Group’s worldwide liquids production  
1,226  
1,340  
1,381  
Purchased by the Trading division from the Group’s Exploration & Production division  
Purchased by the Trading division from external suppliers  
960  
1,833  
1,044  
2,084  
1,054  
2,351  
Total of Trading division’s supply  
2,793  
3,128  
3,405  
Sales by Trading division to Group Refining & Marketing division  
Sales by Trading division to external customers  
1,524  
1,269  
1,575  
1,553  
1,752  
1,653  
Total of Trading division’s sales  
Total sales of refined products  
2,793  
1,632  
3,128  
1,641  
3,405  
1,323  
(a) Including condensates.  
The Trading division operates extensively on physical and derivatives  
markets, both organized and over the counter. In connection with its  
trading activities, TOTAL, like most other oil companies, uses derivative  
energy instruments (futures, forwards, swaps, options) to adjust its  
exposure to fluctuations in the price of crude oil and refined products.  
These transactions are entered into with various counterparties.  
commodity contracts) and 31 (Market risks) to the Consolidated  
Financial Statements.  
All of TOTAL’s trading activities are subject to strict internal controls  
and trading limits.  
In 2011, the oil market tightened; as a result, the oil price rise  
accelerated and the structure of crude oil prices flipped from  
For additional information concerning Trading & Shipping’s  
derivatives, see Notes 30 (Financial instruments related to  
contango to backwardation (1)  
.
2011  
2010  
2009  
min 2011  
max 2011  
st  
(a)  
Brent ICE - 1 Line  
Brent ICE - 12th Line(b)  
($/b) 110.91  
($/b) 108.12  
-2.79  
($/t) 933.30  
80.34  
84.61  
4.27  
62.73  
70.43  
7.70  
93.33 (Jan. 07)  
94.20 (Jan. 07)  
-9.55 (Oct. 14)  
767.75 (Jan. 01)  
126.65 (Apr. 08)  
121.74 (Apr. 29)  
2.65 (Feb. 07)  
th st  
Contango/Backwardation time structure (12 -1 ) ($/b)  
st  
(a)  
Gasoil ICE - 1 Line  
673.88  
522.20  
1,053.00 (Apr. 08)  
(
(
a) 1st line: Average quotation on ICE Futures for first nearby month delivery.  
th  
b) 12 Line: Average quotation on ICE Futures for twelfth nearby month delivery.  
(1) Contango is a term used to describe an energy market in which the anticipated value of the spot price in the future is higher than the current spot price. The reverse situation is described as backwardation.  
42  
TOTAL. Registration Document 2011  
Business overview  
Downstream  
2
The oil markets had ended 2010 significantly up, driven by the very  
strong upturn in demand for oil (+2.8 Mb/d). The outbreak of war in  
Libya in February 2011 quickly deprived the oil market of 1.6 Mb/d  
of crude supply. On the international markets, the shutdown of  
Libyan crude production was aggravated by production losses in  
Nigeria (through attacks on oil infrastructure and diversion of the  
oil), Angola (with technical problems on several fields), Yemen  
the effect of the emergency stock release (60 Mb offered, 35 Mb  
delivered) of the International Energy Agency (IEA) and the partial  
resumption of Libyan production. Crude oil prices remained high  
however, reaching an annual average in 2011 of $110.91/b.  
As a result of the backwardation in the price structure on the crude  
oil market for almost the entire year, 2011 was also marked by a  
sharp fall in OECD oil industry inventories through October 2011  
(through attacks on oil infrastructure) and Syria (due to the  
(year-on-year, crude -70 Mb and products -46 Mb), which  
embargo). The resulting crude oil deficit was offset mainly by Saudi  
Arabia, Kuwait and the United Arab Emirates, which all increased  
their production considerably, thereby reducing the surplus  
available production capacity. Production in Libya gradually started  
up again from September 2011 and reached around 0.9 Mb/d at  
the end of 2011.  
diminished in the last 2 months of the year with the rise in Libyan  
crude production (December 2011 year-on-year, crude -26 Mb  
and products -36 Mb).  
2011 also saw a widening of the price differential between WTI  
crude (confined to the central United States) and Brent crude  
(
delivered in the North Sea and accessible internationally). While  
Overall in 2011, OPEC crude oil production was estimated to be  
slightly down compared to 2010 (-0.1 Mb/d), as was non-OPEC  
crude production (-0.2 Mb/d). The production of other liquids  
in 2011 (LPG, LNG, biofuels) rose (+0.5 Mb/d).  
Brent was experiencing upward pressure due to the balance of  
crude oil on the international market, WTI was under downward  
pressure from a continuous rise in local production and exports  
from Canada, the combination of which exceeded local refining  
capacity requirements and potential exports outside the region.  
The price of WTI thus rose less quickly than Brent, increasing the  
gap to almost -$28/b in mid-October (at the height of the upward  
pressure on Brent).  
With regard to demand, the significant price rise and generally  
weaker economic growth than in 2010 slowed growth in oil  
demand, which fell from +2.8 Mb/d in 2010 to +0.5 Mb/d in 2011.  
In this environment, crude oil prices, which started rising at  
the beginning of the year, increased from an average of  
approximately $96/b (ICE Brent 1st Line) in January 2011 to $123/b  
in April 2011 while the market adjusted to the loss of Libyan supply.  
Prices fell slightly in the second half of 2011, particularly under  
The gap was more than halved at the end of the year, particularly  
with the announcement of the planned reversal of the Seaway  
pipeline, which should ease the pressure from the surplus of crude  
weighing down markets in the central United States.  
3.2.2. Shipping  
TOTAL’s Shipping division arranges the transportation of crude oil and refined products necessary to develop the Group’s activities. These  
needs are met through transactions on the spot market and the development of a balanced time charter policy. It has a rigorous safety  
policy that is due mainly to the strict selection of the vessels the division charters. Like a certain number of other oil companies and  
shipowners, the Group uses freight rate derivative contracts in its shipping activity to adjust its exposure to freight rate fluctuations.  
In 2011, TOTAL’s Shipping division chartered approximately 3,000 voyages to transport approximately 110 Mt of crude oil and refined  
products. As of December 31, 2011, it employed a fleet of fifty vessels chartered under long-term or medium-term agreements (including  
eight LPG carriers), of which none is single-hulled. The fleet has an average age of approximately five years.  
Freight rates average of three representative routes for crude transportation  
2011  
2010  
2009  
min 2011  
max 2011  
VLCC Ras Tanura Chiba-BITR(a)  
Suezmax Bonny Philadelphia-BITR  
Aframax Sullom Voe Wilhemshaven-BITR  
($/t)  
($/t)  
($/t)  
11.99  
13.86  
6.51  
13.41  
14.50  
6.39  
10.43  
12.75  
5.20  
9.32 (Oct. 10)  
10.23 (Jan. 20)  
5.04 (Jan. 17)  
18.54 (Feb. 15)  
19.85 (Mar. 22)  
9.46  
(Mar. 4)  
(a) VLCC: Very Large Crude Carrier. BITR: Baltic International Tanker Routes.  
2
011 was a particularly eventful and difficult period for oil shipping  
On a more global level, the market was buoyed by demand from China,  
which is still growing strongly, and to a lesser extent the United States.  
activities.  
During the first half of 2011, events in Japan and North Africa  
had a strong impact on crude oil imports. Requirements in Japan  
fell suddenly and very markedly, but were quickly restored and  
returned to almost pre-crisis levels by the end of 2011. In the end,  
the impact on demand for shipping was relatively limited. In the  
Mediterranean, the shutdown of Libyan production resulted in the  
rebalancing of demand for long-haul VLCC shipments: imports,  
particularly to Europe, were offset by supply from further away,  
thus increasing the demand for transportation.  
Despite this generally favorable demand structure, the freight  
market operated at overcapacity for most of 2011. Very few ships  
were decommissioned and 2011 saw a steady stream of new  
vessels being delivered as a result of the many orders placed by  
shipowners in 2007 and 2008.  
This situation severely damaged the fundamentals of the freight  
market for crude oil transport. Following the extremely cold weather  
at the beginning of 2011, which sustained rates for a time, there was  
a collapse in the second quarter that left the market at a historic low.  
With regard to the product tanker market, the situation remains poor  
worldwide, with transatlantic traffic to the United States particularly slow.  
Registration Document 2011. TOTAL  
43  
Business overview  
2
Chemicals  
4. Chemicals  
The Chemicals segment includes Base Chemicals, with  
2011 consolidated sales by geographic area  
petrochemicals and fertilizers, and Specialty Chemicals, with the  
Group’s elastomer processing, adhesives and electroplating  
chemistry activities. TOTAL is one of the world’s largest integrated  
In 2011, Chemicals sales were 19.48 billion, compared to  
17.49 billion in 2010 and 14.73 billion in 2009. Europe,  
North America and Asia accounted for 61%, 23% and 12%,  
respectively, of the Chemicals segment’s sales in 2011, with the  
remaining sales (4%) attributable to Africa and Latin America.  
(1)  
chemical producers .  
Chemicals segment key financial data  
North America 23%  
Asia 12%  
(
M)  
2011  
2010  
2009  
Non-Group sales  
19,477  
12,656  
6,819  
697  
17,490  
10,653  
6,824  
893  
14,726  
8,655  
6,071  
249  
Incl. Base Chemicals  
Incl. Specialty Chemicals  
Adjusted operating income  
Adjusted net operating income  
Incl. Base Chemicals  
775  
373  
426  
857  
393  
475  
272  
16  
279  
Rest of World 4%  
Europe 61%  
Incl. Specialty Chemicals  
For the full year 2011, Chemicals segment sales, excluding  
intra-Group sales, were 19,477 million, an increase of 11%  
compared to 2010.  
In October 2011, the Group announced a proposed reorganization  
of its Downstream and Chemicals segments. The procedure for  
informing and consulting with employee representatives took place  
and the reorganization became effective on January 1, 2012.  
The adjusted net operating income was 775 million compared to  
857 million in 2010. Petrochemicals benefited from the ramp-up  
of its operations in Qatar and South Korea, but saw its margins  
decline in the second half of the year in Europe and the United  
States. Specialty Chemicals income, excluding impacts of portfolio  
changes, remained close to that of 2010.  
This led to organizational changes, with the creation of:  
– a Refining & Chemicals segment, a large industrial center that  
encompasses refining, petrochemicals, fertilizers and specialty  
chemicals operations. This segment also includes oil trading  
and shipping activities.  
The ROACE(2) of the Chemicals segment was 10.5% in 2011  
compared to 12% in 2010.  
a Supply & Marketing segment, which is dedicated to worldwide  
supply and marketing activities in the oil products field.  
The Chemicals activities described thereafter, including the data  
as of December 31, 2011, are presented based on the organization  
in effect up to December 31, 2011.  
(
1) Données société, sur la base du chiffre d’affaires consolidé.  
(2) Calculated based on adjusted net operating income and average capital employed, using replacement cost.  
44  
TOTAL. Registration Document 2011  
Business overview  
Chemicals  
2
4.1. Base Chemicals  
The Base Chemicals division includes TOTAL’s petrochemicals and fertilizers activities.  
In 2011, Base Chemicals sales were 12.7 billion, compared to 10.7 billion in 2010 and 8.7 billion in 2009.  
4.1.1. Petrochemicals  
Breakdown of TOTAL’s main production capacities  
(in thousands of tons)  
2011  
2010  
2009  
Europe  
North  
America  
Asia and  
Worldwide  
Worldwide  
Worldwide  
Middle East(  
a)  
Olefins(b)  
Aromatics  
Polyethylene  
Polypropylene  
Styrenics(c)  
4,695  
2,500  
1,180  
1,315  
1,150  
1,195  
940  
440  
1,175  
1,260  
1,460  
770  
520  
345  
7,350  
4,210  
2,140  
2,835  
3,140  
7,190  
4,195  
2,140  
2,780  
2,950  
6,895  
4,195  
2,040  
2,780  
3,090  
730  
(
(
(
a) Including minority interests in Qatar and 50% of Samsung-Total Petrochemicals capacities.  
b) Ethylene, propylene and butadiene.  
c) Styrene and polystyrene.  
The petrochemicals business includes base petrochemicals (olefins  
and aromatics) and their polymer derivatives (polyolefins and styrenics).  
construction of a new world-class (1) styrene plant at Gonfreville  
to replace the plant closed in late 2008. The reorganization plan  
was completed in the first quarter of 2009.  
In Europe, the main petrochemical sites are located in  
Belgium, in Antwerp (steam crackers, polyethylene) and Feluy  
-
The second plan, launched in 2009, is a consolidation project  
to improve the sites’ competitiveness. This project includes a  
plan to upgrade the Group’s most efficient units by investing  
approximately 230 million over three years to increase energy  
efficiency and competitiveness of the steam cracker and the  
high-density polyethylene unit in Gonfreville, and to consolidate  
polystyrene production at the Carling facility. It also includes  
the shutdown of structurally loss-making units, effective from  
the end of 2009: two low-density polyethylene lines, one in  
Carling and one in Gonfreville, and a polystyrene line in  
Gonfreville. This reorganization plan also impacted the support  
services at both sites and the central services at Total  
Petrochemicals France.  
(polypropylene, polystyrene), and in France, in Carling (steam  
cracker, polyethylene, polystyrene), Feyzin (steam cracker),  
Gonfreville (steam crackers, styrene, polyolefins, polystyrene)  
and Lavéra (steam cracker, polypropylene).  
In the United States, the main petrochemical sites are located in  
Carville, Louisiana (styrene, polystyrene), and in Texas, in Bayport  
(polyethylene), La Porte (polypropylene) and Port Arthur (steam  
cracker, butadiene).  
In Asia, TOTAL owns, in partnership with Samsung, a 50% interest  
in the petrochemical site located in Daesan, South Korea (steam  
cracker, styrene, paraxylene, polyolefins). The Group is also active  
through its polystyrene plants located in Singapore and Foshan  
Following its sole customer’s termination of the supply  
contract for the secondary butyl alcohol produced at the  
Notre-Dame-de-Gravenchon facility in Normandy, this dedicated  
facility had to be closed in the second half of 2010.  
(China).  
In Qatar, the Group holds interests in two steam crackers and  
several polyethylene lines.  
At the end of 2011, TOTAL signed an agreement relating to the  
acquisition of 35% of ExxonMobil’s stake in Fina Antwerp Olefins,  
Europe’s second largest base petrochemicals (monomers)  
production plant. Following approval by the relevant authorities,  
the transaction was finalized in February 2012 and TOTAL  
became the sole shareholder in Fina Antwerp Olefins on  
March 1, 2012. The acquisition will open new opportunities  
to strengthen the competitiveness of the assets and to pursue  
integration which is one of the foundations of Total’s strategy.  
Most of these sites are either adjacent to or connected by pipelines  
to Group refineries. As a result, most of TOTAL’s petrochemical  
operations are integrated within refining operations.  
TOTAL continues to strengthen its leadership positions in the  
industry by focusing on the following three main strategic areas:  
In Europe, TOTAL is improving the competitiveness of its  
long-established sites notably through cost management, better  
energy efficiency at its facilities and increased flexibility in the  
choice of feedstock.  
In the United States, TOTAL and BASF purchased in 2011 Shell’s  
stake in Sabina, one of the largest butadiene production plants in  
the world. TOTAL and BASF are now the only two shareholders in  
Sabina, with stakes of 40% and 60%, respectively. This new  
structure will allow for increased synergies with the TOTAL refinery  
and the jointly-owned steam cracker (TOTAL 40%, BASF 60%)  
located on the same site in Port Arthur, Texas.  
In an increasingly competitive environment, the Group launched  
two reorganization plans mainly for the Carling (eastern France)  
and Gonfreville (northwestern France) sites:  
-
The first plan, launched in 2006, called for the closure of one  
of the steam crackers and the styrene plant at Carling and the  
(1) Facilities ranking among the first quartile for production capacities based on publicly available information.  
Registration Document 2011. TOTAL  
45  
Business overview  
2
Chemicals  
TOTAL is continuing to expand in growth areas.  
4.1.1.2. Polyolefins  
In Asia, the Samsung-Total Petrochemicals Co. Ltd joint venture  
TOTAL’s strategy for polyolefins (polyethylene, polypropylene) is  
based on lowering the breakeven point of its plants in Europe and  
the United States and continuing to differentiate its range of  
products, while meeting new market requirements for sustainable  
development. The Group is also continuing to expand its activities  
in growth areas, mainly through its stakes in joint ventures in South  
Korea and Qatar.  
(TOTAL, 50%) completed in mid-2011 the first debottlenecking  
phase of the units at the Daesan site in South Korea, with the  
aim of bringing them to full capacity. This first phase included  
increasing the capacity of the steam cracker to 1 Mt/y and the  
polyolefin units to 1,150 kt/y.  
The second phase is expected to take place in September 2012  
and involves increasing the capacity of the paraxylene unit to  
Polyethylene  
700 kt/y.  
Polyethylene is a plastic resulting from the polymerization of  
ethylene produced by the Group’s steam crackers. It is primarily  
intended for the packaging, automotive, food, cable and pipe  
markets. Margins are strongly influenced by the level of demand  
and the price of ethylene. In Europe, margins are impacted by  
competition from expanding production in the Middle East, which  
benefits from favorable access to ethane, the raw material used  
in ethylene production.  
In addition, to keep up with growth on the Asian markets, two  
major investments have been approved for planned start-up  
in 2014: a new 240 kt/y EVA (1) unit and a new aromatic unit with  
a capacity of 1.5 Mt/y of paraxylene and benzene, the feedstock  
of which will be supplied by a condensate splitter that will also  
produce jet fuel and diesel. As a result, the site’s paraxylene  
production capacity will be increased to 1.8 Mt/y.  
In the Middle East, the 700 kt/y paraxylene unit at the Jubail  
refinery in Saudi Arabia is under construction. This world-class  
unit is mainly intended to supply the Asian market. Start-up is  
scheduled for 2013.  
2011 was marked by a slowdown in growth in demand in all  
geographical areas and by falling margins, more particularly  
in the second half. Europe was most affected by this deterioration  
in the market environment.  
TOTAL is developing sites in countries with favorable access to  
raw materials.  
The Group’s sales volumes increased by 2% in 2011.  
Polypropylene  
In Qatar, through its interest in Qatofin and Qapco, TOTAL holds  
a 49% interest in a world-class linear low-density polyethylene  
plant with a capacity of 450 kt/y in Mesaieed. This unit, operated  
by Qatofin, started up in 2009. The Group also holds a 22%  
interest in an ethane-based steam cracker in Ras Laffan designed  
for processing 1.3 Mt/y of ethylene. The steam cracker started up  
in March 2010. In addition, construction of a 300 kt/y low-density  
polyethylene line has started at Qapco, in which TOTAL holds a 20%  
interest, with start-up scheduled for the second quarter of 2012.  
Polypropylene is a plastic resulting from the polymerization of  
propylene produced by the Group’s steam crackers and refineries.  
It is primarily intended for the automotive, packaging, carpet,  
household appliances, fibers and hygiene markets. Margins are  
mainly influenced by the level of demand and the availability and  
price of propylene.  
As with polyethylene, 2011 saw a slowdown in growth in worldwide  
demand and falling margins in the second half of the year.  
In China, TOTAL and China Power Investment signed in  
November 2010 an agreement to study a project to build a  
coal-to-olefins plant and a polyolefins plant. TOTAL will bring  
to this partnership its expertise in the methanol-to-olefins (MTO)  
and olefin cracking process (OCP) technologies tested  
extensively at its plant in Feluy, Belgium.  
TOTAL’s sales volumes decreased by 2.5% compared to 2010.  
4.1.1.3. Styrenics  
This business activity includes the production of styrene and  
polystyrene. Most of the styrene manufactured by the Group is  
used to produce polystyrene, a plastic principally used in food  
packaging, insulation, refrigeration, domestic appliances and  
electronic devices. Margins are strongly influenced by the level of  
polystyrene demand and the price of benzene, which is styrene’s  
principal raw material.  
4
.1.1.1. Base petrochemicals  
Base petrochemicals includes olefins and aromatics (monomers)  
produced by the steam cracking of petroleum cuts, naphtha and  
LPG, or of gas as well as propylene and aromatics manufactured in  
the Group’s refineries. The economic environment for these  
activities is strongly influenced by the balance between supply and  
demand and changes in feedstock prices, especially naphtha.  
The worldwide styrenics market increased by approximately 2%  
in 2011, driven by Asia, while the markets in Europe and the United  
States remained practically stable. Margins were low on the highly  
competitive European and Asian markets, but remained high in  
the United States.  
The market was buoyant in the first half of 2011, followed by a  
significant slowing in volumes and falling margins, mainly in Europe  
and the United States, in the second half. Over 2011 as a whole,  
TOTAL’s production volumes remained stable.  
TOTAL’s polystyrene sales volumes increased by 4% in 2011.  
The Group continues to expand its styrenics business. In Feluy,  
Belgium, TOTAL is building a new-generation expandable  
polystyrene manufacturing plant. Start-up is scheduled for  
early 2013. The expandable polystyrene is intended for the  
insulation market, which is experiencing strong growth. In China,  
TOTAL doubled the capacity of the Foshan compact polystyrene  
plant to 200 kt/y in early 2011.  
TOTAL is expanding its positions in Asia and the Middle East with  
the start-up of the Ras Laffan steam cracker in 2010 in Qatar and  
continued investments to increase capacities in South Korea. In  
Europe and the United States, TOTAL is improving energy efficiency  
at its sites, strengthening synergies with refining and increasing the  
flexibility of the steam cracker feedstock.  
(1) Ethylene Vinyl Acetate.  
46  
TOTAL. Registration Document 2011  
Business overview  
Chemicals  
2
4
.1.2. Fertilizers  
DeNOX® for industrial applications and Adblue® for transportation  
applications. An Adblue unit has been maintained at Oissel waiting  
for the start-up of the Grandpuits plant.  
Through its French subsidiary GPN, TOTAL manufactures and  
markets nitrogen fertilizers made from natural gas. Margins are  
strongly influenced by the price of natural gas.  
In France, three obsolete nitric acid units in Rouen and Mazingarbe  
were closed in 2009 and 2010.  
In 2010 and 2011, GPN’s production was affected by a number  
of manufacturing incidents that resulted in long shutdowns for  
maintenance of the Grandpuits and Rouen ammonia plants in  
France and reduced production at the downstream plants (nitric  
acid, urea and ammonium nitrate). These incidents adversely  
affected the results of GPN, which could not take advantage  
of favorable global market conditions.  
GPN’s mines and quarries business at the Mazingarbe site was  
divested in January 2011. Sales for the divested lines of business  
were 30 million in 2010.  
In November 2011, the Group initiated the process of divesting its  
stake (50%) in Pec-Rhin. Having exercised its pre-emptive right on  
its partner’s 50%, GPN signed an agreement for the complete  
divestment of Pec-Rhin. Following approval by the relevant  
authorities, the disposal was finalized in January 2012.  
GPN’s plans were strengthened through two major investments:  
the construction of a nitric acid plant in Rouen, which started up in  
the second half of 2009, and a urea plant in Grandpuits, the start-  
up of which was ongoing in March 2012. This additional urea  
production will enable GPN to position itself in the growing markets  
These actions are intended to improve the competitiveness of GPN  
by regrouping its operations at two sites that have production  
capacity greater than the European average.  
of products that contribute to reducing nitrogen oxide emissions(1)  
:
4.2. Specialty Chemicals  
(2)  
TOTAL’s Specialty Chemicals division includes elastomer  
processing (Hutchinson), adhesives (Bostik) and electroplating  
chemistry (Atotech). It serves the automotive, construction,  
Hutchinson has eighty production sites worldwide , including  
fifty-two in Europe, fifteen in North America, seven in South  
America, five in Asia and one in Africa.  
electronics, aerospace and convenience goods markets, for which  
marketing, innovation and customer service are key drivers. TOTAL  
markets specialty products in more than sixty countries and intends  
to develop by combining organic growth and targeted acquisitions.  
This development is focused on high-growth markets and the  
marketing of innovative products with high added value that meet  
the Group’s sustainable development approach.  
Hutchinson’s sales were 2.99 billion in 2011, up 10% compared  
to 2010. Sales for the automotive business increased 11% due to  
stable sales on the European and North American markets and  
increased sales on the Latin American and Chinese markets. On  
the industrial markets, sales increased at a lower rate because of  
the decline in the business planes, helicopters and defense  
markets, while sales on other industrial markets (e.g. civil aviation,  
railway, and offshore) saw similar rises to the automotive business.  
The Hutchinson consumer goods business (Mapa® and Spontex®)  
was divested in spring 2010. Sales for the divested lines of  
business were 530 million in 2009.  
To strengthen its position in the aerospace industry, in late 2008  
Hutchinson acquired Strativer, a French company specialized in the  
growing composite materials market, and, in early 2011,  
Hutchinson acquired Kaefer, a German company specialized in  
aircraft interior equipment (insulation, ventilation ducts, etc.). In the  
automotive sector, in April 2011 Hutchinson acquired Keum-Ah, a  
South Korean company specialized in fluid transfer systems.  
The Cray Valley coating resins and Sartomer photocure resins  
businesses were divested in July 2011. Sales for the divested lines  
of business were 860 million in 2010. The structural and  
hydrocarbon resins business lines were kept and have been  
incorporated into the Petrochemicals division.  
Specialty Chemicals enjoyed a favorable climate in the first three  
quarters of 2011 due to the resilience of the European and North  
American markets and continued growth in the emerging countries.  
The situation deteriorated in the fourth quarter. In this context and  
on a like-for-like basis (excluding Mapa Spontex and Resins), 2011  
sales were 5.3 billion, a 9% increase compared to 2010.  
Hutchinson continues to develop in expanding markets, primarily  
Eastern Europe, South America and China, relying notably on the  
Brasov (Romania), Lodz (Poland), Sousse (Tunisia) and Suzhou  
(China) sites and on the Casa Branca site (Brazil) opened in 2011.  
4.2.2. Adhesives  
4
.2.1. Elastomer processing  
Bostik is one of the world leaders in the adhesive sector(2) and has  
significant positions on the industrial, hygiene and construction  
markets, complemented by both consumer and professional  
distribution channels.  
Hutchinson manufactures and markets products derived from  
elastomer processing that are principally intended for the  
automotive, aerospace and defense industries.  
Bostik has forty-six production sites worldwide, including twenty-one  
in Europe, nine in North America, seven in Asia, six in Australia and  
New Zealand, two in Africa and one in South America.  
(2)  
Hutchinson, among the industry’s leaders worldwide , provides  
its customers with innovative solutions in the areas of fluid transfer,  
air and fluid seals, anti-vibration, sound and thermal insulation,  
and transmission and mobility.  
In 2011, sales were 1.43 billion, up 3% compared to 2010.  
(
1) Nitrogen oxide emissions are noxious to the environment and subject to regulation.  
(2) Based on publicly available information, consolidated sales.  
Registration Document 2011. TOTAL  
47  
Business overview  
2
Chemicals  
Bostik continues to strengthen its technological position in the  
construction and industrial sectors, pursue its program for innovation  
focused on sustainable development, keep up with its expansion in  
high-growth countries and improve its operational performance.  
In order to strengthen its position on the electronics market,  
in 2011 Atotech started up a new production unit aimed at the  
semiconductors market in Neuruppin (Germany) and acquired  
adhesive technologies (molecular interfaces) in the nanotechnology  
sector in the United States.  
2011 saw the start-up of two new production units in Egypt and  
Vietnam and the opening of a new regional technology center  
for Asia in Shanghai. In addition, Bostik plans to commission a third  
production unit in Changshu, China in 2012, which is expected to be  
Bostik’s largest plant worldwide. In the United States, Bostik acquired  
StarQuartz in 2011, increasing its range of construction adhesives.  
Atotech successfully pursued its strategy designed to differentiate its  
products through a comprehensive service provided to its customers  
in terms of equipment, processes, design and chemical products  
and through the development of green, innovative technologies to  
reduce the environmental footprint. This strategy relies on global  
coverage provided by its technical centers located near customers.  
Finally, Bostik continued to rationalize its industrial base with the  
closure of the Ibos site in France, which came into effect at year-  
end 2011.  
Atotech intends to continue to develop in Asia, which represents  
almost 60% of its global sales.  
4.2.3. Electroplating  
Atotech is the second largest company in the electroplating  
(1)  
sector based on worldwide sales . It is active on the markets  
for electronics (printed circuits, semiconductors) and general metal  
finishing (automotive, construction, furnishing).  
Atotech has sixteen production sites worldwide, including seven in  
Asia, six in Europe, two in North America and one in South America.  
Atotech’s sales were 0.89 billion in 2011, up 14% compared  
to 2010 due to favorable conditions on all of its markets and a  
significant increase in equipment sales on the electronics market.  
(1) Based on publicly available information, consolidated sales.  
48  
TOTAL. Registration Document 2011  
Business overview  
Investments  
2
5. Investments  
5
.1. Major investments over the 2009-2011 period(1)  
(
M)  
2011  
2010  
2009  
In addition to these acquisitions, capital expenditure in the Upstream  
segment was mainly intended to develop new hydrocarbon  
production facilities, exploration operations and acquisition of new  
licenses. In 2011, development expenditure was devoted primarily  
to the following projects: Kashagan in Kazakhstan; Ekofisk in  
Norway; the Mahakam area in Indonesia; Pazflor, CLOV and Angola  
LNG in Angola; OML 58, Usan and Ofon II in Nigeria; Laggan  
Tormore in the United Kingdom; Surmont in Canada; GLNG in  
Australia and the Anguille and Mandji projects in Gabon.  
Upstream  
21,689  
1,870  
847  
13,208  
2,343  
641  
9,855  
2,771  
631  
Downstream  
Chemicals  
Corporate  
135  
81  
92  
Total  
24,541  
16,273  
13,349  
Organic capital expenditure, including net investment in equity  
affiliates and non consolidated subsidiaries, amounted to $20.6  
In the Downstream segment, capital expenditure was split between  
refining and marketing activities (notably for the retail network).  
In Refining (approximately $1.4 billion in 2011), it is dedicated to  
the maintenance of facilities and safety and to projects to increase the  
production of lighter products, add desulphurization capacities, adapt  
the refining base to new specifications and improve energy efficiency.  
2011 was marked by the completion and start-up of the coker at the  
Port Arthur refinery in the United States in the first half of the year,  
together with ongoing construction of the Jubail refinery in Saudi  
Arabia and the upgrading project at the Normandy refinery in France.  
(2)  
billion in 2011 (14.8 billion , compared to $15.8 billion in 2010  
11.9 billion). In addition to this, $12.3 billion (8.8 billion) was  
(
invested in acquisitions.  
TOTAL investment (including acquisitions) therefore rose from $21.6  
billion (16.3 billion) in 2010 to $34.2 billion (24.5 billion) in 2011.  
This increase in capital expenditure comes almost solely from the  
Upstream sector. In 2011, the Group continued to develop its major  
Exploration-Production projects, and also significantly increased the  
amount spent on acquisitions, which came to more than $12 billion  
in 2011, compared to less than $5 billion in 2010. These  
acquisitions were almost exclusively in the Upstream sector, and  
included in particular the purchase of 14.09% of Russian company  
Novatek, the acquisition of a stake in shale gas licenses in the Utica  
play in the United States, and the increase of the holding in the Fort  
Hills (Canada) and Tempa Rossa (Italy) projects. In 2011, TOTAL  
also acquired a 60% (now 66%) stake in American company  
SunPower, one of the world leaders in solar photovoltaic sector.  
In the Chemicals segment, capital expenditure for 2011 was  
approximately 60% for Base Chemicals and 40% for Specialties.  
2011 was also marked by a significant rise in asset disposals,  
which increased from less than $5 billion in 2010 to almost $11  
billion in 2011. In particular, the Group sold its 48.83% stake in  
Spanish company CEPSA, and continued with the sale of some  
of its Sanofi shares.  
5.2. Major investments anticipated  
In early 2012, TOTAL announced the launch of three new major  
projects: the Ichthys LNG project in Australia (24%), the  
development of the Hild field in the Norwegian North Sea (51%,  
operator) and the development of the Ofon II offshore field in Nigeria  
Upstream segment is expected to be mainly dedicated to major  
development projects, including GLNG in Australia, Surmont in  
Canada, the Ekofisk area in Norway and the Mahakam area in  
Indonesia, Kashagan in Kazakhstan, the Laggan/Tormore projects in  
the United Kingdom, CLOV and Pazflor in Angola, Anguille/Mandji in  
Gabon, Ofon II and OML 58 Upgrade in Nigeria and Tempa Rossa in  
Italy. 30% of the Upstream segment’s overall capital expenditure  
budget is expected to be dedicated to producing assets, 40% is  
intended for projects that are to start up between 2012 and 2015,  
and the remaining 30% should be devoted to growth beyond 2015.  
(40%, operator). The Group also extended its exploration activities  
with the acquisition of a 90% stake in two licenses in Mauritania  
three licenses in Côte d’Ivoire and one license in Yemen. TOTAL  
finalized in February 2012 a farm-in for an interest of 33.33%  
in exploration & production licenses in Uganda.  
In Refining & Chemicals, at the end of 2011 TOTAL announced that  
it had signed an agreement to purchase its partner’s stake in  
petrochemical company Fina Antwerp Olefins. The transaction  
closed in February 2012; the Group now owns 100% of the entity,  
thus strengthening its refining and petrochemical platform in  
Antwerp. At the beginning of 2012, the Group also announced the  
launch of a major project to increase capacity at its petrochemical  
site in Daesan, South Korea (50%).  
In the Refining & Chemicals segment, the $3 billion capital  
expenditure budget(3) is expected to be dedicated to the refining,  
petrochemicals and specialty chemicals businesses. 2012 should  
be marked in particular by the ramp-up of major projects, which are  
expected to receive over $1.9 billion in investment. These include  
the ongoing construction of the Jubail refinery in Saudi Arabia and  
the upgrading of the Normandy platform, which represent  
investments in both refining and petrochemicals. A significant portion  
of the business unit’s budget will also be allocated to maintenance  
and safety, which are vital to this type of industrial activity.  
For the year 2012, TOTAL announced an organic capital  
expenditure budget(3) of $24 billion, over 80% of which is dedicated  
to the Upstream segment. $20 billion capital expenditure in the  
(
(
(
1) Major acquisitions and disposals for fiscal years 2009 to 2011 are detailed in Note 3 to the Consolidated Financial Statements of this Registration Document.  
2) Based on average exchange rates for 2011 of $1.392/€  
3) Including net investments in equity affiliates and non-consolidated companies, excluding acquisitions and divestments, based on 1 = $1.40 for 2012.  
Registration Document 2011. TOTAL  
49  
Business overview  
2
Organizational structure  
The Supply & Marketing division has a more than $1 billion capital  
expenditure budget(1) for 2012, to finance in particular the service  
station network, logistics, specialty production and storage facilities  
For 2012, the Group has also announced that it wishes to divest  
certain assets from its portfolio, and its budget provides for asset  
disposals worth over $4 billion more than planned acquisitions.  
(
lubricants, LPG, etc.), and a number of storage facilities on  
In February 2012, TOTAL announced that it had signed an agreement  
to sell its Colombian subsidiary which holds stakes in the Cusiana  
mature oil field and the OAM and ODC pipelines in Colombia.  
customers’ premises. The majority of the Supply & Marketing  
budget will be allocated to growth areas (Africa, the Middle East,  
Asia, and Latin America).  
As part of certain project financing arrangements, TOTAL S.A.  
has provided guarantees. These guarantees (“Guarantees given on  
borrowings”) as well as other information on off-balance sheet  
commitments and contractual obligations for the Group appear  
in Note 23 to the Consolidated Financial Statements (Chapter 9,  
point 7). The Group does not currently consider that these  
guarantees, or any other off-balance sheet arrangements of  
TOTAL S.A. nor any other members of the Group, currently have  
or are reasonably likely to have in the future a material effect  
on the Group’s financial situation, revenues or expenses, liquidity,  
capital expenditure or capital resources.  
Beyond 2012, TOTAL plans to make sustained investments to  
support the growth of its activities, prioritizing the Upstream segment.  
TOTAL self-finances most of its capital expenditure from cash flow  
from operations (see the consolidated statement of cash flow,  
Chapter 9, point 5), which is essentially increased by accessing the  
bond market on a regular basis, when conditions on the financial  
markets are favorable (see Note 20 to the Consolidated Financial  
Statements, Chapter 9, point 7). However, capital expenditure for  
joint ventures between TOTAL and external partners are generally  
funded through project financing.  
6. Organizational structure  
6.1. Position of the Company within the Group  
TOTAL S.A. is the Group’s parent company. As of December 31, 2011,  
there were 870 consolidated subsidiaries, of which 783 were fully  
consolidated and 87 were accounted for under the equity method.  
informing and consulting with employee representatives took place  
and the reorganization became effective on January 1, 2012.  
This led to organizational changes, with the creation of:  
The decision of TOTAL S.A.’s major subsidiaries to declare  
dividends is made by their relevant shareholders’ meetings and is  
subject to the provisions of applicable local laws and regulations.  
As of December 31, 2011, there is no restriction under such  
provisions that would materially restrict the distribution to  
TOTAL S.A. of the dividends declared by those subsidiaries.  
a Refining & Chemicals segment, a large industrial center that  
encompasses refining, petrochemicals, fertilizers and specialty  
chemicals operations. This segment also includes trading and  
shipping activities;  
a Supply & Marketing segment, which is dedicated to worldwide  
supply and marketing activities in the oil products field.  
As of December 31, 2011, the Group’s businesses were organized  
as indicated on the chart in paragraph 8 of this Chapter.  
The Group’s businesses receive assistance from corporate divisions  
Finance, Legal, Ethics, Insurance, Strategy & Business Intelligence,  
(
In October 2011, the Group announced a proposed reorganization  
of its Downstream and Chemicals segments. The procedure for  
Human Resources and Communications) that are grouped within  
the parent company, TOTAL S.A.  
6.2. Major subsidiaries  
A list of the major subsidiaries directly or indirectly held by the Company is given in Note 35 to the Consolidated Financial Statements  
Scope of Consolidation) in Chapter 9, point 7 of this Registration Document.  
(
(1) Including net investments in equity affiliates and non consolidated companies, excluding acquisitions and divestments, based on 1=$1.40 for 2012.  
50  
TOTAL. Registration Document 2011  
Business overview  
Property, plant and equipment  
2
7. Property, plant and equipment  
TOTAL has freehold and leasehold interests in over 130 countries  
throughout the world. Operations in properties, oil and gas fields or  
any other industrial, commercial or administrative facility, as well as  
the production capacities and utilization rates of these facilities, are  
described in this Chapter for each business segment (Upstream,  
Downstream, Chemicals).  
Minimum royalties from finance lease agreements regarding  
properties, service stations, vessels and other equipment are given  
in Note 22 to the Consolidated Financial Statements (Chapter 9).  
Information about the Company’s environmental policy, in particular  
that related to the Group’s industrial sites or facilities, is presented  
in Chapter 12 - Corporate social responsibility of this Registration  
Document.  
A summary of the Group’s property, plant and equipment and their  
main related expenses (depreciation and impairment) is included in  
Note 11 to the Consolidated Financial Statements (section 9).  
Registration Document 2011. TOTAL  
51  
Business overview  
2
Organization chart as of December 31, 2011  
8. Organization chart as of December 31, 2011  
Ethics Committee  
CHAIRMAN AND CEO  
MANAGEMENT COMMITTEE  
EXECUTIVE COMMITTEE  
Corporate Affairs  
Purchasing  
Human Resources  
Internal Control and Audit  
Sustainable Development & Environment  
Public affairs  
Top Executive management  
Corporate Security  
Industrial Safety  
UPSTREAM  
Exploration  
Production  
Gas & Power  
&
Gas  
Infrastructure  
Technical Affairs,  
R&D  
Finance,  
Human  
Resources,  
Legal Affairs  
Northern Europe  
Exploration  
Development  
Operations  
Electricity  
New Energies  
Liquefied  
Natural Gas  
Africa  
Strategy,  
Markets,  
Informations  
Systems  
Trading  
Middle East  
Americas  
&
Marketing  
Strategy -  
Business  
Development -  
Engineering -  
R&D  
Finance  
& Information  
Systems  
Asia-Pacific  
Human  
Resources  
Continental  
Europe  
&
Internal  
&
Central Asia  
Communications  
52  
TOTAL. Registration Document 2011  
Business overview  
Organization chart as of December 31, 2011  
2
Finance  
Information  
Technology  
Telecommunications  
Advisers  
to the Chairman  
and CEO  
Strategy  
Scientific  
Development  
Finance  
Insurance  
Communications  
Legal Affairs  
& Business  
Intelligence  
DOWNSTREAM  
CHEMICALS  
Refining  
Marketing  
Trading  
& Shipping  
Chemicals  
&
Products  
& Derivatives  
Trading  
Africa  
Middle East  
Crude Oil  
Trading  
Refining  
Petrochemicals  
Administration  
Human  
Resources  
&
Rubber  
processing  
Hutchinson)  
Marketing  
Europe  
Asia  
Pacific  
Products  
Trading  
Shipping  
(
Communications  
Resins  
(Cray Valley,  
Sartomer, CCP)  
Adhesives  
Specialties  
Administration  
(Bostik)  
Human  
Resources  
Strategy  
Development  
Research  
Electroplating  
(Atotech)  
Fertilizers  
(GPN)  
&
Internal  
Communications  
Registration Document 2011. TOTAL  
53  
Business overview  
2
Organization chart as of February 29, 2012  
9. Organization chart as of February 29, 2012  
Ethics Committee  
CHAIRMAN AND CEO  
MANAGEMENT COMMITTEE  
EXECUTIVE COMMITTEE  
Corporate Affairs  
Purchasing  
Public affairs  
Internal Control and Audit  
Human resources  
Corporate Security  
Industrial Safety  
Sustainable Development & Environment  
Top Executive management  
Upstream Segment  
Exploration  
Production  
Gas & Power  
&
Gas  
Infrastructure  
Technical Affairs,  
R&D  
Finance,  
Human  
Resources,  
Legal Affairs  
Northern Europe  
Exploration  
Development  
Operations  
Electricity  
New Energies  
Liquefied  
Natural Gas  
Africa  
Strategy,  
Markets,  
Informations  
Systems  
Trading  
Middle East  
Americas  
&
Marketing  
Strategy -  
Business  
Development -  
Engineering -  
R&D  
Total  
Integrated  
Energy  
Hygiene  
Safety  
Environment  
solutions  
Finance  
&
Information  
Systems  
Asia-Pacific  
Human  
Resources  
Continental  
Europe  
&
Internal  
&
Central Asia  
Communications  
54  
TOTAL. Registration Document 2011  
Business overview  
Organization chart as of February 29, 2012  
2
Finance  
Information  
Technology  
Telecommunications  
Advisers  
to the Chairman  
and CEO  
Strategy  
Scientific  
Development  
Finance  
Insurance  
Communications  
Legal Affairs  
& Business  
Intelligence  
Refining & Chemicals Segment  
Supply & Marketing Segment  
Trading  
Shipping  
Refining  
& Chemicals  
Supply  
& Marketing  
&
Products &  
Derivatives  
Trading  
Refining  
Chem base  
Europe  
Strategy  
Development  
Research  
Crude Oil  
Trading  
Health Security  
Environment  
Administration  
Refining  
Petrochemicals  
Eastern  
Manufacturing  
& Projects  
Division  
Human  
Resources  
Hygiene Safety  
Environment  
Shipping  
hemisphere  
Refining  
Petrochemicals  
Americas  
Strategy  
Development  
Research  
Specialities,  
ALC,  
ENCO and CEI  
Supply  
logistics  
Africa  
Middle-east  
Asia  
Pacific  
Europe  
&
Polymers  
Administration  
Rubber  
processing  
Hutchinson)  
Adhesives  
Bostik)  
Electroplating  
(Atotech)  
Fertilizers  
(GPN)  
(
(
DOWNSTREAM  
Registration Document 2011. TOTAL  
55  
56  
TOTAL. Registration Document 2011  
Management Report  
3
Management Report  
The Management report was approved by the Board of Directors on February 9, 2012  
and has not been updated with subsequent events.  
1.  
Summary of results and financial position  
58  
1.1.  
1.2.  
1.3.  
1.4.  
1.5.  
1.6.  
1.7.  
Overview of the 2011 fiscal year for TOTAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .58  
2011 Group results . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .59  
Upstream results . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .61  
Downstream results . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .62  
Chemicals results . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .62  
TOTAL S.A. 2011 results . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .63  
Proposed dividend . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .63  
2.  
Liquidity and capital resources  
63  
2.1.  
2.2.  
2.3.  
2.4.  
2.5.  
Long-term and short-term capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .63  
Cash flow . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .64  
Borrowing requirements and funding structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .64  
External financing available . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .64  
Anticipated sources of financing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .65  
3.  
Research & Development  
65  
3.1.  
3.2.  
3.3.  
3.4.  
3.5.  
3.6.  
3.7.  
Exploration & Production . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .65  
Gas & Power . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .66  
Refining & Marketing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .66  
Petrochemicals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .66  
Specialty Chemicals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .66  
Environment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .67  
R&D organization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .67  
4.  
Trends and outlook  
67  
4.1.  
4.2.  
4.3.  
Outlook . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .67  
Risks and uncertainties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .68  
Sensitivity of the 2012 results to market environment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .68  
Registration Document 2011. TOTAL  
57  
Management Report  
3
Summary of results and financial position  
1. Summary of results and financial position  
1.1. Overview of the 2011 fiscal year for TOTAL  
The year 2011 witnessed a number of geopolitical events that  
put pressure on market supplies. Despite the economic slowdown,  
demand for oil products continued to rise, fuelled by the growth  
of emerging markets. Pressure on supply, plus rising demand,  
resulted in a sharp increase in the price of crude oil. The average  
price of Brent in 2011 was $111/b, compared with $80/b in 2010.  
In the Upstream segment, three major discoveries in Azerbaijan,  
Bolivia and French Guiana were the first results of the Group’s  
bolder exploration strategy. The year 2011 also witnessed  
the successful start-up of the Pazflor deep-offshore platform  
in Angolan waters, a project operated by TOTAL that illustrates  
the Group’s expertise in the development of major projects.  
Five new major projects, including the Ichthys LNG project  
in Australia (TOTAL 24%), were also launched, in order to secure  
growth in the years to come.  
Gas spot prices continued to rise in Europe and Asia in 2011,  
mainly due to increased demand on Asian markets. Spot prices  
for gas in the United States remained very low, due to the  
continued rise in production, driven by the development of  
non-conventional gases.  
Still in the Upstream segment, 2011 also saw the announcement  
of the acquisition of a 14.09% stake in the Russian company  
Novatek and an increase of the Group’s stakes in the Fort Hills  
project in Canada and in Tempa Rossa in Italy. At the end of 2011,  
the Group announced its entry into the Utica shale gas and  
condensates deposit in the United States. The Group continued  
to extend its oil and gas acreage by acquiring stakes in promising  
exploration areas, such as the pre-salt blocks in the Kwanza basin  
in Angola, and by acquiring stakes in deposits that have already  
been discovered, such as the Yamal LNG project in Russia.  
Despite the gradual adjustment of refining capacity, the  
overcapacity that has existed in the European refining market  
since 2009 continued into 2011, due to low demand in Europe.  
Refining margins dropped to an average of $17/t, compared  
(1)  
with $27/t in 2010 . In the first half of 2011, the Chemicals  
segment enjoyed a globally favorable environment, which has  
deteriorated since then. In the second half of the year,  
Petrochemicals and Specialty Chemicals saw their margins shrink  
due to the drop in demand caused by the economic slowdown.  
At the same time, in 2011, TOTAL disposed of certain mature  
or non-strategic Upstream assets, including its exploration-  
production subsidiary in Cameroon and its stakes in pipelines  
in Colombia.  
In this environment, TOTAL’s adjusted net income amounted  
to 11.4 billion, up 11% on 2010. This result essentially reflects  
a better Upstream environment, while the Downstream and  
Chemicals segments were faced with more difficult conditions  
than in 2010. The Upstream segment’s 2011 adjusted net  
operating income of 10.4 billion was up 21% compared with  
the previous year due to rising prices, but was also negatively  
impacted by the -$ exchange rate. The Downstream segment’s  
adjusted net operating income dropped by 7%. This result can  
be explained in particular by the impact of reduced refining margins  
and the sale of the Group’s stake in CEPSA, which were partially  
offset by an improvement in operational performance. The  
Chemicals segment’s result dropped by 10% compared with 2010,  
due to the more difficult market environment at the end of the year  
and the asset sales in 2011 (resins, CEPSA).  
In the realm of new energies, TOTAL acquired in 2011 a 60%  
stake (now, 66%) in the U.S. company SunPower, to become  
one of the leaders in the solar industry. Although currently  
in the consolidation phase, this industry offers opportunities  
for strong growth.  
In the Downstream and Chemicals segments, TOTAL deployed  
its strategy of increasing the competitive performance  
of its activities, scaling down its exposure to mature zones, mainly  
Europe, and bolstering its presence in high-growth areas.  
Consequently, 2011 saw the start-up of the deep-conversion unit  
(or coker) in Port Arthur in the United States, the continued  
modernization of the refinery and the petrochemicals platform  
in Normandy, France, and the construction of the Jubail refinery  
in Saudi Arabia. The Group also continued to scale down  
its refining capacity in Europe, by selling off its stake in  
the Spanish company CEPSA.  
The year 2011 saw numerous acquisitions and asset sales,  
reflecting the Group’s ambition to optimize its portfolio by creating  
value from certain mature assets and by developing its Upstream  
assets with high potential for growth.  
TOTAL benefited from the rise in its operational cash flow and  
the 8 billion inflows from asset sales in 2011 to fund on increase  
in its investment program, while maintaining a dividend of 2.28  
per share, which will be submitted for approval to the Shareholders’  
meeting on May 11, 2012. The balance sheet remained strong,  
with a ratio of net debt to equity of 23% at the end of 2011,  
compared with 22% at the end of 2010.  
On the Marketing front, in 2011, the Group continued its  
optimization drive by selling off its distribution activities in  
the United Kingdom and launching a program to modernize part  
of its service station network in France with the Total access  
program. In Specialty Chemicals, the Group sold part  
of its Resins activity.  
A restructuring of the Downstream and Chemicals sectors  
was announced in October 2011. The deployment of this project  
led to organizational changes on January 1, 2012, with  
the creation of:  
In terms of operations, 2011 saw the continued improvement  
of safety performance, with a 15% drop in the Group-wide TRIR(2)  
compared with 2010.  
(
(
1) Based on TOTAL’s “European Refining Margin Indicator” (ERMI).  
2) Total Recordable Injury Rate.  
58  
TOTAL. Registration Document 2011  
Management Report  
Summary of results and financial position  
3
a Refining & Chemicals segment, a large industrial base that  
encompasses refining, petrochemicals, fertilizers and specialty  
chemicals operations. This segment also includes oil trading  
and shipping activities.  
of the Group’s technological expertise in the development of oil  
and gas resources and the development of solar, biomass, carbon  
capture and storage technologies in order to contribute to changes  
in the global energy mix.  
a Supply & Marketing segment, which is dedicated to worldwide  
supply and marketing activities in the oil products field.  
Finally, in 2011, TOTAL reasserted the priority on safety and the  
environment as part of its operations throughout its business.  
For all of its projects conducted in a large number of countries,  
the Group puts an emphasis on corporate social responsibility  
The process initiated in 2004 to increase R&D budgets continued  
with expenditures in 2011 of 776 million, up 9% compared  
to 2010, with the aim of, in particular, the continued improvement  
(CSR) challenges and the development of the local economies.  
1.2. 2011 Group results  
(M)  
2011  
2010  
2009  
Sales  
184,693  
159,269  
131,327  
Adjusted operating income from business segments(a)  
Adjusted net operating income from business segments(a)  
24,409  
12,263  
19,797  
10,622  
14,154  
7,607  
Net income (Group share)  
Ajusted net income (Group share)(a)  
12,276  
11,424  
10,571  
10,288  
8,447  
7,784  
Fully-diluted weighted-average shares (millions)  
Adjusted fully-diluted earnings per share (euros)(a)(b)  
Dividend per share (euros)(c)  
2,257.0  
5.06  
2,244.5  
4.58  
2,237.3  
3.48  
2.28  
2.28  
2.28  
Net-debt-to-equity ratio (as of December 31)  
Return on average capital employed (ROACE)(d)  
Return on equity (ROE)  
23%  
16%  
18%  
22%  
16%  
19%  
27%  
13%  
16%  
Cash flow from operations  
Investments  
Divestments  
19,536  
24,541  
8,578  
18,493  
16,273  
4,316  
12,360  
13,349  
3,081  
(
a) Adjusted results are defined as income using replacement cost, adjusted for special items, excluding the impact of changes for fair value from January 1, 2011,  
and, through June 30, 2010, excluding TOTAL’s equity share of adjustments related to Sanofi.  
(
(
(
b) Based on fully-diluted weighted-average number of common shares outstanding during the period.  
c) Dividend 2011 is subject to the approval by the Shareholder’s Meeting on May 11, 2012.  
d) Based on adjusted net operating income and average capital employed at replacement cost (excluding after-tax inventory effect).  
Market environment  
2011  
2010  
2009  
Exchange rate (-$)  
Brent ($/b)  
European Refinery Margin Indicator (ERMI)(a) ($/t)  
1.39  
111.3  
17.4  
1.33  
79.5  
27.4  
1.39  
61.7  
17.8  
(
a) ERMI is an indicator intended to represent the margin after variable costs for a hypothetical complex refinery located around Rotterdam in Northern Europe. The indicator margin may  
not be representative of the actual margins achieved by TOTAL in any period because of TOTAL’s particular refinery configurations, product mix effects or other company specific  
operating conditions.  
Adjustments to operating income from business segments  
(M)  
2011  
2010  
2009  
Special items affecting operating income from the business segments  
Restructuring charges  
(873)  
-
(1,394)  
(711)  
-
-
(1,416)  
22  
Impairments  
(781)  
(92)  
(391)  
(320)  
-
Other  
Effect of change in fair value  
Pre-tax inventory effect (FIFO vs, replacement cost)(a)  
45  
1,215  
-
993  
2,205  
Total adjustments affecting operating income from the business segments  
387  
(401)  
1,494  
(a) See note 1N to the Consolidated Financial Statements.  
Registration Document 2011. TOTAL  
59  
Management Report  
3
Summary of results and financial position  
Adjustments to net income (Group share)  
(M)  
2011  
2010  
2009  
Special items affecting net income (Group share)  
Gain on asset sales  
(14)  
1,538  
(122)  
(1,014)  
(416)  
-
(384)  
1,046  
(53)  
(570)  
179  
Restructuring charges  
(129)  
(333)  
(287)  
(300)  
-
Impairments  
(1,224)  
(153)  
(81)  
Other  
Equity share of adjustment items related to Sanofi(a)  
Effect of changes in fair value  
After-tax inventory effect (FIFO vs, replacement cost )  
32  
834  
-
(b)  
748  
1,533  
Total adjustments to net income (Group share)  
852  
283  
663  
(
a) Effective July 1, 2010, Sanofi is no longer treated as an equity affiliate. TOTAL’s share in Sanofi was 3.2% on December 31, 2011, 5.5% on December 31, 2010, and 7.4% on December 31, 2009.  
(b) See note 1N to the Consolidated Financial Statements.  
1.2.1. Sales  
1.2.3. Net income (Group share)  
Consolidated sales increased by 16% to 184,693 million in 2011  
from 159,269 million in 2010.  
Adjusted net income increased by 11% to 11,424 million compared  
to 10,288 million in 2010. Expressed in dollars, the adjusted net  
income increased by 17%.  
1
.2.2. Operating Income  
Adjusted net income excludes the after-tax inventory effect, special  
items and effective January 1, 2011, the effect of changes in fair  
value:  
Compared to the full year 2010, the 2011 oil market environment  
was marked by a 40% increase in the average Brent price  
to 111.3 $/b and a 27% increase in the average realized price  
of gas to 6.53 $/Mbtu. The ERMI fell to 17.4 $/t in 2011  
from 27.4 $/t in 2010.  
The after-tax inventory effect had a positive impact on net  
income of 834 million in 2011 compared to a positive impact  
748 million in 2010.  
Changes in fair value had a positive impact on net income  
of 32 million in 2011.  
The euro-dollar exchange rate was 1.39 $/ compared to 1.33 $/€  
on average in 2010.  
Special items had a negative impact on net income of 14 million  
in 2011, comprised mainly of 1,014 million of impairments (mainly  
in the European refining and new energies) and 1,538 million  
of gains on asset sales. Special items had a negative impact on  
net income of 384 million in 2010.  
In this environment, the adjusted operating income from the business  
(1)  
segments was 24,409 M, an increase of 23% compared to 2010 .  
(2)  
Expressed in dollars , adjusted operating income from the business  
segments was 34.0 B$, an increase of 29% compared to 2010,  
essentially due to the positive effect of higher hydrocarbon prices  
on the performance of the Upstream.  
In 2010, the Group’s share of adjustment items related to Sanofi  
had a negative impact on net income of 81 million.  
The effective tax rate(3) for the business segments was 57.9%  
compared to 56.0% in 2010.  
Net income (Group share) was 12,276 million compared to  
10,571 million in 2010, an increase of 16%.  
The adjusted net operating income from the business segments  
was 12,263 million compared to 10,622 million in 2010,  
an increase of 15%.  
The effective tax rate for the Group was 58.4% in 2011 compared  
to 55.9% in 2010.  
Expressed in dollars, adjusted net operating income from  
the business segments increased by 21%. The lower relative  
increase in adjusted net operating income from the business  
segments compared to the increase in adjusted operating income  
from the business segments is mainly due to the increase in the  
effective tax rate for the business segments.  
As of December 31, 2011, there were 2,263.8 million fully-diluted  
shares compared to 2,249.3 on December 31, 2010.  
Adjusted fully-diluted earnings per share, based on 2,257.0 million  
fully-diluted weighted-average shares, was 5.06 in 2011  
compared to 4.58 in 2010, an increase of 10%.  
Expressed in dollars, adjusted fully-diluted earnings per share was  
$7.05 in 2011 compared to $6.08 in 2010, an increase of 16%.  
(
1) Special items affecting operating income from the business segments had a negative impact of 873 million in 2011 and a negative impact of 1,394 million in 2010.  
(2) Dollar amounts represent euro amounts converted at the average -$ exchange rate for the period: 1.3920 $/ for the full year 2011; 1.3257 $/ for the full year 2010;  
and 1.3948 $/ for the full year 2009.  
(
3) Defined as: (tax on adjusted net operating income) / (adjusted net operating income – income from equity affiliates, dividends received from investments and impairments  
of acquisition goodwill + tax on adjusted net operating income).  
60  
TOTAL. Registration Document 2011  
Management Report  
Summary of results and financial position  
3
1
.2.4. Investments - divestments  
Net investments(1) were 16.0 billion in 2011, an increase of 34%  
compared to 12.0 billion in 2010. Expressed in dollars, net  
investments rose by 40% in 2011 up to $22.2 billion.  
Investments, excluding acquisitions and including changes  
in non-current loans, were 14.8 billion ($20.6 billion) in 2011  
compared to 11.9 billion ($15.8 billion) in 2010.  
1.2.5. Profitablity  
Acquisitions were 8.8 billion ($12.3 billion) in 2011, comprised  
essentially of 14.09% of the share capital of Novatek in Russia,  
interests in the Fort Hills and Voyageur projects in Canada, assets  
in the Utica basin and 60% of SunPower.  
The full-year 2011 ROACE was 16% at the Group level and 17%  
for the business segments, stable compared to 2010. In 2009,  
ROACE was 13% for both Group level and business segments.  
Asset sales in 2011 were 7.7 billion ($10.7 billion), comprised  
essentially of the Group’s interests in CEPSA and its exploration &  
production Cameroon subsidiary, Sanofi shares, interests in the  
Joslyn project in Canada and in the Ocensa pipeline in Colombia,  
UK Marketing assets and part of the Chemicals resins activities.  
The return on equity for the Group was 18% in 2011 compared  
to 19% in 2010 and 16% in 2009.  
1.3. Upstream results  
Environment -  
Proved reserves based on SEC rules (based on Brent  
at 110.96 $/b) were 11,423 Mboe at December 31, 2011. Based  
on the 2011 average rate of production, the reserve life is 13 years.  
liquids and gas price realizations(a)  
2011 2010  
2009  
Brent ($/b)  
111.3  
79.5  
763  
61.7  
58.1  
5.17  
47.1  
(3)  
Average liquids price ($/b)  
Average gas price ($/Mbtu)  
Average hydrocarbons price ($/boed)  
105.0  
6.53  
74.9  
The 2011 proved reserve replacement rate , based on SEC rules,  
was 185%.  
5.15  
56.7  
As of year-end 2011, TOTAL has a solid and diversified portfolio of  
proved and probable reserves(4) representing more than twenty  
(a) Consolidated subsidiaries, excluding fixed margin and buy-back contracts.  
years of reserve life based on the 2011 average production rate,  
and resources(5) representing more than forty years of reserve life.  
TOTAL benefited from favorable market conditions for Upstream  
in 2011. The Group’s average realizations for liquids and gas  
respectively rose by 38% and 27% during 2011 compared to 2010.  
Results  
(
M)  
2011 2010  
22,474 17,653 12,879  
10,405 8,597 6,382  
17,054 15,573 10,200  
17,566 14,136 11,336  
2009  
Hydrocarbon production  
2011 2010  
2009  
Adjusted operating income  
Adjusted net operating income  
Cash flow from operating activities  
Adjusted cash flow  
Liquids (kb/d)  
Gas (Mcf/d)  
Combined production (kboe/d)  
1,226  
1,340  
5,648  
2,378  
1,381  
4,923  
2,281  
6,098  
2,346  
Investments  
Divestments  
Return on average capital employed  
21,689 13,208  
9,855  
398  
18%  
Hydrocarbon production was 2,346 kboe/d in 2011, a decrease  
of 1.3% compared to 2010, essentially as a result of:  
2,656  
20%  
2,067  
21%  
-1.5% for normal decline, net of production ramp-ups on new  
projects;  
For the full year 2011, adjusted net operating income from  
the Upstream segment was 10,405 million compared to  
+2.5% for changes in the portfolio, integrating the net share of  
Novatek production and impact of the sale of interests in CEPSA;  
8,597 million in 2010, an increase of 21%. Expressed in dollars,  
adjusted net operating income from the Upstream segment  
was $14.5 billion, an increase of 27% compared to 2010,  
essentially due to the impact of higher hydrocarbon prices.  
+1% for the end of OPEC reductions;  
-1.5% for security conditions, mainly in Libya; and  
Technical costs for consolidated subsidiaries, in accordance with  
(2)  
-2% for the price effect .  
(6)  
(7)  
ASC 932 , were 18.9 $/boe in 2011, compared to 16.6 $/boe  
in 2010.  
Year-end reserves  
2011 2010  
5,784 5,987  
2009  
(8)  
The return on average capital employed (ROACE ) for the Upstream  
segment was 20%, for the full-year 2011 compared to 21% for the  
full year 2010.  
Liquids (Mb)  
Gas (Bcf)  
Hydrocarbon reserves (Mboe)  
5,689  
30,717 25,788 26,318  
11,423 10,695 10,483  
(
(
(
1) Net investments = investments including acquisitions and changes in non-current loans minus asset sales.  
2) Impact of changing hydrocarbon prices on entitlement volumes.  
3) Change in reserves excluding production (i.e., (revisions + discoveries, extensions + acquisitions – divestments) / production for the period). The reserve replacement rate would be 84% in an  
environment with a constant 79.02 $/b oil price, excluding acquisitions and divestments.  
(
4) Limited to proved and probable reserves covered by E&P contracts on fields that have been drilled and for which technical studies have demonstrated economic development in a 100 $/b  
Brent environment, including projects developed by mining.  
(
(
(
(
5) Proved and probable reserves plus contingent resources (potential average recoverable reserves from known accumulations - Society of Petroleum Engineers - 03/07)  
6) FASB Accounting Standards Codification Topic 932, Extractive industries – Oil and Gas.  
7) Excluding IAS 36 (impairment of assets).  
8) Calculated based on adjusted net operating income and average capital employed, using replacement cost.  
Registration Document 2011. TOTAL  
61  
Management Report  
3
Summary of results and financial position  
1.4. Downstream results  
Refinery throughput(a)  
2011  
2010  
2009  
Total refinery throughput (kb/d)  
Refined products sales(b) (kb/d)  
1,863  
3,639  
2,009  
3,776  
2,151  
3,616  
(
(
a) Includes share of CEPSA through July 31, 2011, and, starting October 2010, of TotalErg.  
b) Includes Trading.  
For the full-year 2011, refinery throughput decreased by 7% compared 2010, essentially due to the sale of the Group’s interest in CEPSA  
and a higher level of major turnarounds than in 2010.  
Results  
(M)  
2011  
2010  
2009  
Adjusted operating income  
Adjusted net operating income  
1,238  
1,083  
1,251  
1,168  
1,026  
953  
Cash flow from operating activities  
Adjusted cash flow  
2,165  
1,645  
1,441  
2,405  
1,164  
1,601  
Investments  
Divestments  
1,870  
3,235  
2,343  
499  
2,771  
133  
Return on average capital employed  
7%  
8%  
7%  
For the full year 2011, the TOTAL’s European Refining Margin  
The persistence of an unfavorable economic environment for  
indicator (ERMI) was 17.4$/t, a decrease of 36% compared to 2010.  
refining, affecting Europe in particular, led the Group to recognize  
an impairment in the Downstream, on European refining assets, in  
the third and fourth quarters of 2011 in the amount of 700 million  
in operating income and 478 million in net operating income.  
These elements have been treated as adjustment items.  
For the full year 2011, adjusted net operating income for the  
Downstream segment was 1,083 million, a decrease of 7%  
compared to 1,168 million in 2010.  
Expressed in dollars, the adjusted net operating income for the  
Downstream segment was $1.5 billion, a decrease of 3%  
compared to 2010. The decrease is essentially due to the negative  
impact of the deterioration in refining margins in 2011 while  
marketing performed nearly at the 2010 level.  
The ROACE in the downstream segment was 7% in 2011  
compared to 8% in 2010.  
1.5. Chemicals results  
(M)  
2011  
2010  
2009  
Sales  
19,477  
17,490  
14,726  
Adjusted operating income  
Adjusted net operating income  
697  
775  
893  
857  
249  
272  
Cash flow from operating activities  
Adjusted cash flow  
512  
871  
934  
1,157  
1,082  
442  
Investments  
Divestments  
847  
1,164  
641  
347  
631  
47  
Return on average capital employed  
10%  
12%  
4%  
For the full year 2011, Chemicals segment sales, excluding intra-  
Group sales, were 19,477 million, an increase of 11% compared  
to 2010.  
year 2011, Petrochemicals benefited from ramp-ups in its activities  
in Qatar and South Korea but suffered from deteriorating margins  
in the second half of the year in Europe and in the United States.  
Specialty chemicals, excluding the effect of changes in the portfolio,  
maintained results at a level close to the 2010 level.  
The adjusted net operating income for the Chemicals segment was  
775 million compared to 857 million in 2010. The decrease  
reflects essentially the impact of the sale of the Group’s interest  
in CEPSA and part of the Resins activities. Globally, for the full-  
The ROACE(1) for Chemicals was 10% in 2011 compared to 12%  
in 2010.  
(1) Calculated based on adjusted net operating income and average capital employed, using replacement cost.  
62  
TOTAL. Registration Document 2011  
Management Report  
Liquidity and capital resources  
3
1.6. TOTAL S.A. 2011 results  
Net income for Total S.A., the parent company, was 9,766 million in 2011 compared to 5,840 million in 2010.  
1.7. Proposed dividend  
After closing the accounts, the Board of Directors decided to  
propose at the May 11, 2012, Annual Shareholders Meeting a  
dividend of 2.28 per share for 2011, stable compared to the  
previous year.  
Based on 2011 adjusted net income in euro, the pay-out ratio  
would be 45%.  
Taking into account the three 2011 interim dividends, the remaining  
0.57 per share would be paid on June 21, 2012(1)  
.
2. Liquidity and capital resources  
2.1. Long-term and short-term capital  
Long-term capital  
As of December 31,  
(M)  
2011  
2010  
2009  
Shareholders’ equity  
Non-current financial debt  
Hedging instruments of non-current financial debt  
68,134(a)  
22,557  
(1,976)  
58,718  
20,783  
(1,870)  
50,993  
19,437  
(1,025)  
Total net non-current capital  
88,715  
77,631  
69,405  
(a) Based on a 2011 dividend equal to the 2010 dividend (2.28/share) less the interim dividends paid for the three first quarters totaling 1.71/share (3,885 million).  
Short-term capital  
As of December 31,  
(M)  
2011  
2010  
2009  
Current financial debt  
Net current financial assets  
9,675  
(533)  
9,653  
(1,046)  
6,994  
(188)  
Net current financial debt  
9,142  
8,607  
6,806  
Cash and cash equivalents  
(14,025)  
(14,489)  
(11,662)  
(1) The ex-dividend date for the remainder of the 2011 dividend would be June 18, 2012; for the ADR (NYSE :TOT) the ex-dividend date would be June 13, 2012.  
Registration Document 2011. TOTAL  
63  
Management Report  
3
Liquidity and capital resources  
2.2. Cash flow  
(M)  
2011  
2010  
2009  
Cash flow from operating activities  
Changes in working capital at replacement cost  
19,536  
(524)  
18,493  
497  
12,360  
(1,111)  
Cash flow from operating activities before changes  
in working capital at replacement cost  
20,060  
17,996  
13,471  
Investments  
Divestments  
(24,541)  
8,578  
(16,273)  
4,316  
(13,349)  
3,081  
Net cash flow at replacement cost, before changes in working capital  
4,097  
6,039  
3,203  
Dividends paid  
Share buybacks  
(5,312)  
-
(5,250)  
-
(5,275)  
-
Net-debt-to-equity ratio at December 31  
23%  
22%  
27%  
Cash flow from operations was 19,536 million, an increase of 6%  
compared to 2010, essentially due to the increase in net income  
that was partially offset by changes in working capital.  
The Group’s net cash flow was 3,573 million compared  
to 6,536 million in 2010. Expressed in dollars, the Group’s net  
cash flow(2) was $5.0 billion in 2011.  
Adjusted cash flow from operations(1) was 20,060 million,  
an increase of 11%. Expressed in dollars, adjusted cash flow  
from operations was $27.9 billion, an increase of 17%.  
The net-debt-to-equity ratio was 23.0% on December 31, 2011,  
compared to 22.2% on December 31, 2010.  
2.3. Borrowing requirements and funding structure  
The Group’s policy consists of incurring non-current debt primarily at  
a floating rate, or, if the opportunity arises at the time of an issuance,  
at a fixed rate. Debt is incurred in dollars, euros or Canadian dollars  
according to general corporate needs. Long-term interest rate  
and currency swaps may be used to hedge bonds at their issuance  
in order to create a variable or fixed rate synthetic debt. In order to  
partially modify the interest rate structure of the long-term debt,  
TOTAL may also enter into long-term interest rate swaps.  
The Group has established standards for market transactions under  
which bank counterparties must be approved in advance, based  
on an assessment of the counterparty ’s financial soundness (multi-criteria  
analysis including a review of the market capitalization and of the Credit  
Default Swap (CDS), its ratings with Standard & Poor’s and Moody’s,  
which must be of high quality and its overall financial condition).  
An overall authorized credit limit is set for each bank and is allotted  
among the subsidiaries and the Group’s central treasury entities  
according to their needs.  
The non-current debt is generally raised by the corporate treasury  
entities either directly in dollars, Canadian dollars or euros, or in  
other currencies which are then exchanged for dollars, canadian  
dollars, or euros through swaps issues to appropriately match  
general corporate needs.  
To reduce the market values risk on its commitments, in particular for  
swaps set as part of bonds issuance, the Group also developed a  
system of margin call that is implemented with significant counterparties.  
2.4. External financing available  
As of December 31, 2011, the aggregate amount of the major  
confirmed credit facilities granted by international banks to Group  
companies (including TOTAL S.A.) was $11,447 million (compared  
with $10,395 million on December 31, 2010), of which $11,154 million  
were unused ($10,383 million unused on December 31, 2010).  
The contracts for the credit lines granted to TOTAL S.A. contain  
no provisions that tie the terms and conditions of the loan to  
the Company’s financial ratios, to its financial ratings from specialized  
agencies, or to the occurrence of events that could have a material  
adverse impact on its financial position.  
TOTAL S.A. has confirmed credit facilities granted by international  
banks, which allow the company to fund a significant cash reserve.  
As of December 31, 2011, these credit facilities amounted  
to $10,139 million (compared with $9,592 million on  
Credit facilities granted to Group companies other than TOTAL S.A.  
are not intended to finance the Group’s general needs; they are  
intended to finance either the general needs of the borrowing  
subsidiary or a specific project.  
December 31, 2010), of which $10,096 million were unused  
As of December 31, 2011, no restrictions applied to the use  
of the Group companies’ capital (including TOTAL S.A.) that could  
significantly impact the Group’s activities, directly or indirectly.  
(compared with $9,581 million unused on December 31, 2010).  
(
1) Cash flow from operations at replacement cost before changes in working capital.  
(2) Net cash flow = cash flow from operations + divestments - gross investments.  
64  
TOTAL. Registration Document 2011  
Management Report  
Research & Development  
3
2.5. Anticipated sources of financing  
Investments, working capital and dividend payments are financed  
essentially by the cash flow generated from operating activities,  
asset disposals and, if necessary, by net borrowings.  
For the coming years and based on the current financing  
conditions, the Company intends to maintain this method of  
financing the Group’s investments and activities.  
3. Research & Development  
In 2011, Research & Development (R&D) expenses amounted to  
776 million, compared to 715 million in 2010 and 650 million  
in 2009. The process initiated in 2004 to increase R&D budgets  
continued in 2011.  
address the challenges of improved energy efficiency, lower  
environmental impact and toxicity, better management of their life  
cycle and wastes;  
developing, industrializing and improving first-tier competitive  
processes for the conversion of oil, coal and biomass resources  
to adapt to changes in resources and markets, improve reliability  
and safety, achieve better energy efficiency, reduce the  
environmental footprint and maintain the Group’s economic  
margins in the long term;  
In addition, in 2009 the Group set-up a structure to contribute  
to the development of start-ups that specialize in the innovative  
energy technologies.  
In 2011, 3,946 employees were dedicated to R&D, compared  
to 4,087 in 2010 and 4,016 in 2009. The reduction in 2011 can  
be explained, in particular, by the sale of part of the Specialty  
Chemicals Resins activity.  
– understanding and measuring the impacts of the Group’s  
operations and products on ecosystems (water, soil, air,  
biodiversity) to improve environmental safety, as part of the  
regulation in place, and reduce their environmental footprint  
to achieve sustainability in the Group’s operations; and  
There are six major R&D focuses at TOTAL:  
developing knowledge, tools and technological mastery to  
discover and profitably operate complex oil and gas resources  
to help meet the global demand for energy;  
mastering and using innovative technologies such as  
biotechnologies, materials sciences, nanotechnologies,  
high-performance computing, information and communications  
technologies and new analytical techniques.  
developing and industrializing solar, biomass and carbon capture  
and storage technologies to help prepare for future energy needs;  
developing practical, innovative and competitive materials that  
meet customers’ specific needs, contribute to the emergence  
of new features and systems, enable current materials to be  
replaced by materials showing higher performance for users, and  
These issues are addressed synergistically within a portfolio of  
projects. Different aspects may be looked at independently by  
different divisions.  
3.1. Exploration & Production  
In addition to continuously optimizing the development of  
deep-offshore projects and gas resources, TOTAL continues  
to improve its computing, exploration, seismic acquisition and  
processing tools as well as those for the initial appraisal of  
reservoirs and simulation of field evolution during operations,  
especially for tight, very deep or carbonated reservoirs.  
In addition, the carbon capture and storage project in the Rousse  
depleted field in Lacq (France) has demonstrated the validity of  
oxy-combustion technology and made it possible to develop  
the methodology for analyzing and monitoring storage fields.  
Finally, water management is also the subject of increased  
R&D activities.  
Enhancing oil recovery from operated reservoirs and recovery  
of heavy oil and bitumen with lesser environmental impacts are  
also subjects involving major research. In particular, a test  
of technology for the exploitation of oil shales is being developed.  
Registration Document 2011. TOTAL  
65  
Management Report  
3
Research & Development  
3.2. Gas & Power  
R&D efforts were sustained in new energies, in particular in the  
development of new-generation photovoltaic cells as part of several  
partnerships with recognized academic research institutes and  
start-ups (EAP for silicon purification and crystallization).  
R&D also involves energy conversion related to:  
new technical features for LNG (liquefied natural gas) terminals  
and transport;  
the emergence of DME (DiMethyl Ether) through the Group’s  
involvement in a testing program for this fuel; and  
Energy production from biomass is also a major R&D challenge in  
the development of new energies. The Group is involved in a  
program to develop a production process from biomass and in  
biotechnology studies for the conversion of biomass to advanced  
biofuels or molecules for chemicals, in particular through a  
partnership with Amyris, a company in which the Group acquired  
an interest.  
– CTL (Coal to Liquids) projects to convert coal into liquid  
hydrocarbons, with carbon dioxide capture as part of this  
process.  
3.3. Refining & Marketing  
In Refining & Marketing, TOTAL is preparing for the emergence  
of tomorrow’s resources, including non-conventional oil and  
biomass, and develops products that meet the market’s needs,  
such as higher-performance and energy-saving fuels, additives  
and lubricants.  
products (fuels, heating fuels, lubricants, etc.) that are adapted  
to new engines and are more environmentally friendly as well as  
technologies to measure and reduce industrial emissions.  
Several R&D projects in the field of second-generation biofuel  
production are ongoing as part of partnerships with academic,  
industrial and economic players in order to develop enzymatic  
and thermo-chemical conversion of biomass.  
The Refining & Marketing division develops processes and catalysts  
and studies the operation of its industrial sites to improve  
production and adapt to the fuel market. The division develops new  
3.4. Petrochemicals  
The main mission of Petrochemicals R&D is to improve and develop  
new technologies and new polyolefins.  
Energies nouvelles (IFPEN) and its Axens subsidiary announced  
an alliance aimed at developing a new technology, based on the  
development by Petrochemicals of innovative catalysts,  
for the production of biomonomers (ethylene, propylene, etc.)  
by dehydration of the respective alcohol (ethanol, propanol, etc.).  
The development of new grades of polymers remains a cornerstone  
of the development strategy. On September 7, 2011,  
Petrochemicals signed a new agreement with Galactic whereby  
Futerro, the joint venture formed by Galactic and Total  
Petrochemicals, became the technological leader in the polylactic  
acid (PLA) production chain, from monomer production to polymer  
recycling.  
In parallel to this, optimization of the UOP-Total Petrochemicals  
olefin production process from methanol continues. A first licensing  
agreement for this technology has been signed with a Chinese  
partner.  
The styrenics teams, for their part, successfully developed a new  
grade, expandable polystyrene, which is aimed at a fast-growing  
insulating materials market.  
Finally, through Hutchinson, Bostik and Atotech in the Chemicals  
division, Petrochemicals is involved in “Materials Sciences” projects  
aimed at developing and bringing to light the division’s skills and  
innovations in the field of materials. Lastly, the “Total Car Concept”  
project was unveiled at the Frankfurt Auto Show.  
Efforts to develop catalysts and processes using alternative  
resources continue. In March 2011, Total Petrochemicals, IFP  
3.5. Specialty Chemicals  
R&D has strategic importance for the specialty chemicals.  
It is closely linked to the needs of subsidiaries.  
needs of markets in terms of energy efficiency (construction,  
transport), material efficiency (health, industry) and environmental  
impacts throughout their life cycle.  
Innovation at Hutchinson is focused on the development of  
high-performance thermoplastic elastomers, clean production  
technologies and energy-efficient systems for large industrial  
clients, in particular for tomorrow’s vehicles. Special emphasis  
is placed on mass, electrification, comfort and safety.  
Atotech is one of the world leaders for integrated production  
systems (chemicals, equipment, know-how and service) for  
industrial surface finishing and the manufacturing of integrated  
circuits. Given the environmental challenges related to  
electroplating, nearly half of Atotech’s R&D projects are intended  
to develop cleaner technologies and create conditions for the  
sustainable development of these industries.  
Bostik is focusing its research activities on three technology  
platforms: hot-melt adhesives, reactive elastomers and hydraulic  
polymer-binder systems. Based on these technologies, R&D is  
developing practical, sustainable assembly solutions that meet the  
66  
TOTAL. Registration Document 2011  
Management Report  
Trends and outlook  
3
3.6. Environment  
Environmental issues are important throughout the Group and are  
taken into account in all R&D projects. They involve environmental  
risk management, including in particular:  
– detection and reduction of emissions into the air and simulation  
of their dissemination;  
prevention of soil contamination and regulatory compliance with  
regard to historical aspects;  
water management, notably by reducing the use of water from  
natural continental environments and by lowering emissions in  
compliance with the regulations in force;  
changes in the Group’s different products and management  
of their life cycle, in compliance with the REACH Directive.  
reduction of greenhouse gases through the improvement  
of energy efficiency and carbon capture and storage;  
3.7. R&D organization  
The Group intends to increase R&D in all of its business units  
through cross-functional themes and technologies. Attention is paid  
to synergies of R&D efforts between business units.  
universities and academic laboratories, deemed strategic in Europe,  
the United States, Japan and China, as well as innovative small  
businesses are part of the Group’s approach.  
The Group has twenty-two R&D sites worldwide and has  
developed approximately 600 partnerships with other industrial  
groups and academic or highly specialized research institutes.  
TOTAL also has a permanently renewed network of scientific  
advisors worldwide that monitor and advise on matters of interest  
to the Group’s R&D activities. Long-term partnerships with  
Each business unit is developing an active intellectual property  
activity, aimed at protecting its innovations, allowing its activity to  
develop without constraints as well as facilitating its partnerships.  
In 2011, more than 250 new patent applications were issued by  
the Group.  
4. Trends and outlook  
4.1. Outlook  
In 2012, TOTAL intends to consolidate its drivers for growth and  
enhance the priority given to safety, reliability and acceptability of its  
operations.  
In the Upstream segment, TOTAL will deploy its strategy intended  
to speed up growth of its production, while improving the profitability  
of its portfolio of assets. The year 2012 should see the launch of  
numerous projects. In 2012, TOTAL plans to bring eight new major  
projects on-stream, which will contribute to expected growth in  
output in 2012 and the achievement of the target rate of average  
annual production growth of 2.5% between 2010 and 2015: Usan  
and OML 58 Upgrade in Nigeria, Islay in the UK-North Sea, Angola  
LNG in Angola, Bongkot South in Thailand, Halfaya in Iraq, Sulige in  
China and Kashagan in Kazakhstan. The Group will also continue to  
evaluate numerous other projects, in particular in Western Africa,  
Russia and Canada. The anticipated launch of these projects during  
the course of the next two years should improve visibility on growth  
in output after 2015. With an exploration budget that stands at $2.5  
billion, up 20% compared to 2011, the Group will continue to  
pursue an ambitious and diversified strategy.  
The 2012 net investment budget is $20 billion. TOTAL intends to  
continue to actively manage its portfolio with, in particular, a  
program of non-strategic asset sales. The 2012 budget for organic  
investments is $24 billion.  
Capital expenditures will mostly be focused on the Upstream  
segment with an allocation of $20 billion, or more than 80%  
of the Group’s organic capital expenditure budget. About 30% of the  
investment in the Upstream segment is expected to be dedicated  
to producing assets while 70% is expected to be assigned to  
developing new projects. Downstream organic capital expenditures  
in the Refining & Chemicals and Supply & Marketing segments are  
expected to amount to $3 billion and $1 billion, respectively, in 2012.  
In line with the strategy to develop a number of major integrated  
platforms in order to stimulate growth and improve competitive  
performance, the main projects in Refining & Chemicals in 2012 will  
be the upgrading of the Normandy refinery and petrochemical plant,  
the building of the Jubail refinery in Saudi Arabia and the expansion  
of the Daesan platform in South Korea. Wherever it operates, TOTAL  
will continue to make capital expenditure in the maintenance and  
safety of its facilities a top priority.  
In the Downstream sector, with a new organization that will allow it  
to take up the challenges specific to each activity of that sector,  
the Group should start to reap the first benefits of an integrated  
Refining & Chemicals segment and Supply & Marketing segment,  
each of which is closer to its markets. Major projects, an optimized  
portfolio of assets and productivity gains should help to achieve  
the target of an overall rise in profitability by 5% between 2010  
and 2015. TOTAL will strive to improve its competitiveness  
by adapting its activities in Europe and seeking to enhance  
its operational efficiency and synergies between its operations.  
The Group also confirms its commitment with respect to R&D with  
a budget increasing to about $1.2 billion in 2012.  
Registration Document 2011. TOTAL  
67  
Management Report  
3
Trends and outlook  
The year 2012 will see continued development in high-growth  
zones, with the expected startup of a new polyethylene production  
unit in Qatar and the completion of the first step of the expansion of  
its Daesan platform in South Korea.  
to the growth of operating cash flow. Moreover, in 2012, TOTAL  
will continue to develop its new projects through an ambitious  
capital expenditure program, while maintaining a target for the  
net-debt-to-equity ratio of between 20-30% and a dividend policy  
based on an average pay-out ratio of 50% of adjusted fully-diluted  
earnings per share.  
In 2012, TOTAL can rely on its solid balance sheet and on  
the start-up and ramp-up of new projects that should contribute  
4.2. Risks and uncertainties  
Due to the nature of its business, the Group’s activities remain  
subject to the usual market risks (sensitivity to the environmental  
parameters of the oil and financial markets), industrial and  
environmental risks related to its operations, and to political  
or geopolitical risks stemming from the global presence of most  
of its activities.  
to rules set by the Group’s General Management, which provide  
for regular pooling of available cash balances, open positions and  
management of the financial instruments by the Group’s general  
management.  
Detailed information is given in the Risk Factors section (Chapter 4),  
of this Registration Document. For more information, also refer to  
the Chairman’s report in paragraph 1.10 of Chapter 5.  
Risks relative to cash management operations and to interest rate  
and foreign exchange financial instruments are managed according  
4
.3. Sensitivity of the 2012 results to market environment(a)  
Market  
environment parameters  
Scenario  
Change  
Estimated impact  
on adjusted  
Estimated impact  
on adjusted  
operating income  
net operating income  
-$  
1.40 $/€  
100 $/b  
25 $/t  
+0.10 $/€  
+1 $/b  
-1.8 B€  
+0.25 B/0.35 B$  
+0.06 B/0.08 B$  
-0.95 B€  
+0.11 B/0.15 B$  
+0.04 B/0.05 B$  
Brent  
European refining margins (ERMI)  
+1 $/t  
(
a) Sensitivities revised once per year upon publication of the previous year’s fourth quarter results. The impact of the /$ sensitivity on adjusted operating income and adjusted net  
operating income attributable to the Upstream segment are approximately 80% and 75% respectively.  
Indicated sensitivities are approximate and based upon TOTAL’s current view of its 2012 portfolio. Results may differ significantly from the estimates implied by the application of these  
sensitivities.  
68  
TOTAL. Registration Document 2011  
Risk factors  
4
Risk factors  
1.  
Financial risks  
70  
1
1
1
1
1
1
1
1
1
1
1
.1.  
.2.  
.3.  
.4.  
.5.  
.6.  
.7.  
.8.  
.9.  
Sensitivity to market environment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .70  
Oil and gas market related risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .70  
Financial markets related risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .71  
Counterparty risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .72  
Currency exposure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .72  
Short-term interest rate exposure and cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .72  
Interest rate risk on non-current debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .72  
Sensitivity analysis on interest rate and foreign exchange risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .73  
Stock market risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .74  
.10. Liquidity risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .75  
.11. Credit risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .76  
2.  
Industrial and environmental risks  
78  
2
2
.1.  
.2.  
Types of risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .78  
Management and monitoring of industrial and environmental risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .79  
3.  
Other risks  
80  
3.1.  
3.2.  
3.3.  
3.4.  
3.5.  
3.6.  
Risks related to oil and gas exploration and production . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .80  
Risks related to economic or political factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .80  
Legal aspects of the Group’s activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .81  
Activities in Cuba, Iran, Sudan and Syria . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .83  
Risks related to competition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .85  
Legal and arbitration proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .86  
4.  
Insurance and risk management  
86  
4.1.  
4.2.  
4.3.  
Organization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .86  
Risk and insurance management policy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .86  
Insurance policy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .87  
Registration Document 2011. TOTAL  
69  
Risk factors  
4
Financial risks  
1. Financial risks  
Financial risks are detailed in Note 31 to the consolidated financial statements (point 7, Chapter 9).  
1.1. Sensitivity to market environment  
The financial performance of TOTAL is sensitive to a number of  
factors, the most significant being crude oil and natural gas prices,  
refining margins and exchange rates, in particular that of the dollar  
versus the euro.  
decrease in European refining margins (ERMI) of $1.00 per ton  
would increase or decrease annual adjusted net operating income  
by approximately 0.04 billion ($0.05 billion(1)).  
All of the Group’s activities are, to various degrees, sensitive to  
fluctuations in the dollar/euro exchange rate. The Group estimates  
that a strengthening or weakening of the dollar against the euro  
by $0.10 per euro would respectively improve or reduce annual  
adjusted net operating income, expressed in euro, by  
approximately 0.95 billion.  
Generally, a rise in the price of crude oil has a positive effect on  
earnings as a result of an increase in revenues from oil and gas  
production. Conversely, a decline in crude oil prices reduces  
revenues. For the year 2012, according to the scenarios  
retained, the Group estimates that an increase or decrease of  
$
1.00 per barrel in the price of Brent crude would respectively  
The Group’s results, particularly in the Chemicals activity, also  
depend on the overall economic environment.  
increase or decrease annual adjusted net operating income  
by approximately 0.11 billion ($0.15 billion(1)). The impact of  
changes in crude oil prices on Downstream operations depends  
upon the speed at which the prices of finished products adjust to  
reflect these changes. The Group estimates that an increase or  
However, the Euro zone’s turbulences during the fiscal year 2011  
did not affect the Group significantly.  
2
012 Sensitivities(a)  
Scenario  
Change  
Estimated impact  
on adjusted  
operating income  
Estimated impact  
on adjusted net  
operating income  
-$  
1.40 $/€  
100 $/b  
25 $/t  
+0.10 $/€  
+1 $/b  
-1.8 B€  
+0.25 B/0.35 B$  
+0.06 B/0.08 B$  
-0.95 B€  
+0.11 B/0.15 B$  
+0.04 B/0.05 B$  
Brent  
European refining margins (ERMI)  
+1 $/t  
(
a) Sensitivities revised once per year upon publication of the previous year’s fourth quarter results. The impact of the $/ sensitivity on adjusted operating income and adjusted net operating  
income attributable to the Upstream segment are approximately 80% and 75% respectively, and the remaining impact of the $/ sensitivity is essentially in the Downstream segment.  
Indicated sensitivities are approximate and based upon TOTAL’s current view of its 2012 portfolio. Results may differ significantly from the estimates implied by the application of these  
sensitivities.  
1.2. Oil and gas market related risks  
Due to the nature of its business, the Group has significant oil and  
gas trading activities as part of its day-to-day operations in order  
to optimize revenues from its oil and gas production and to obtain  
favorable pricing to supply its refineries.  
The Trading & Shipping division measures its market risk exposure,  
i.e. potential loss in fair values, on its crude oil, refined products  
and freight rates trading activities using a value-at-risk technique.  
This technique is based on an historical model and makes an  
assessment of the market risk arising from possible future changes  
in market values over a 24-hour period. The calculation of the range  
of potential changes in fair values takes into account a snapshot of  
the end-of-day exposures and the set of historical price movements  
for the last 400 business days for all instruments and maturities in  
the global trading activities. Options are systematically reevaluated  
using appropriate models.  
In its international oil trading business, the Group follows  
a policy of not selling its future production. However, in connection  
with this trading business, the Group, like most other oil  
companies, uses energy derivative instruments to adjust its  
exposure to price fluctuations of crude oil, refined products, natural  
gas, power and coal. The Group also uses freight rate derivative  
contracts in its shipping business to adjust its exposure to freight-  
rate fluctuations. To hedge against this risk, the Group uses various  
instruments such as futures, forwards, swaps and options on  
organised markets or over-the-counter markets. The list of the  
different derivatives held by the Group in these markets is detailed  
in Note 30 to the Consolidated Financial Statements.  
The potential movement in fair values corresponds to a 97.5%  
value-at-risk type confidence level. This means that the Group’s  
portfolio result is likely to exceed the value-at-risk loss measure  
once over 40 business days if the portfolio exposures were  
left unchanged.  
(1) Calculated with a base case exchange rate of $1.40 per 1.00.  
70  
TOTAL. Registration Document 2011  
Risk factors  
Financial risks  
4
Trading & Shipping : value-at-risk with a 97.5% probability  
As of December 31,  
(
M)  
High  
10.6  
Low  
3.7  
Average  
6.1  
Year end  
6.3  
2011  
2
2
010  
009  
23.1  
18.8  
3.4  
5.8  
8.9  
10.2  
3.8  
7.6  
As part of its gas, power and coal trading activity, the Group also  
uses derivative instruments such as futures, forwards, swaps and  
options in both organised and over-the-counter markets. In general,  
the transactions are settled at maturity date through physical  
delivery. The Gas & Power division measures its market risk  
exposure, i.e. potential loss in fair values, on its trading business  
using a value-at-risk technique. This technique is based on an  
historical model and makes an assessment of the market risk  
arising from possible future changes in market values over a one-day  
period. The calculation of the range of potential changes in fair  
values takes into account a snapshot of the end-of-day exposures  
and the set of historical price movements for the past two years  
for all instruments and maturities in the global trading business.  
Gas & Power : value-at-risk with a 97.5% probability  
As of December 31,  
(
M)  
High  
21.0  
Low  
12.7  
Average  
16.0  
Year end  
17.6  
2011  
2
2
010  
009  
13.9  
9.8  
2.7  
1.9  
6.8  
5.0  
10.0  
4.8  
The Group has implemented strict policies and procedures to  
manage and monitor these market risks. These are based on the  
separation of control and front-office functions and on an  
integrated information system that enables real-time monitoring  
of trading activities.  
encourage liquidity, hedging operations are performed with  
numerous independent operators, including other oil companies,  
major energy producers or consumers and financial institutions.  
The Group has established counterparty limits and monitors  
outstanding amounts with each counterparty on an ongoing basis.  
Limits on trading positions are approved by the Group’s Executive  
Committee and are monitored daily. To increase flexibility and  
1.3. Financial markets related risks  
As part of its financing and cash management activities, the Group  
uses derivative instruments to manage its exposure to changes in  
interest rates and foreign exchange rates. These instruments are  
principally interest rate and currency swaps. The Group may also  
use, on a less frequent basis, futures and options contracts. These  
operations and their accounting treatment are detailed in Notes 1  
paragraph M, 20, 28 and 29 to the Consolidated Financial Statements.  
Department. Excess cash of the Group is deposited mainly in  
government institutions, deposit banks, or major companies  
through deposits, reverse repurchase agreements and purchase of  
commercial paper. Liquidity positions and the management of  
financial instruments are centralized by the Treasury Department,  
where they are managed by a team specialized in foreign exchange  
and interest rate market transactions.  
Risks relative to cash management operations and to interest rate  
and foreign exchange financial instruments are managed according  
to rules set by the Group’s senior management, which provide for  
regular pooling of available cash balances, open positions and  
management of the financial instruments by the Treasury  
The Cash Monitoring-Management Unit within the Treasury  
Department monitors limits and positions per bank on a daily basis  
and results of the Front Office. This unit also prepares marked-to-  
market valuations of used financial instruments and, when  
necessary, performs sensitivity analysis.  
Registration Document 2011. TOTAL  
71  
Risk factors  
4
Financial risks  
1.4. Counterparty risk  
The Group has established standards for market transactions under  
which bank counterparties must be approved in advance, based on  
an assessment of the counterparty’s financial soundness (multi-  
criteria analysis including a review of market prices and  
of the Credit Default Swap (CDS), its ratings with Standard & Poor’s  
and Moody’s, which must be of high quality, and its overall  
financial condition).  
An overall authorized credit limit is set for each bank and is allotted  
among the subsidiaries and the Group’s central treasury entities  
according to their needs.  
To reduce the market values risk on its commitments, in particular  
for swaps set as part of bonds issuance, the Treasury Department  
also developed a system of margin call that is gradually  
implemented with significant counterparties.  
1.5. Currency exposure  
The Group seeks to minimize the currency exposure of each entity  
to its functional currency (primarily the euro, the dollar, the  
Canadian dollar, the pound sterling and the Norwegian krone).  
The non-current debt described in Note 20 to the Consolidated  
Financial Statements is generally raised by the corporate treasury  
entities either directly in dollars, in euros or in Canadian dollars,  
or in other currencies which are then exchanged for dollars, euros  
or Canadian dollars through swaps issues to appropriately match  
general corporate needs. The proceeds from these debt issuances  
are loaned to affiliates whose accounts are kept in dollars, in euros  
or in Canadian dollars. Thus, the net sensitivity of these positions to  
currency exposure is not significant.  
For currency exposure generated by commercial activity, the  
hedging of revenues and costs in foreign currencies is typically  
performed using currency operations on the spot market and,  
in some cases, on the forward market. The Group rarely hedges  
future cash flows, although it may use options to do so.  
With respect to currency exposure linked to non-current assets  
booked in a currency other than the euro, the Group has a policy  
of reducing the related currency exposure by financing these assets  
in the same currency.  
The Group’s short-term currency swaps, the notional value of which  
appears in Note 29 to the Consolidated Financial Statements,  
are used to attempt to optimize the centralized cash management  
of the Group. Thus, the sensitivity to currency fluctuations which  
may be induced is likewise considered negligible.  
Net short-term currency exposure is periodically monitored against  
limits set by the Group’s senior management.  
1.6. Short-term interest rate exposure and cash  
Cash balances, which are primarily composed of euros and dollars,  
are managed according to the guidelines established by the  
Group’s senior management (maintain an adequate level of liquidity,  
optimize revenue from investments considering existing interest rate  
yield curves, and minimize the cost of borrowing) over a less than  
twelve-month horizon and on the basis of a daily interest rate  
benchmark, primarily through short-term interest rate swaps and  
short-term currency swaps, without modifying currency exposure.  
1.7. Interest rate risk on non-current debt  
The Group’s policy consists of incurring non-current debt primarily  
at a floating rate, or, if the opportunity arises at the time of an  
issuance, at a fixed rate. Debt is incurred in dollars, in euros or in  
Canadian dollars according to general corporate needs. Long-term  
interest rate and currency swaps may be used to hedge bonds at  
their issuance in order to create a variable or fixed rate synthetic debt.  
In order to partially modify the interest rate structure of the long-term  
debt, TOTAL may also enter into long-term interest rate swaps.  
72  
TOTAL. Registration Document 2011  
Risk factors  
Financial risks  
4
1.8. Sensitivity analysis on interest rate and foreign exchange risk  
The tables below present the potential impact of an increase or decrease of 10 basis points on the interest rate yield curves for each  
of the currencies on the fair value of the current financial instruments as of December 31, 2011, 2010 and 2009.  
Change in fair value  
due to a change  
in interest rate by:  
Assets/(Liabilities)  
(M)  
Carrying  
amount  
Estimated  
fair value  
+10 basis  
points  
-10 basis  
points  
As of December 31, 2011  
Bonds (non-current portion, before swaps)  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
Total swaps hedging fixed-rates bonds (assets and liabilities)  
Current portion of non-current debt after swap  
(21,402)  
(146)  
1,976  
1,830  
(22,092)  
(146)  
1,976  
1,830  
83  
(83)  
49  
(49)  
(
excluding capital lease obligations)  
3,488  
(1)  
3,488  
(1)  
3
3
-
(3)  
(3)  
-
Other interest rates swaps  
Currency swaps and forward exchange contracts  
47  
47  
As of December 31, 2010  
Bonds (non-current portion, before swaps)  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
Total swaps hedging fixed-rates bonds (assets and liabilities)  
Current portion of non-current debt after swap  
(20,019)  
(178)  
1,870  
1,692  
(20,408)  
(178)  
1,870  
1,692  
86  
(84)  
59  
(59)  
(
excluding capital lease obligations)  
3,483  
(2)  
(101)  
3,483  
(2)  
(101)  
4
3
-
(4)  
(3)  
-
Other interest rates swaps  
Currency swaps and forward exchange contracts  
As of December 31, 2009  
Bonds (non-current portion, before swaps)  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
Total swaps hedging fixed-rates bonds (assets and liabilities)  
Current portion of non-current debt after swap  
(18,368)  
(241)  
1,025  
784  
(18,836)  
(241)  
1,025  
784  
75  
(75)  
57  
(57)  
(
excluding capital lease obligations)  
(2,111)  
(1)  
(2,111)  
(1)  
3
1
-
(3)  
(1)  
-
Other interest rates swaps  
Currency swaps and forward exchange contracts  
34  
34  
The impact of changes in interest rates on the cost of net debt before tax is as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Cost of net debt  
(440)  
(334)  
(398)  
Interest rate translation of:  
+
-
+
-
10 basis points  
10 basis points  
100 basis points  
100 basis points  
(10)  
10  
(103)  
103  
(11)  
11  
(107)  
107  
(11)  
11  
(108)  
108  
Registration Document 2011. TOTAL  
73  
Risk factors  
4
Financial risks  
As a result of the policy for the management of currency exposure previously described, the Group’s sensitivity to currency exposure  
is primarily influenced by the net equity of the subsidiaries whose functional currency is the dollar and, to a lesser extent, the pound sterling,  
the Norwegian krone and the Canadian dollar.  
This sensitivity is reflected in the historical evolution of the currency translation adjustment recorded in the statement of changes  
in shareholders’ equity which, in the course of the last three fiscal years, is essentially related to the fluctuation of dollar and pound sterling  
and is set forth in the table below:  
Euro/Dollar  
exchange rates  
Euro/Pound sterling  
exchange rates  
As of December 31, 2011  
1.29  
0.84  
As of December 31, 2010  
As of December 31, 2009  
1.34  
1.44  
0.86  
0.89  
As of December 31, 2011  
Total  
Euro  
Dollar  
Pound  
Other currencies  
(M)  
sterling  
and equity affiliates  
Shareholders’ equity at historical exchange rate  
Currency translation adjustment  
69,025  
41,396  
21,728  
4,713  
1,188  
before net investment hedge  
(962)  
(26)  
127  
(25)  
(923)  
(1)  
(166)  
-
Net investment hedge - open instruments  
Shareholders’ equity at exchange rate  
as of December 31, 2011  
68,037  
41,396  
21,830  
3,789  
1,022  
As of December 31, 2010  
Total  
Euro  
Dollar  
Pound  
sterling  
Other currencies  
and equity affiliates (a)  
(M)  
Shareholders’ equity at historical exchange rate  
Currency translation adjustment  
62,909  
32,894  
22,242  
4,997  
2,776  
before net investment hedge  
(2,501)  
6
-
-
(1,237)  
6
(1,274)  
-
10  
-
Net investment hedge - open instruments  
Shareholders’ equity at exchange rate  
as of December 31, 2010  
60,414  
32,894  
21,011  
3,723  
2,786  
As of December 31, 2009  
Total  
Euro  
Dollar  
Pound  
Other currencies  
(M)  
sterling  
and equity affiliates  
Shareholders’ equity at historical exchange rate  
Currency translation adjustment  
57,621  
27,717  
18,671  
5,201  
6,032  
before net investment hedge  
(5,074)  
5
-
-
(3,027)  
6
(1,465)  
(1)  
(582)  
-
Net investment hedge - open instruments  
Shareholders’ equity at exchange rate  
as of December 31, 2009  
52,552  
27,717  
15,650  
3,735  
5,450  
(
a) The decrease in the heading "Other currencies and equity affiliates" is mainly explained by the change in the consolidation method of Sanofi (see Note 3 to the Consolidated Financial  
Statements). The contribution to the shareholders’ equity of this investment is now reclassified into the heading for the Eurozone.  
As a result of this policy, the impact of currency exchange rate fluctuations on consolidated income, as illustrated in Note 7 to the  
Consolidated Financial Statements, has not been significant over the last three years despite the considerable fluctuation of the dollar  
(gain of 118 million in 2011, nil result in 2010, loss of 32 million in 2009).  
1.9. Stock market risk  
The Group holds interests in a number of publicly-traded companies (see Notes 12 and 13 to the Consolidated Financial Statements).  
The market value of these holdings fluctuates due to various factors, including stock market trends, valuations of the sectors in which  
the companies operate, and the economic and financial condition of each individual company.  
74  
TOTAL. Registration Document 2011  
Risk factors  
Financial risks  
4
1.10. Liquidity risk  
TOTAL S.A. has confirmed credit lines granted by international  
banks, which are calculated to allow it to manage its short-term  
liquidity needs as required.  
occurrence of events that could have a material adverse effect  
on its financial position. As of December 31, 2011, the aggregate  
amount of the principal confirmed credit lines granted by  
international banks to Group companies, including TOTAL S.A.,  
was $11,447 million, of which $11,154 million was unused.  
The credit lines granted to Group companies other than TOTAL  
S.A. are not intended to finance the Group’s general needs; they  
are intended to finance either the general needs of the borrowing  
subsidiary or a specific project.  
As of December 31, 2011, these credit lines amounted  
to $10,139 million, of which $10,096 million was unused.  
The agreements for the credit lines granted to TOTAL S.A.  
do not contain conditions related to the Company’s financial ratios,  
to its financial ratings from specialized agencies, or to the  
The following tables show the maturity of the financial assets and liabilities of the Group as of December 31, 2011, 2010 and 2009  
see Note 20 to the Consolidated Financial Statements).  
(
As of December 31, 2011  
Assets/(Liabilities)  
Less than  
one year  
1-2 years  
2-3 years  
3-4 years  
4-5 years  
More than  
5 years  
Total  
(M)  
Non-current financial debt  
notional value excluding interests)  
Current borrowings  
Other current financial liabilities  
Current financial assets  
Cash and cash equivalents  
(
-
(9,675)  
(167)  
700  
14,025  
(4,492)  
(3,630)  
(3,614)  
(1,519)  
(7,326)  
(20,581)  
(9,675)  
(167)  
700  
14,025  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Net amount before financial expense  
4,883  
(4,492)  
(3,630)  
(3,614)  
(1,519)  
(7,326)  
(15,698)  
Financial expense on non-current financial debt (785)  
(691)  
331  
(521)  
221  
(417)  
120  
(302)  
55  
(1,075)  
44  
(3,791)  
1,091  
Interest differential on swaps  
320  
Net amount  
4,418  
(4,852)  
(3,930)  
(3,911)  
(1,766)  
(8,357)  
(18,398)  
As of December 31, 2010  
Assets/(Liabilities)  
Less than  
one year  
1-2 years  
2-3 years  
3-4 years  
4-5 years  
More than  
5 years  
Total  
(M)  
Non-current financial debt  
notional value excluding interests)  
Current borrowings  
Other current financial liabilities  
Current financial assets  
Cash and cash equivalents  
(
-
(9,653)  
(159)  
1,205  
14,489  
(3,355)  
(3,544)  
(2,218)  
(3,404)  
(6,392)  
(18,913)  
(9,653)  
(159)  
1,205  
14,489  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Net amount before financial expense  
5,882  
(3,355)  
(3,544)  
(2,218)  
(3,404)  
(6,392)  
(13,031)  
Financial expense on non-current financial debt (843)  
(729)  
334  
(605)  
153  
(450)  
33  
(358)  
2
(1,195)  
(78)  
(4,180)  
905  
Interest differential on swaps  
461  
Net amount  
5,500  
(3,750)  
(3,996)  
(2,635)  
(3,760)  
(7,665)  
(16,306)  
As of December 31, 2009  
Assets/(Liabilities)  
Less than  
one year  
1-2 years  
2-3 years  
3-4 years  
4-5 years  
More than  
5 years  
Total  
(M)  
Non-current financial debt  
notional value excluding interests)  
Current borrowings  
Other current financial liabilities  
Current financial assets  
Cash and cash equivalents  
(
-
(6,994)  
(123)  
311  
11,662  
(3,658)  
(3,277)  
(3,545)  
(2,109)  
(5,823)  
(18,412)  
(6,994)  
(123)  
311  
11,662  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Net amount before financial expense  
4,856  
(3,658)  
(3,277)  
(3,545)  
(2,109)  
(5,823)  
(13,556)  
Financial expense on non-current financial debt (768)  
(697)  
233  
(561)  
100  
(448)  
25  
(301)  
(16)  
(1,112)  
(55)  
(3,887)  
734  
Interest differential on swaps  
447  
Net amount  
4,535  
(4,122)  
(3,738)  
(3,968)  
(2,426)  
(6,990)  
(16,709)  
Registration Document 2011. TOTAL  
75  
Risk factors  
4
Financial risks  
In addition, the Group guarantees bank debt and finance lease  
obligations of certain non-consolidated companies and equity  
affiliates. 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. Maturity dates and  
amounts are set forth in Note 23 to the Consolidated Financial  
Statements (“Guarantees given against borrowings”).  
The Group also guarantees the current liabilities of certain non-  
consolidated companies. Performance under these guarantees  
would be triggered by a financial default of these entities. Maturity  
dates and amounts are set forth in Note 23 to the Consolidated  
Financial Statements (“Guarantees of current liabilities”).  
The following table sets forth financial assets and liabilities  
related to operating activities as of December 31, 2011, 2010  
and 2009 (see Note 28 to the Consolidated Financial Statements).  
As of December 31,  
(M)  
Assets/(Liabilities)  
2011  
2010  
2009  
Accounts payable  
Other operating liabilities  
including financial instruments related to commodity contracts  
Accounts receivable, net  
Other operating receivables  
(22,086)  
(5,441)  
(606)  
20,049  
7,467  
(18,450)  
(3,574)  
(559)  
18,159  
4,407  
499  
(15,383)  
(4,706)  
(923)  
15,719  
5,145  
including financial instruments related to commodity contracts  
1,074  
1,029  
Total  
(11)  
542  
775  
These financial assets and liabilities mainly have a maturity date below one year.  
1.11. Credit risk  
Credit risk is defined as the risk of the counterparty to a contract  
failing to perform or pay the amounts due.  
related to financial assets recorded on its balance sheet, including  
energy derivative instruments that have a positive market value.  
The Group is exposed to credit risks in its operating and financing  
activities. The Group’s maximum exposure to credit risk is partially  
The following table presents the Group’s maximum credit risk  
exposure:  
As of December 31,  
(M)  
Assets/(Liabilities)  
2011  
2010  
2009  
Loans to equity affiliates (note 12)  
Loans and advances (note 14)  
Hedging instruments of non-current financial debt (note 20)  
Accounts receivable (note 16)  
Other operating receivables (note 16)  
Current financial assets (note 20)  
2,246  
2,055  
1,976  
20,049  
7,467  
700  
2,383  
1,596  
1,870  
18,159  
4,407  
1,205  
14,489  
2,367  
1,284  
1,025  
15,719  
5,145  
311  
Cash and cash equivalents (note 27)  
14,025  
11,662  
Total  
48,518  
44,109  
37,513  
The valuation allowance on loans and advances and on accounts  
receivable and other operating receivables is detailed respectively  
in Notes 14 and 16 to the Consolidated Financial Statements.  
Upstream Segment  
Exploration & Production  
Risks arising under contracts with government authorities  
or other oil companies or under long-term supply contracts  
necessary for the development of projects are evaluated during  
the project approval process. The long-term aspect of these  
contracts and the high-quality of the other parties lead to a  
low level of credit risk.  
-
As part of its credit risk management related to operating and  
financing activities, the Group has developed margin call contracts  
with certain counterparties. As of December 31, 2011, the net  
amount received as part of these margin calls was 1,682 million  
(against 1,560 million as of December 31, 2010 and 693 million  
as of December 31, 2009).  
Risks related to commercial operations, other than those  
described above (which are, in practice, directly monitored by  
subsidiaries), are subject to procedures for establishing and  
reviewing credit.  
Credit risk is managed by the Group’s business segments  
as follows:  
76  
TOTAL. Registration Document 2011  
Risk factors  
Financial risks  
4
Customer receivables are subject to provisions on a  
case-by-case basis, based on prior history and management’s  
assessment of the facts and circumstances.  
The Trading & Shipping division has a strict policy of internal  
delegation of authority governing establishment of country and  
counterparty credit limits and approval of specific transactions.  
Credit exposures contracted under these limits and approvals  
are monitored on a daily basis.  
-
Gas & Power  
The Gas & Power division deals with counterparties in the  
energy, industrial and financial sectors throughout the world.  
Financial institutions providing credit risk coverage are highly  
rated international bank and insurance groups.  
Potential counterparties are subject to credit assessment and  
approval prior to any transaction being concluded and all active  
counterparties are subject to regular reviews, including re-appraisal  
and approval of granted limits. The creditworthiness of  
Potential counterparties are subject to credit assessment  
and approval before concluding transactions and are thereafter  
subject to regular review, including re-appraisal and approval  
of the limits previously granted.  
counterparties is assessed based on an analysis of quantitative  
and qualitative data regarding financial standing and business  
risks, together with the review of any relevant third party  
and market information, such as ratings published by Standard  
&
Poor’s, Moody’s Investors Service and other agencies.  
The creditworthiness of counterparties is assessed based on  
an analysis of quantitative and qualitative data regarding financial  
standing and business risks, together with the review of any  
relevant third party and market information, such as data  
published by rating agencies. On this basis, credit limits are  
defined for each potential counterparty and, where appropriate,  
transactions are subject to specific authorisations.  
Contractual arrangements are structured so as to maximize the  
risk mitigation benefits of netting between transactions wherever  
possible and additional protective terms providing for the  
provision of security in the event of financial deterioration and the  
termination of transactions on the occurrence of defined default  
events are used to the greatest permitted extent.  
Credit exposure, which is essentially an economic exposure or  
an expected future physical exposure, is permanently monitored  
and subject to sensitivity measures.  
Credit risks in excess of approved levels are secured by means  
of letters of credit and other guarantees, cash deposits and  
insurance arrangements. In respect of derivative transactions,  
risks are secured by margin call contracts wherever  
possible.  
Credit risk is mitigated by the systematic use of industry standard  
contractual frameworks that permit netting, enable requiring  
added security in case of adverse change in the counterparty  
risk, and allow for termination of the contract upon occurrence of  
certain events of default.  
Chemicals Segment  
Credit risk in the Chemicals segment is primarily related to  
commercial receivables. Each division implements procedures  
for managing and provisioning credit risk that differ based on  
the size of the subsidiary and the market in which it operates.  
The principal elements of these procedures are:  
Downstream Segment  
-
Refining & Marketing  
Internal procedures for the Refining & Marketing division include  
rules on credit risk that describe the basis of internal control  
in this domain, including the separation of authority between  
commercial and financial operations. Credit policies are defined  
at the local level, complemented by the implementation  
of procedures to monitor customer risk (credit committees  
at the subsidiary level, the creation of credit limits for corporate  
customers, portfolio guarantees, etc.).  
implementation of credit limits with different authorization  
procedures for possible credit overruns;  
– use of insurance policies or specific guarantees (letters of credit);  
regular monitoring and assessment of overdue accounts  
aging balance), including collection procedures; and  
(
– provisioning of bad debts on a customer-by-customer basis,  
according to payment delays and local payment practices  
Each entity also implements monitoring of its outstanding  
receivables. Risks related to credit may be mitigated or limited  
by subscription of credit insurance and/or requiring security  
or guarantees.  
(provisions may also be calculated based on statistics).  
Bad debts are provisioned on a case-by-case basis at a rate  
determined by management based on an assessment of the risk  
of credit loss.  
-
Trading & Shipping  
Trading & Shipping deals with commercial counterparties and  
financial institutions located throughout the world. Counterparties  
to physical and derivative transactions are primarily entities  
involved in the oil and gas industry or in the trading of energy  
commodities, or financial institutions. Credit risk coverage  
is concluded with financial institutions, international banks and  
insurance groups selected in accordance with strict criteria.  
Registration Document 2011. TOTAL  
77  
Risk factors  
4
Industrial and environmental risks  
2. Industrial and environmental risks  
2.1. Types of risks  
TOTAL’s operations involve certain industrial and environmental  
risks which are inherent in handling, processing and use of  
products that are flammable, explosive, polluting or toxic.  
transportation methods used (mainly pipelines, maritime, river-  
maritime, rail, road), the volumes involved, and the sensitivity of the  
regions crossed (quality of infrastructure, population density,  
environmental considerations).  
The broad scope of TOTAL’s activities, which include drilling, oil  
and gas production, on-site processing, transportation, refining and  
petrochemical activities, storage and distribution of petroleum  
products, and production of base and specialty chemicals, involve  
a wide range of operational risks. Among these risks are those  
of explosion, fire, leakage of toxic products, and pollution.  
In the transportation area, the type of risk depends not only on  
the hazardous nature of the products transported, but also on the  
Most of these activities also involve environmental risks related  
to emissions into the air, water or soil and the production of waste,  
and also require environmental site remediation and closure and  
decommissioning after production is discontinued.  
The following table shows a correlation between TOTAL’s operations  
and the most significant industrial and environmental risks:  
Activity/Risk  
Fire,  
explosion  
Leakage  
of toxic  
products  
Accidental  
pollution  
Pollution  
of soil  
and subsoil  
Consumer  
health and  
safety  
Emissions into  
the air, water  
and soil  
Drilling  
Hydrocarbon production  
x
x
x
x
x
x
x
x
x
x
x
x
x
x
-
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
-
-
-
-
x
-
x
x
x
x
x
x
x
x
On-site processing of hydrocarbons  
Transport of petroleum products and chemicals  
Refining, petrochemicals  
Storage of petroleum products  
Distribution of petroleum products  
Specialty chemicals  
x
x
x
The industrial events that can have the most significant impact  
are primarily:  
TOTAL conforms to the REACH regulation, which purpose is  
to protect health and safety of products and chemical substances  
producers and users notably by providing detailed information  
through safety data sheets (SDS/ESDS) (see also point 2 of  
Chapter 12). Like most other industrial groups, TOTAL is concerned  
by reports of occupational illnesses, in particular those caused  
by asbestos exposure. Asbestos exposure has been subject to  
close monitoring at all of the Group’s business units. As of  
December 31, 2011, the Group estimates that the ultimate cost  
of all asbestos-related claims paid or pending is not likely to have  
a material impact on the Group’s financial situation.  
a major industrial accident (fire, explosion, leakage of highly toxic  
products);  
large-scale accidental pollution.  
All the risks described correspond to events that could potentially  
cause injury or death, damage property and business activities,  
cause environmental damage or harm human health. TOTAL  
employees, contractors, residents living near the facilities or  
customers can suffer injuries. Property damage can involve TOTAL’s  
facilities as well as the property of third parties. The seriousness of  
the consequences of these events varies according to the  
vulnerability of the people, ecosystems and business activities  
impacted, on the one hand, and the number of people in the  
impact area and the location of the ecosystems and business  
activities in relation to TOTAL’s facilities or to the trajectory of the  
products after the event, on the other hand.  
TOTAL’s entities actively monitor regulatory developments  
to comply with local and international rules and standards for the  
evaluation and management of industrial and environmental risks.  
In case of operations being stopped, the Group’s environmental  
contingencies and asset retirement obligations are addressed  
in “Asset retirement obligation” and “Provisions for environmental  
contingencies” in Note 19 to the Consolidated Financial Statements  
(
point 7, Chapter 9). Future expenses related to asset retirement  
Moreover, oil and gas exploration and production activities are  
particularly exposed to risks related to the physical characteristics  
of an oil or gas field. These risks include eruptions of crude oil or  
natural gas which notably could result from drilling into abnormally  
pressurised hydrocarbon pockets.  
obligations are accounted for in accordance with the principles  
described in Note 1Q to the Consolidated Financial Statements  
(point 7, Chapter 9).  
78  
TOTAL. Registration Document 2011  
Risk factors  
Industrial and environmental risks  
4
2.2. Management and monitoring of industrial and environmental risks  
2
.2.1. TOTAL policies regarding health,  
2.2.3. Management  
safety and the environment  
TOTAL develops risk management measures based on risk and  
impact assessments. These measures involve facility and structure  
design, the reinforcement of safety devices and remedies of  
environmental degradations.  
TOTAL has developed a “Health Safety Environment Quality  
Charter” (see point 2 of Chapter 12) which sets out the basic  
principles applicable within the Group regarding the protection of  
people, property and the environment. This charter is rolled out at  
several levels within the Group by means of management systems.  
In addition to developing organizations and management systems  
as described above, TOTAL strives to minimize industrial and  
environmental risks inherent in its operations by conducting  
thorough inspections and audits, training personnel and raising  
awareness among all those involved, and implementing an active  
investment policy.  
Along these lines, TOTAL has developed efficient organizations as  
well as safety, environmental and quality management systems,  
which it makes every effort to have certified or assessed (standards  
such as the International Safety Rating System, ISO 14001 and  
ISO 9001). For example, in 2010, TOTAL received ISO 9001  
certification for “development and management of the database  
of technical businesses” in Exploration and Production.  
In addition, performance indicators (in the areas of HSE) and risk  
monitoring have been put in place, objectives have been set and  
action plans have been implemented to achieve these objectives.  
In most countries, TOTAL’s operations are subject to government  
regulations concerning environmental protection and industrial  
safety. The main regulations are:  
Although the emphasis is on preventing risks, TOTAL takes regular  
steps to prepare for crisis management based on the risk scenarios  
identified.  
1
) In Europe: IPPC- Large Combustion Plants Directives  
In particular, TOTAL has developed emergency plans and  
procedures to respond to an oil spill or leak. These plans and  
procedures are specific to each TOTAL affiliate and adapted to its  
organization, activities and environment, and are consistent with  
the Group plan. They are reviewed regularly and tested through  
exercises.  
(recasted by IED Directive), SEVESO Directive, Pressure  
Equipment Directive, Water Framework Directive, Waste  
Directive, ETS Directive (CO quotas), Fuel Directive, REACH  
2
and CLP Regulations.  
2) In France: the legislation on natural and technological risks  
also applies to several sites.  
At the Group level, TOTAL has set up the alert scheme PARAPOL  
(Plan to Mobilize Resources Against Pollution) to facilitate crisis  
management and provide assistance by mobilizing both internal  
and external resources in the event of pollution of marine, coastal  
or inland waters, without geographical restriction. The PARAPOL  
procedure is made available to TOTAL affiliates and its main goal  
is to facilitate access to internal experts and physical response  
resources.  
3
) In the United States: several activities are subject to the  
Occupational Safety and Health Administration (“OSHA”)  
Process Safety Management of Highly Hazardous Materials  
and the Superfund Act.  
2
.2.2. Assessment  
As part of its policy, TOTAL systematically assesses risks and  
impacts in the areas of industrial safety (particularly technological  
risks), the environment and the protection of workers and local  
residents:  
Furthermore, TOTAL and its affiliates are currently members  
of certain oil spill cooperatives that are able to provide expertise,  
resources and equipment in all geographic areas where TOTAL has  
operations, including in particular Oil Spill Response, CEDRE  
(
Center of documentation, research and experimentation on  
prior to approving new projects, investments, acquisitions and  
disposals;  
accidental water pollution) and Clean Caribbean and Americas.  
Following the blow-out on the Macondo well in the Gulf of Mexico  
in 2010 (concerning which the Group was not involved), TOTAL  
created three Task Forces in order to analyze risks and provide  
recommendations.  
periodically during operations (safety studies, environmental  
impact studies, health impact studies and risk prevention plan in  
France as part of the 2003 legislation on the prevention of major  
technological risks);  
In Exploration & Production, Task Force No. 1 reviewed the safety  
aspects of deep offshore drilling operations (wells architecture,  
design of blow-out preventers, training of personnel based on  
lessons learned from the serious accidents that occurred recently  
in the industry). Its efforts have led to the implementation of even  
more stringent controls and audits on drilling operations.  
prior to introducing new substances to the market (toxicological  
and ecotoxicological studies and life cycle analyses); and  
based on the regulatory requirements of the countries where  
these activities are carried out and generally accepted standards.  
In countries where prior administrative authorization and supervision  
is required, projects are not undertaken without the authorization of  
the relevant authorities and are developed according to the studies  
provided to the authorities.  
Task Force No. 2, coordinated with the Global Industry Response  
Group (GIRG) created by the OGP (International Association of Oil  
and Gas Producers), is studying deep offshore oil capture and  
containment operations in case of a pollution event in deep waters.  
In the short term, capture devices will be available in several regions  
of the world where TOTAL has a strong presence in exploration-  
production (North Sea, Gulf of Guinea).  
In particular, TOTAL has developed common methodologies for  
analyzing technological risks which must gradually be applied to all  
activities carried out by the Group’s companies.  
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Other risks  
Task Force No. 3 related to plans to fight accidental spills in order  
to strengthen the Group’s ability to respond to a major accidental  
pollution, such as a blow out or a total loss of containment from an  
FPSO (Floating Production, Storage and Offloading facility). This  
initiative has led, in particular, to a sharp increase in the volume  
of dispersants available within the Group.  
More detailed information on TOTAL’s initiatives in the fields of  
safety and protection of the environment is provided in Chapter 12.  
The Group believes that it is impossible to guarantee that the  
contingencies or liabilities related to the above mentioned health,  
safety and environmental concerns will not have a material impact  
on its business, assets and liabilities, consolidated financial  
situation, cash flow or income in the future.  
3. Other risks  
3.1. Risks related to oil and gas exploration and production  
Oil and gas exploration and production require high levels of  
investment and are associated with particular risks and  
hereafter. It is impossible to guarantee that new resources of  
crude oil or of natural gas will be discovered in sufficient amounts  
to replace the reserves currently being developed, produced and  
sold to enable TOTAL to recover the capital it has invested.  
opportunities. These activities are subject to risks related  
specifically to the difficulties of exploring underground, the  
characteristics of hydrocarbons and the physical characteristics  
of an oil or gas field. Of risks related to oil and gas exploration,  
geologic risks are the most important. For example, exploratory  
wells may not result in the discovery of hydrocarbons, or may result  
in amounts that would be insufficient to allow for economic  
development. Even if an economic analysis of estimated  
hydrocarbon reserves justifies the development of a discovery, the  
reserves can prove lower than the estimates during the production  
process, thus adversely affecting the economic development.  
The development of oil and gas fields, the construction of facilities  
and the drilling of production or injection wells require advanced  
technology in order to extract and exploit fossil fuels with complex  
properties over several decades. The deployment of this technology  
in such a difficult environment makes cost projections uncertain.  
TOTAL’s operations can be limited, delayed or canceled as a result  
of a number of factors, including administrative delays, in particular  
as part of the host states’ approval processes for development  
projects, shortages, late delivery of equipment and weather  
conditions, including the risk of hurricanes in the Gulf of Mexico.  
Some of these risks may also affect TOTAL’s projects and facilities  
further down the oil and gas chain.  
Almost all the exploration and production operations of TOTAL are  
accompanied by a high level of risk of loss of the invested capital  
due to the risks related to economic or political factors detailed  
3.2. Risks related to economic or political factors  
The oil sector is subject to domestic regulations and the  
intervention of governments, directly or through state-owned  
companies, in such areas as:  
Substantial portions of TOTAL’s oil and gas reserves are located  
in certain countries that may be considered as politically and  
economically unstable.  
the award of exploration and production interests;  
A significant portion of TOTAL’s oil and gas production occurs  
in unstable regions around the world, most significantly Africa,  
but also the Middle East, Asia-Pacific and South America.  
Approximately 28%, 24%, 10% and 8%, respectively, of the  
Group’s 2011 combined liquids and gas production came from  
these four regions. In recent years, a number of the countries  
in these regions have experienced varying degrees of one or more  
of the following: economic instability, political volatility, civil war,  
violent conflict and social unrest. In Africa, certain of the countries  
in which the Group has production have recently suffered from  
some of these conditions, including Nigeria, where the Group had  
in 2011 its second highest hydrocarbon production, and Libya.  
The Middle East in general has recently suffered increased political  
volatility in connection with violent conflict and social unrest.  
A number of countries in South America where the Group has  
production and other facilities, including Argentina, Bolivia and  
Venezuela, have suffered from political or economic instability and  
social unrest and related problems. In Asia-Pacific, Indonesia has  
suffered some of these conditions. Any of these conditions alone or  
in combination could disrupt the Group’s operations in any of these  
authorizations by governments or by a state-controlled partner,  
in particular for development projects, annual programs or the  
selection of contractors or suppliers;  
the imposition of specific drilling obligations;  
environmental protection controls;  
control over the development, exploitation and abandonment  
of a field causing restrictions on production;  
calculating the costs that may be recovered from the relevant  
authority and what expenditures are deductible from taxes;  
cases of expropriation, nationalization or reconsideration  
of contractual rights.  
The oil industry is also subject to the payment of royalties and  
taxes, which may be higher than those applicable to other  
commercial businesses and which may be subject to material  
changes by the governments of certain countries.  
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4
regions, causing substantial declines in production. Furthermore, in  
addition to current production, TOTAL is also exploring for and  
developing new reserves in other regions of the world that are  
historically characterized by political, social and economic instability,  
such as the Caspian Sea region where the Group has a number of  
large projects currently underway. The occurrence and magnitude  
of incidents related to economic, social and political instability are  
unpredictable. It is possible that they could have a material adverse  
impact on the Group’s production and operations in the future.  
– payment delays;  
currency exchange restrictions;  
– depreciation of assets due to the devaluation of local currencies  
or other measures taken by governments that might have a  
significant impact on the value of activities; and  
losses and decreased activity due to armed conflicts, civil unrest,  
the actions of terrorist groups or sanctions that target activities  
or parties of certain countries.  
Such oil and gas reserves and related operations are subject  
to certain additional risks, including:  
TOTAL, like other major international oil companies, has a  
geographically diverse portfolio of reserves and operational sites,  
which allows it to conduct its business and financial affairs so as to  
reduce its exposure to such political and economic risks. However,  
there can be no assurance that such events will not adversely affect  
the Group.  
the implementation of production and export quotas;  
the compulsory renegotiation of contracts;  
the expropriation or nationalization of assets;  
risks related to changes of local governments or the resulting  
changes in business customs and practices;  
3.3. Legal aspects of the Group’s activities  
3
.3.1. Legal aspects to exploration  
consortium, on the one hand, and with the State or the state-  
owned company, on the other hand.  
and production activities  
In some instances, concession agreements and PSCs coexist,  
sometimes in the same country. Even though there are other  
contractual models, TOTAL’s license portfolio is comprised mainly  
of concession agreements.  
TOTAL’s exploration and production operations are conducted in  
various countries and are therefore subject to a broad range of  
regulations. These cover virtually all aspects of exploration and  
production operations, including leasehold rights, production rates,  
royalties, environmental protection, exports, taxes and foreign  
exchange rates. The terms of the concessions, licenses, permits  
and contracts governing the Group’s ownership of oil and gas  
interests vary from country to country. These concessions, licenses,  
permits and contracts are generally granted by or entered into with  
a government entity or a state-owned company and are sometimes  
entered into with private owners. These arrangements usually take  
the form of concessions or production sharing contracts.  
In every country, the authorities of the host State, often assisted by  
international accounting firms, perform joint venture and PSC cost  
audits and ensure the observance of contractual obligations.  
In some countries, TOTAL has also signed contracts called  
“risked service contracts”, which are similar to production sharing  
contracts. However, the profit oil is replaced by risked monetary  
remuneration, agreed by contract, which depends notably on the  
field performance. Thus, the remuneration under the Iraqi contract  
is based on an amount calculated per barrel produced.  
The oil concession agreement remains the traditional model  
for agreements entered into with States: the oil company owns  
the assets and the facilities and is entitled to the entire production.  
Oil and gas exploration and production activities are subject  
to authorization granted by public authorities (licenses), which  
are granted for specific and limited periods of time and include  
an obligation to return a large portion, or the entire portion in case  
of failure, of the area covered by the license at the end of the  
exploration period.  
In exchange, the operating risks, costs and investments are the oil  
company’s responsibility and it agrees to remit to the relevant State,  
usually the owner of the subsoil resources, a production-based  
royalty, income tax, and possibly other taxes that may apply under  
local tax legislation.  
TOTAL pays taxes on income generated from its oil and gas  
production and sales activities under its concessions, production  
sharing contracts and risked service contracts, as provided for  
by local regulations. In addition, depending on the country, TOTAL’s  
production and sales activities may be subject to a number of  
other taxes, fees and withholdings, including special petroleum  
taxes and fees. The taxes imposed on oil and gas production and  
sales activities may be substantially higher than those imposed  
on other industrial or commercial businesses.  
The production sharing contract (PSC) involves a more complex  
legal framework than the concession agreement: it defines the  
terms and conditions of production sharing and sets the rules  
governing the cooperation between the company or consortium in  
possession of the license and the host State, which is generally  
represented by a state-owned company. The latter can thus be  
involved in operating decisions, cost accounting and production  
allocation.  
The consortium agrees to undertake and finance all exploration,  
development and production activities at its own risk. In exchange,  
it is entitled to a portion of the production, known as “cost oil”, the  
sale of which should cover all of these expenses (investments and  
operating costs). The balance of production, known as “profit oil”,  
is then shared in varying proportions, between the company or  
The legal framework of TOTAL’s exploration and production  
activities, established through concessions, licenses, permits  
and contracts granted by or entered into with a government entity,  
a state-owned company or, sometimes, private owners, is subject  
to certain risks that, in certain cases, can reduce or challenge  
the protections offered by this legal framework.  
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4
Other risks  
3
.3.2. Legal aspects of  
refining and petrochemical sites. TOTAL’s insurance and risk  
management policies are described under point 4 of the Chapter 4  
the Group’s other activities  
(“Insurance and risk management”).  
The Group’s other businesses (Gas & Power, Downstream and  
Chemicals) are also subject to a wide range of regulations.  
3
.3.4. Ethical misconduct  
In European countries and in the United States, sites and products  
are subject to environmental (water, air, soil, noise, protection of  
biodiversity, waste management, impact studies, etc.), health (on-  
the-job safety, chemical product risks) and safety (safety of  
personnel and residents, major risk facilities) regulations. Product  
quality and consumer protection are also subject to regulations.  
Within the European Union, EU regulations must be transposed into  
Member States’ national laws or directly enforced. In such Member  
States, EU legislation and regulations may be in addition to national  
and local government regulations. In addition, in all Member States  
of the European Union, industrial facilities operate pursuant to  
licenses issued by competent local authorities that are based on  
national laws and EU regulations.  
and non compliance risks  
The Code of Conduct of the Group, which applies to all of its  
employees, defines the Group’s commitment to integrity,  
compliance with all applicable legal requirements, high ethical  
standards and the behaviors and actions that are expected  
of the businesses and people of the Group wherever it operates.  
Ethical misconduct or non-compliance with applicable laws and  
regulations, including non-compliance with anti-bribery,  
anticorruption and other applicable laws, could expose TOTAL  
and its employees to criminal and civil penalties and could  
be damaging to the Group’s reputation and its shareholder value.  
The Group has been deploying ethics and compliance programs  
since 2009, as a priority of the General Management. Refer to  
paragraph 1.10.1 in Chapter 5 of this Registration Document for  
more details.  
In other countries where the Group operates, legislation is often  
inspired by EU and U.S. regulations. These countries may more  
fully develop certain aspects of regulation in particular fields, for  
example protecting water, nature and health.  
Irrespective of the particular country in which the Group operates,  
TOTAL has developed standards based on best practices existing  
in countries with more developed regulation and progressively  
upgrades policies with respect to these standards.  
3.3.5. Competition law  
Competition laws apply to the Group’s companies in the vast  
majority of countries in which it does business. Violations of  
competition laws carry fines and expose the Group and its  
employees to criminal sanctions and civil suits. Furthermore,  
it is now common for persons or corporations allegedly injured  
by violations of competition laws to sue for damages.  
In addition, depending on the country where the Group operates,  
its other activities are subject to specific sector requirements that  
impose constraints with respect to, for example, strategic oil  
reserves holding requirements or and shipping capacities owned or  
in chartered.  
The broad range of activities and countries in which the Group  
operates requires local analysis, by business segment, of the legal  
risks in terms of competition law. Some of the Group’s business  
segments have already been implementing competition law  
conformity plans for a long time. Moreover, a Group-wide policy  
designed to coordinate risk management measures and  
competition law compliance plans has been under development  
since the beginning of 2012.  
3.3.3. Civil liability  
If an event occurs leading to personal injury, death, property  
damage or discharge of hazardous materials into the environment,  
contractual terms may provide for indemnification obligations, either  
by TOTAL in favor of third-parties or by third-parties for TOTAL’s  
benefit. With respect to joint ventures operated by TOTAL,  
contractual terms generally provide that TOTAL assumes liability for  
damages caused by its gross negligence or willful misconduct. With  
respect to joint ventures in which TOTAL has an interest but that  
are operated by others, contractual terms generally provide that the  
operator assumes liability for damages caused by its gross  
negligence or willful misconduct. All other liabilities of any type of  
joint venture are generally assumed by the partners in proportion to  
their respective ownership interests. With respect to third party  
providers of goods and services, the amount and nature of liabilities  
assumed by the third party depends on the context and may be  
limited by contract. With respect to the Group’s customers, TOTAL  
seeks to ensure that its products meet applicable specifications  
and that TOTAL abides by all applicable consumer protection laws.  
3.3.6. Critical IT system services  
and information security  
The businesses of the Group depend heavily on the reliability and  
security of its information technology (“IT”) systems. If the integrity  
of the IT systems were compromised due to, for example, technical  
failure or cyber attack, the business operations and assets of the  
Group could sustain serious damage, material intellectual property  
could be divulged and, in some cases, personal injury,  
environmental harm and regulatory violations could occur.  
The Information Technology Department has developed and  
distributed governance and security rules that describe the  
recommended infrastructure, organization and procedures to  
maintain information systems that are appropriate to the  
organization’s needs and to limit information security risks. These  
rules are implemented across TOTAL under the responsibility of the  
various business segments.  
To manage these risks, TOTAL maintains worldwide third-party  
liability insurance coverage for all of its subsidiaries. In addition,  
TOTAL also maintains insurance to protect against the risk of  
damage to Group property and/or business disruption to its main  
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4
3.4. Activities in Cuba, Iran, Sudan and Syria  
The United States and the European Union (“EU”) have adopted  
legal restrictions with respect to certain activities in Cuba, Iran,  
Sudan and Syria, and the U.S. Department of State has identified  
these countries as state sponsors of terrorism. Provided in this  
section is certain information relating to TOTAL’s activities in these  
jurisdictions.  
enhancement of Iran’s ability to import refined petroleum  
products. The sanctions to be imposed against violating parties  
generally prohibit transactions in foreign exchange by the  
sanctioned party, prohibit any transfers of credit or payments  
between, by, through or to any financial institution to the extent  
that such transfers or payments involve any interest of the  
sanctioned party, and require blocking of any property  
of the sanctioned party that is subject to the jurisdiction  
of the United States. Investments in the petroleum sector  
commenced prior to the adoption of CISADA appear to remain  
subject to the pre-amended version of ISA. The new sanctions  
added by CISADA would be available with respect to new  
investments in the petroleum sector or any other sanctionable  
activity occurring on or after July 1, 2010. Prior to CISADA’s  
enactment, TOTAL discontinued prohibited sales under ISA,  
as amended by CISADA, of refined products to Iran.  
3.4.1. U.S. and European restrictions  
-
With respect to Iran, the United States adopted legislation  
in 1996 implementing sanctions against non-U.S. companies  
doing business in Iran and Libya (the Iran and Libya Sanctions  
Act, referred to as “ILSA”), which in 2006 was amended to  
concern only business in Iran (then renamed the Iran Sanctions  
Act, referred to as “ISA”).  
Pursuant to this statute, the President of the United States is  
authorized to initiate an investigation into the activities of non-  
U.S. companies in Iran and the possible imposition of sanctions  
On September 30, 2010, the U.S. State Department announced  
that the U.S. government, pursuant to the “Special Rule”  
provision of ISA added by CISADA that allows it to avoid making  
a determination of sanctionability under ISA with respect to any  
party that provides certain assurances, would not make such a  
determination with respect to TOTAL. The U.S. State Department  
further indicated at that time that, as long as TOTAL acts in  
accordance with its commitments, TOTAL will not be regarded  
as a company of concern for its past Iran-related activities.  
(from a list that includes denial of financing by the U.S. Export-  
Import Bank, limitations on the amount of loans or credits  
available from U.S. financial institutions and prohibition of U.S.  
federal procurements from sanctioned persons) against persons  
found, in particular, to have knowingly made investments  
of $20 million or more in any 12-month period in the petroleum  
sector in Iran. In May 1998, the U.S. government waived the  
application of sanctions for TOTAL’s investment in the South Pars  
gas field. This waiver, which has not been modified since it was  
granted, does not address TOTAL’s other activities in Iran,  
although TOTAL has not been notified of any related sanctions.  
On November 21, 2011, President Obama issued Executive  
Order 13590, which authorized sanctions that are similar  
to those available under ISA for knowingly, on or after  
November 21, 2011, selling, leasing, or providing to Iran goods,  
services, technology, or support that(i) has a fair market value  
of $1 million or more or that, during a 12-month period, has an  
aggregate fair market value of $5 million or more, and that could  
directly and significantly contribute to the maintenance or  
enhancement of Iran’s ability to develop petroleum resources  
located in Iran, or (ii) has a fair market value of $250,000 or more  
or that, during a 12-month period, has an aggregate fair market  
value of $1 million or more, and that could directly and  
significantly contribute to the maintenance or expansion of Iran’s  
domestic production of petrochemical products. TOTAL does not  
conduct activities in Iran that could be sanctionable under  
Executive Order 13590, and there is no provision in Executive  
Order 13590 that modifies the aforementioned “Special Rule”. In  
addition, the U.S. State Department has published guidance that  
states the completion of existing contracts is not sanctionable  
under Executive Order 13590.  
In November 1996, the Council of the European Union adopted  
regulations which prohibit TOTAL from complying with any  
requirement or prohibition based on or resulting directly or  
indirectly from certain enumerated legislation, including ILSA  
(now ISA). It also prohibits TOTAL from having its waiver for  
South Pars extended to other activities.  
In each of the years since the passage of ILSA and until 2007,  
TOTAL made investments in Iran in excess of $20 million  
(excluding the investments made as part of the development of  
South Pars). Since 2008, TOTAL’s position has consisted  
essentially in being reimbursed for its past investments as part of  
buyback contracts signed between 1995 and 1999 with respect  
to permits on which the Group is no longer the operator. In 2011,  
TOTAL had no production in Iran.  
ISA was amended in July 2010 by the Comprehensive Iran  
Sanctions, Accountability and Divestment Act of 2010  
France and the EU have adopted measures, based on United  
Nations Security Council resolutions, which restrict the  
(“CISADA”), which expanded the scope of ISA and restricted the  
President’s ability to grant waivers. In addition to sanctionable  
investments in Iran’s petroleum sector, parties may now be  
sanctioned for any transaction exceeding $1 million or series  
of transactions exceeding $5 million in any 12-month period  
for knowingly providing to Iran refined petroleum products,  
and for knowingly providing to Iran goods, services, technology,  
information or support that could directly and significantly either(i)  
facilitate the maintenance or expansion of Iran’s domestic  
production of refined petroleum products, or (ii) contribute to the  
movement of certain individuals and goods to or from Iran as well  
as certain financial transactions with Iran, in each case when  
such individuals, goods or transactions are related to nuclear  
proliferation and weapons activities or likely to contribute to their  
development. In July and October 2010, the European Union  
adopted new restrictive measures regarding Iran. Among other  
things, the supply of key equipment and technology in the  
following sectors of the oil and gas industry in Iran are prohibited:  
refining, liquefied natural gas, exploration and production. The  
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Other risks  
prohibition extends to technical assistance, training and financial  
assistance in connection with such items. Extension of loans or  
credit to, acquisition of shares in, entry into joint ventures with or  
other participation in enterprises in Iran (or Iranian-owned  
enterprises outside of Iran) engaged in any of the targeted  
sectors also is prohibited. Moreover, with respect to restrictions  
on transfers of funds and on financial services, any transfer of at  
least 40,000 or equivalent to an Iranian individual or entity shall  
require a prior authorization of the competent authorities of the  
EU Member States.  
and petrochemical industries in the Republic of South Sudan and  
related financial transactions, and the transshipment of goods,  
technology and services through Sudan to or from the Republic  
of South Sudan and related financial transactions.  
-
In addition, many U.S. states have adopted legislation requiring  
state pension funds to divest themselves of securities in any  
company with active business operations in Iran or Sudan, and  
state contracts not to be awarded to such companies. State  
insurance regulators have adopted similar initiatives relating to  
investments by insurance companies in companies doing  
business with the Iranian oil and gas, nuclear, and defense  
sectors. CISADA supports these state legislative initiatives.  
If TOTAL’s operations in Iran were determined to fall within the  
prohibited scope of these laws, and TOTAL were not to qualify  
for any available exemptions, certain U.S. institutions holding  
interests in TOTAL may be required to sell their interests. If  
significant, sales of securities resulting from such laws and/or  
regulatory initiatives could have an adverse effect on the prices  
of TOTAL’s securities.  
On January 23, 2012, the Council of the European Union  
prohibited the purchase, import and transport of Iranian oil and  
petroleum and petrochemical products by European persons  
and by entities constituted under the laws of an EU Member State.  
Prior to that date, TOTAL had ceased these now-prohibited  
activities.  
TOTAL continues to closely monitor legislative and other  
developments in France, the EU and the United States in order  
to determine whether its limited activities in Iran, Syria and other  
sanctioned or potentially sanctioned jurisdictions could subject it  
to the application of sanctions. The Group cannot assure that  
current or future regulations or developments will not have a  
negative impact on its business or reputation.  
3.4.2. Business Activities in Cuba, Iran,  
Sudan and Syria  
Provided in this section is certain information relating to TOTAL’s  
activities in these jurisdictions.  
-
With respect to Syria, the EU adopted measures in May 2011  
with criminal and financial penalties that prohibit the supply  
of certain equipment to Syria, as well as certain financial and  
asset transactions with respect to a list of named individuals and  
entities. These measures apply to European persons and to  
entities constituted under the laws of an EU Member State.  
In September 2011, the EU adopted further measures, including,  
notably, a prohibition on the purchase, import or transportation  
from Syria of crude oil and petroleum products. Since early  
September 2011, the Group ceased to purchase hydrocarbons  
from Syria. On December 1, 2011, the EU extended sanctions  
against, among others, three state-owned Syrian oil firms,  
including General Petroleum Corporation, TOTAL’s co-contracting  
partner in PSA 1988 (Deir Es Zor licence) and the Tabiyeh  
contract. TOTAL has ceased its activities that contribute to oil  
and gas production in Syria.  
Cuba  
In 2011, TOTAL’s Refining & Marketing division had limited  
marketing activities for the sale of specialty products to non-state  
entities in Cuba and paid taxes on such activities. In addition,  
TOTAL’s Trading & Shipping division purchased hydrocarbons  
pursuant to spot contracts from a state-controlled entity  
for approximately 40 million.  
Iran  
TOTAL’s Exploration & Production division historically had been  
active in Iran through buyback contracts. Under such contracts,  
the contractor is responsible for and finances development  
operations. Once development is completed, operations are  
handed over to the national oil company, which then operates  
the field. The contractor receives payments in cash or in kind to  
recover its expenditures as well as a remuneration based on the  
field’s performance. Furthermore, upon the national oil company’s  
request, a technical services agreement may be implemented  
in conjunction with a buyback contract to provide qualified  
personnel and services until full repayment of all amounts due  
to the contractor.  
-
The U.S. Treasury Department’s Office of Foreign Assets Control  
(referred to as “OFAC”) administers and enforces broad and  
comprehensive economic sanctions programs, as well as  
sanctions that are based on the United Nations Security Council  
resolutions referred to above and that target individuals engaged  
in terrorism or weapons proliferation in Iran, using the blocking  
of assets and trade restrictions. The activities that are restricted  
depend on the sanctions program and targeted country or  
parties, and civil and/or criminal penalties, imposed on a per  
transaction basis, can be substantial. These OFAC sanctions  
generally apply to U.S. persons and activities taking place in the  
United States or that are otherwise subject to U.S. jurisdiction.  
Sanctions administered by OFAC target, among others, Cuba,  
Iran, Myanmar (Burma), Sudan and Syria. TOTAL does not  
believe that these sanctions are applicable to any of its activities  
in the OFAC-targeted countries and, since the independence of  
the Republic of South Sudan on July 9, 2011, TOTAL is no  
longer present in Sudan.  
TOTAL entered into such buyback contracts between 1995  
and 1999 with respect to the development of four fields: Sirri,  
South Pars 2 & 3, Balal and Dorood. For all of these contracts,  
development operations have been completed and TOTAL retains  
no operational responsibilities. A technical services agreement  
for the Dorood field expired in December 2010. As TOTAL is  
no longer involved in the operation of these fields, TOTAL has  
no information on the production from these fields. Some  
payments are yet to be reimbursed to TOTAL with respect to  
South Pars 2 & 3, Balal and Dorood. Since 2011, TOTAL has  
no production in Iran corresponding to such payments in kind,  
compared to 2 kboe/d in 2010 and 8 kboe/d in 2009. No royalties  
or fees are paid by the Group in connection with these buyback  
On December 8, 2011, OFAC amended the Sudanese Sanctions  
Regulations with the publication of two general licenses that  
authorize all activities and transactions relating to the petroleum  
84  
TOTAL. Registration Document 2011  
Risk factors  
Other risks  
4
and service contracts. In 2011, TOTAL made non-material  
payments to the Iranian administration with respect to certain  
taxes and social security.  
a dedicated non-profit operating company owned equally by the  
Group and the state-owned General Petroleum Corporation  
(“GPC”) (the successor to the Syrian Petroleum Company).  
With respect to TOTAL’s Refining & Marketing division’s 2011  
activities in Iran, Beh Total, a company held 50/50 by Behran Oil  
and Total Outre-Mer, a subsidiary of the Group, produced and  
marketed small quantities of lubricants (20,000 tons) for sale to  
domestic consumers in Iran. In 2011, revenue generated from Beh  
Total’s activities was 43.5 million and cash flow was 4.6 million.  
Beh Total paid approximately 1 million in taxes. TOTAL does not  
own or operate any refineries or chemicals plants in Iran. In 2011,  
Beh Total paid 5.6 million of dividends for fiscal year 2010 (share  
of TOTAL: 2.3 million).  
The main terms of PSA 1988 are similar to those normally used  
in the oil and gas industry. The Group’s revenues derived from  
PSA 1988 are made up of a combination of “cost oil” and “profit  
oil”. “Cost oil” represents the reimbursement of operating and  
capital expenditures and is accounted for in accordance with  
normal industry practices. The Group’s share of “profit oil” depends  
on the total annual production level. TOTAL receives its revenues  
in cash payments made by GPC. TOTAL pays to the state-owned  
Syrian company SCOT a transportation fee equal to $2/b for the oil  
produced in the area, as well as non-material payments to the  
Syrian government related to PSA 1988 for such items as  
withholding taxes and Syrian social security.  
In 2011, TOTAL’s Trading & Shipping division purchased  
in Iran pursuant to a mix of spot and term contracts  
approximately 49 million barrels of hydrocarbons from state-  
controlled entities for approximately 3.7 billion. Prior to  
January 23, 2012, TOTAL’s Trading & Shipping division ceased  
its purchase of Iranian hydrocarbons.  
The Tabiyeh contract, signed with GPC, may be considered  
as an addition to PSA 1988 as production, costs and revenues for  
the oil and part of the condensates coming from the Tabiyeh field  
are governed by the contractual terms of PSA 1988. This project is  
designed to enhance liquids and gas output from the Tabiyeh field  
through the drilling of “commingled” wells and through process  
modifications in Deir Ez Zor Gas Plant operated by the Syrian Gas  
Company. Until early December 2011, TOTAL financed and  
implemented the Tabiyeh Gas Project and operated the Tabiyeh field.  
Sudan  
Since the independence of the Republic of South Sudan on  
July 9, 2011, TOTAL is not present in Sudan.  
TOTAL holds an interest in Block B in what was, prior to  
July 9, 2011, the southern region of Sudan.  
In 2011, technical production for PSA 1988 and the Tabiyeh  
contract taken together amounted to 63 kboe/d, of which 53  
kboe/d were accounted for as the Group’s share of production.  
The amount identified as technical production under the  
agreements, minus the amount accounted for as the Group’s share  
of production, does not constitute the total economic benefit  
accruing to Syria under the terms of the agreements since Syria  
retains a margin on a portion of the Group’s production and  
receives certain production taxes.  
TOTAL disbursed in Sudan between January 1, 2011 and  
July 8, 2011, approximately $0.7 million as scholarships and social  
development contributions, as well as contributions to the  
construction of social infrastructure, schools and water wells along  
with non-governmental organizations and other stakeholders  
involved in southern Sudan.  
For more information on TOTAL’s activities in the Republic of South  
Sudan, see paragraph 2.3.1, Chapter 2 (“Presentation of activities –  
Republic of South Sudan”).  
In addition, TOTAL and GPC entered into a Cooperation  
Framework Agreement in 2009, which provides for the co-  
development of oil projects in Syria.  
Syria  
Since early December 2011, TOTAL has ceased its activities that  
contribute to oil and gas production in Syria.  
In 2011, TOTAL had two contracts relating to oil and gas  
exploration & production activities: a Production Sharing Agreement  
entered into in 1988 (“PSA 1988”) for an initial period of twenty years  
and renewed at the end of 2008 for an additional 10-year period,  
and the Tabiyeh Gas Project risked Service Contract (the “Tabiyeh  
contract”) effective from the end of October 2009. TOTAL owns 100%  
of the rights and obligations under PSA 1988, and operated until early  
December 2011 on various oil fields in the Deir Ez Zor area through  
In 2011, TOTAL’s Trading & Shipping division purchased in Syria  
pursuant to a mix of spot and term contracts nearly 11 million  
barrels of hydrocarbons from state-controlled entities for  
approximately 824 million. Since early September 2011,  
the Group has ceased to purchase hydrocarbons from Syria.  
3.5. Risks related to competition  
TOTAL is subject to competition from other oil companies in  
the acquisition of assets and licenses for the exploration  
and production of oil and natural gas as well as for the sale of  
manufactured products based on crude and refined oil. TOTAL’s  
competitors are comprised of national oil companies and  
international oil companies.  
In this regard, the major international oil companies in competition  
with TOTAL are ExxonMobil, Royal Dutch Shell, Chevron and BP.  
As of December 31, 2011, TOTAL ranked fifth among these  
companies in terms of market capitalization(1)  
.
(1) Source: Reuters.  
Registration Document 2011. TOTAL  
85  
Risk factors  
4
Insurance and risk management  
3.6. Legal and arbitration proceedings  
The principal legal proceedings in which the Group’s companies are involved are described in Chapter 7 of this Registration Document.  
4. Insurance and risk management  
4.1. Organization  
TOTAL has its own insurance and reinsurance company, Omnium  
Insurance and Reinsurance Company (OIRC). OIRC is integrated  
with the Group’s insurance management and is used as a  
centralized global operations tool for covering the Group’s risks.  
It allows the Group’s worldwide insurance program to be  
additional coverage so as to standardize coverage throughout  
the Group.  
At the same time, OIRC negotiates a reinsurance program at the  
Group level with mutual insurance companies for the oil industry  
and commercial reinsurers. OIRC permits the Group to better  
manage price variations in the insurance market by taking on a  
greater or lesser amount of risk corresponding to the price trends  
in the insurance market.  
implemented in compliance with the specific requirements of local  
regulations applicable in the countries where the Group operates.  
Some countries may require the purchase of insurance from a local  
insurance company. If the local insurer accepts to cover the  
subsidiary of the Group in compliance with its worldwide insurance  
program, OIRC requests a retrocession of the covered risks from  
the local insurer. As a result, OIRC negotiates reinsurance contracts  
with the subsidiaries’ local insurance companies, which transfer  
most of the risk to OIRC. When a local insurer covers the risks at  
a lower level than that defined by the Group, OIRC provides  
In 2011, the net amount of risk retained by OIRC after reinsurance  
was a maximum of $75 million per third-party liability insurance  
claim and $75 million per property damage and/or business  
interruption insurance claim. Accordingly, in the event of any loss  
giving rise to an aggregate insurance claim, the effect on OIRC  
would be limited to its maximum retention of $150 million per event.  
4.2. Risk and insurance management policy  
In this context, the Group risk and insurance management policy is  
to work with the relevant internal department of each subsidiary to:  
– help to implement measures to limit the probability that  
a catastrophic event occurs and the financial consequences  
if such event should occur; and  
define scenarios of major disaster risks (estimated maximum  
loss);  
– manage the level of risk from such events to be either covered  
internally by the Group or transferred to the insurance market.  
assess the potential financial impact on the Group should  
a catastrophic event occur;  
86  
TOTAL. Registration Document 2011  
Risk factors  
Insurance and risk management  
4
4.3. Insurance policy  
The Group has worldwide third-party liability and property insurance  
coverage for all its subsidiaries. These programs are contracted  
with first-class insurers (or reinsurers and mutual insurance  
companies of the oil industry through OIRC).  
and liability, and are borne by the relevant subsidiary. For business  
interruption, coverage begins sixty days after the event giving rise  
to the interruption.  
Other insurance contracts are bought by the Group in addition  
to property damage and third-party liability coverage, mainly for car  
fleets, credit insurance and employee benefits. These risks are  
entirely underwritten by outside insurance companies.  
The amounts insured depend on the financial risks defined in the  
disaster scenarios and the coverage terms offered by the market  
(available capacities and price conditions).  
More specifically for:  
The above-described policy is given as an example of past practice  
over a certain period of time and cannot be considered as  
representative of future conditions. The Group’s insurance policy  
may be changed at any time depending on the market conditions,  
specific circumstances and on management’s assessment of the  
risks incurred and the adequacy of their coverage.  
Third-party liability insurance: since the maximum financial risk  
cannot be evaluated by a systematic approach, the amounts  
insured are based on market conditions and industry practice,  
in particular, the oil industry. In 2011, the Group’s third-party  
liability insurance for any liability (including potential accidental  
environmental liabilities) was capped at $850 million.  
While TOTAL believes its insurance coverage is in line with industry  
practice and sufficient to cover normal risks in its operations, it is  
not insured against all possible risks. In the event of a major  
environmental disaster, for example, TOTAL’s liability may exceed  
the maximum coverage provided by its third-party liability  
insurance. The loss TOTAL could suffer in the event of such  
disaster would depend on all the facts and circumstances and  
would be subject to a whole range of uncertainties, including legal  
uncertainty as to the scope of liability for consequential damages,  
which may include economic damage not directly connected  
to the disaster. The Group cannot guarantee that it will not suffer  
any uninsured loss and there can be no guarantee, particularly  
in the case of a major environmental disaster or industrial accident,  
that such loss would not have a material adverse effect on  
the Group.  
Property damage and business interruption: the amounts insured  
vary by sector and by site and are based on the estimated cost  
of and reconstruction under maximum loss scenarios and on  
insurance market conditions. The Group subscribed for business  
interruption coverage in 2011 for its main refining and  
petrochemical sites.  
For example, for the Group’s highest risks (platforms in the North  
Sea and main refineries and petrochemical plants in Europe),  
in 2011 the Group’s share of insurance limit was  
approximately $1.65 billion for the Downstream segment and  
approximately $1.5 billion dollars for the Upstream segment.  
Deductibles for property damage and third-party liability fluctuate  
between 0.1 million and 10 million depending on the level of risk  
Registration Document 2011. TOTAL  
87  
88  
TOTAL. Registration Document 2011  
Corporate governance  
5
Corporate governance  
1.  
Report of the Chairman of the Board of Directors  
(Article L. 225-37 of the French Commercial Code)  
90  
1
1
1
1
1
1
1
1
1
1
1
1
1
.1.  
.2.  
.3.  
.4.  
.5.  
.6.  
.7.  
.8.  
.9.  
Composition of the Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .90  
Other information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .97  
Corporate Governance Code . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .98  
Rules of procedure of the Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .98  
Committees of the Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .101  
Activity of the Board of Directors and its Committees in 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .106  
Board of Directors practices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .108  
Director independence . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .109  
Additional information on the members of the Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .109  
.10. Internal control and risk management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .110  
.11. Particular conditions regarding participation in Shareholder’s Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .112  
.12. Information mentioned in Article L. 225-100-3 of the French Commercial Code . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .112  
.13. Policy for determining the compensation and other benefits of the corporate executive officers . . . . . . . . . . . . . . . . . . . .112  
2.  
Statutory auditor’s report  
Article L. 225-235 of the French Commercial Code)  
(
114  
115  
3.  
General Management  
3.1.  
3.2.  
3.3.  
Management Form . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .115  
The Executive Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .115  
The Management Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .115  
4.  
Statutory auditors  
116  
4.1.  
4.2.  
4.3.  
4.4.  
Statutory auditors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .116  
Alternate auditors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .116  
Auditor’s term of office . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .116  
Fees received by the statutory auditors (including members of their network) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .117  
5.  
Compensation for the administration and management bodies  
117  
5
5
5
5
5
5
5
5
5
5
5
.1.  
.2.  
.3.  
.4.  
.5.  
.6.  
.7.  
.8.  
.9.  
Board Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .117  
Directors’ attendance at Board and Committee meetings in 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .118  
Compensation of the Chairman and Chief Executive Officer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .118  
Executive officers’ compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .119  
Pensions and other commitments (Article L. 225-102-1, paragraph 3, of the French Commercial Code) . . . . . . . . . . . . . .119  
Stock options and performance share grants policy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .121  
Summary table for the corporate executive officers (AFEP-MEDEF Code for corporate governance of listed companies) 124  
TOTAL stock option grants . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .127  
TOTAL stock options as of December 31, 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .128  
.10. TOTAL global free and performance share grants . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .132  
.11. TOTAL global free and performance share plans as of December 31, 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .133  
6.  
Employees, share ownership  
135  
6.1.  
6.2.  
6.3.  
Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .135  
Arrangements for involving employees in the Company’s share capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .135  
Shares held by the administration and management bodies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .136  
Registration Document 2011. TOTAL  
89  
Corporate governance  
5
Report of the Chairman of the Board of Directors  
1
. Report of the Chairman of the Board of Directors  
(
Article L. 225-37 of the French Commercial Code)  
Pursuant to Article L. 225-37 of the French Commercial Code,  
the following report presents information for the year 2011 related  
to the composition of the Board of Directors, the application  
of the men/women balanced representation principle in the Board  
of Directors, internal control procedures and risk management  
implemented by the Company, any limits set by the Board  
of Directors concerning the powers of the Chief Executive Officer,  
as well as information related to corporate governance.  
This report also sets forth the provisions of the by-laws concerning  
participation in Shareholders’ Meetings as well as the principles  
and rules applied to determine the compensation and other  
benefits granted to corporate executive officers.  
1.1. Composition of the Board of Directors  
Directors are appointed by the shareholders for a 3-year term  
Article 11 of the Company’s by-laws).  
Chairman of the Strategic Committee.  
(
Holds 105,556 TOTAL shares and 53,869 shares of the  
In case of the resignation or death of a director between two  
Shareholders’ Meetings, the Board may temporarily appoint  
a replacement director. This appointment must be ratified by  
the next Shareholders’ Meeting. The terms of office of the members  
of the Board are staggered to more evenly space the renewal  
of appointments.  
“TOTAL ACTIONNARIAT FRANCE” collective investment fund.  
Current directorships  
– Chairman and Chief Executive Officer of TOTAL S.A.* since  
May 21, 2010 (Chief Executive Officer since February 14, 2007)  
– Chairman of Total E&P Indonésie  
Director of Shtokman Development AG (Switzerland)  
Member of the Supervisory Board of Vivendi*  
Manager of CDM Patrimonial SARL  
The Board of Directors appoints the Chairman of the Board from  
among its members. The Board of Directors also appoints the Chief  
Executive Officer who may or may not be a member of the Board.  
Directorships that expired in the previous five years  
1
.1.1. Composition of the Board  
– Chairman and Chief Executive Officer of Elf Aquitaine until  
June 21, 2010  
of Directors as of December 31, 2011  
Director of Total E&P Russia until 2008  
As of December 31, 2011, the Board of Directors had fifteen  
members, including one director appointed by the shareholders  
to represent employee shareholders. Twelve of the members of the  
Board were independent (see paragraph 1.8 – Director independence –  
in this Chapter 5).  
– Director of Total Exploration and Production Azerbaijan until 2008  
– Director of Total E&P Kazakhstan until 2008  
– Director of Total Profils Pétroliers until 2008  
– Director of Abu Dhabi Petroleum Company Ltd (ADPC) until 2008  
– Director of Abu Dhabi Marine Areas Ltd (ADMA) until 2008  
Director of Iraq Petroleum Company Ltd (IPC) until 2008  
Permanent representative of TOTAL S.A. on the Board of Total  
Abu al Bukhoosh until 2008  
The following individuals were members of the Board of Directors  
of TOTAL S.A. (information as of December 31, 2011 ):  
(1)  
Director of Total E&P Norge A.S. until 2007  
Director of Total Upstream UK Ltd until 2007  
Christophe de Margerie  
Born on August 6, 1951 (French).  
Thierry Desmarest  
Mr. de Margerie joined the Group after graduating from the École  
Supérieure de Commerce in Paris in 1974. He served in several  
positions in the Group’s Finance Department and Exploration &  
Production division. In 1995, he was appointed President of Total  
Middle East. In May 1999, he joined the Executive Committee  
as President of the Exploration & Production division. He then became  
Senior Executive Vice President of Exploration & Production  
of the new TotalFinaElf group in 2000. In January 2002, he became  
President of the Exploration & Production division of TOTAL.  
He was appointed a member of the Board of Directors by  
Born on December 18, 1945 (French).  
A graduate of the École Polytechnique and an Engineer of the French  
Corps des Mines, Mr. Desmarest served as Director of Mines and  
Geology in New Caledonia, then as technical advisor at the Offices  
of the Minister of Industry and the Minister of Economy. He joined  
TOTAL in 1981, where he held various management positions, then  
served as President of Exploration & Production until 1995. He served  
as Chairman and Chief Executive Officer of TOTAL from May 1995  
until February 2007, and then as Chairman of the Board of TOTAL  
until May 21, 2010. He was appointed Honorary Chairman and  
remains a director of TOTAL and Chairman of the TOTAL Foundation.  
the Shareholders’ Meeting held on May 12, 2006 and became Chief  
Executive Officer of TOTAL on February 14, 2007. On May 21, 2010,  
he was appointed Chairman and Chief Executive Officer of TOTAL.  
Director of TOTAL S.A. since 1995 - Last renewal: May 21, 2010  
until 2013.  
Director of TOTAL S.A. since 2006 - Last renewal: May 15, 2009  
until 2012.  
(
*
1) Including information pursuant to paragraph 4 of Article L. 225-102-1 of the French Commercial Code or under Item 14.1 of Annex I of EC Regulation No. 809/2004 of April 29, 2004.  
Company names marked with an asterisk are publicly-listed companies.  
Underlined companies are companies that do not belong to the group in which the director has his or her main duties.  
90  
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5
Chairman of the Nominating & Governance Committee, member  
of the Compensation Committee and the Strategic Committee.  
of Financière Pinault. She was the President of the Supervisory  
Board of the Pinault Printemps Redoute group until May 2005 and  
became Vice-President of the Board of Directors of PPR in May 2005.  
Patricia Barbizet is also a member of the Board of Directors of TOTAL,  
TF1, Air France-KLM and Fonds stratégique d’investissement.  
Holds 186,576 shares in full and 144,000 shares by usufruct.  
Current directorships  
Director of TOTAL S.A.*  
Director of Sanofi*(1)  
Director of Air Liquide*  
Director of Renault S.A.*  
Director of Renault S.A.S.  
Director of Bombardier Inc.* (Canada)  
Director of TOTAL S.A. since 2008 - Last renewal: May 13, 2011  
and until 2014.  
Chairperson of the Audit Committee and member of the Strategic  
Committee.  
Holds 1,000 shares.  
Directorships that expired in the previous five years  
Current directorships  
Chairman of the Board of Directors of TOTAL S.A.* until  
May 21, 2010  
– Director of TOTAL S.A.*  
– Vice Chairman of the PPR Board*  
Chairman and Chief Executive Officer of TOTAL S.A.* until 2007  
Chairman and Chief Executive Officer of Elf Aquitaine until 2007  
Member of the Supervisory Board of Areva* until March 4, 2010  
– Chief Executive Officer and Director of Artémis  
– Member of the Supervisory Board of Financière Pinault (CSA)  
– Chief Executive Officer (non-Director) of Financière Pinault  
Director and Deputy Chief Executive Officer of Société Nouvelle  
Patrick Artus  
du Théâtre Marigny  
Permanent representative of Artémis at the Board of Directors  
of Agefi  
Born on October 14, 1951 (French).  
Independent director.  
– Permanent representative of Artémis at the Board of Directors  
of Sebdo le Point  
A graduate from the École Polytechnique, the École Nationale  
de la Statistique et de l’Administration de l’Économie (ENSAE) and  
the Institut d’Études Politiques de Paris, Mr. Artus began his career  
at the INSEE (French National Institute for Statistics and Economic  
Studies) where his work included economic forecasting and modeling.  
He then worked at the Economics Department of the OECD (1980),  
later becoming the Head of Research at the ENSAE from 1982  
to 1985. He was scientific adviser at the research department of  
the Banque de France, before joining the Natixis Group as the head  
of the research department. He is an associate professor at the  
University of Paris I, Sorbonne. He is also a member of the council  
of economic advisors to the French Prime Minister and of the  
Cercle des Économistes.  
Member of the Management Board of Château Latour (SCI)  
Member of the Supervisory Board of Yves Saint Laurent  
Administratore Delagato and administratore of Palazzo Grazzi  
Non-executive Director of Tawa Plc*  
Chairman of the Board of Directors of Christie’s International Plc  
Board member of Gucci Group N.V.  
Director of Air France-KLM*  
Director of Bouygues*  
Director of TF1*  
Director of the Fonds stratégique d’investissement  
(French government sovereign fund)  
Directorships that expired in the previous five years  
Director of TOTAL S.A. since May 15, 2009 and until 2012.  
Member of the Compensation Committee.  
Holds 1,000 shares.  
– Director of Fnac until May 2011  
Director of Piaza until 2008  
Chairman of the Board of Directors of Piaza until 2008  
– Chairman and Chief Executive Officer of Piaza until 2007  
Current directorships  
Daniel Bouton  
Director of TOTAL S.A.*  
Director of IPSOS  
Born on April 10, 1950 (French).  
Independent director.  
Directorships that expired in the previous five years  
Inspector General of Finance, Mr. Bouton has held various positions  
within the French Ministry of Economy. He served as Budget Director  
at the Ministry of Finance from 1988 to 1990. He joined Société  
Générale in 1991, where he was appointed Chief Executive Officer  
in 1993, then Chairman and Chief Executive Officer in November 1997.  
He served as Chairman of the Société Générale group until  
May 12, 2008 and has been the Honorary Chairman since  
May 6, 2009.  
None.  
Patricia Barbizet  
Born on April 17, 1955 (French)  
Independent director.  
A graduate of the École Supérieure de Commerce of Paris in 1976,  
Ms. Barbizet started her career in the Renault Group as the Treasurer  
of Renault Véhicules Industriels and Chief Financial Officer of Renault  
Crédit International. She joined the Pinault group in 1989 as the Chief  
Financial Officer. In 1992, she became the Chief Executive Officer  
Director of TOTAL S.A. since 1997 - Last renewal: May 15, 2009  
until 2012.  
Holds 3,200 shares.  
(
*
1) Non-consolidated company which was removed from the scope of consolidation on July 1, 2010.  
Company names marked with an asterisk are publicly-listed companies.  
Underlined companies are companies that do not belong to the group in which the director has his or her main duties.  
Registration Document 2011. TOTAL  
91  
Corporate governance  
5
Report of the Chairman of the Board of Directors  
Current directorships  
“TOTAL MONÉTAIRE” and “TOTAL OBLIGATIONS” collective  
investment funds since 2010.  
Director of TOTAL S.A.*  
Director of Veolia Environnement*  
Director of TOTAL S.A. since May 21, 2010 and until 2013.  
Directorships that expired in the previous five years  
Holds 820 TOTAL shares and 3,442 shares of the “TOTAL  
ACTIONNARIAT FRANCE” collective investment fund.  
Chairman and Chief Executive Officer of Société Générale*  
until 2008 and Chairman of the Board of Directors until 2009  
Current directorships  
Director of TOTAL S.A.* representing employee shareholders  
Gunnar Brock  
Directorships that expired in the previous five years  
Born on April 12, 1950 (Swedish)  
President of the Supervisory Board of the “TOTAL ACTIONS  
EUROPÉENNES” collective investment fund until 2011.  
Independent director.  
Graduated from the Stockholm School of Economics with an MBA  
grade in Economics and Business Administration, Mr. Brock held  
various international positions at Tetra Pak. He served as Chief  
Executive Officer of Alfa Laval from 1992 to 1994 and as Chief  
Executive Officer of Tetra Pak from 1994 to 2000. After serving  
as Chief Executive Officer of Thule International, he was appointed  
Chief Executive Officer of Atlas Copco AB from 2002 to 2009. He is  
currently Chairman of the Board of Stora Enso Oy. Mr. Brock is also  
a member of the Royal Swedish Academy of Engineering Sciences  
and of the Board of Directors of the Stockholm School of Economics.  
Marie-Christine Coisne-Roquette  
Born on November 4, 1956 (French)  
Independent director.  
A graduate of the University of Paris X Nanterre (law and English)  
and admitted to the Paris and New York Bar Associations in 1980,  
Ms. Coisne-Roquette worked as an attorney in Paris and New York  
until 1988, when she joined the family-owned Sonepar group.  
From 1988 to 1998, while also serving as Chief Executive Officer of  
the family-owned Colam Entreprendre holding company, she held  
several consecutive operational directorships at Sonepar S.A.,  
where she was appointed Chairman of the Board in 1998. She has  
served as Chairman and Chief Executive Officer of Sonepar  
since 2002. A member of the Executive Board of MEDEF  
since 2000, Ms. Coisne-Roquette has chaired that organization’s  
Tax Commission since 2005.  
Director of TOTAL S.A. since May 21, 2010 and until 2013.  
Member of the Strategic Committee.  
Holds 1,000 shares.  
Current directorships  
Director of TOTAL S.A.*  
Chairman of the Board of Stora Enso Oy  
Chairman of the Board of Mölnlycke Health Care Group  
Member of the Board of Investor AB  
Chairman of the Board of Rolling Optics  
Member of the Board of Stena AB*  
Director of TOTAL S.A. since May 13, 2011 and until 2014.  
Member of the Audit Committee since May 13, 2011.  
Holds 1,130 shares.  
Current directorships  
Directorships that expired in the previous five years  
Director of TOTAL S.A.*  
Member of the Supervisory Board of Spencer Stuart Scandinavia  
until 2011  
Chief Executive Officer of Atlas Copco until 2009  
Chairman of the Board of Lego AS until 2008  
Chairperson and Chief Executive Officer of Sonepar S.A.  
Chairman and Chief Executive Officer of Colam Entreprendre  
Director of Hagemeyer Canada, Inc.  
President of the Supervisory Board of OTRA N.V.  
Director of Sonepar Canada, Inc.  
Claude Clément  
President of the Supervisory Board of Sonepar Deutschland  
GmbH  
Born on November 17, 1956 (French).  
Director of de Sonepar Ibérica  
Director of de Sonepar Italia Holding  
Chairperson of the Board of Directors of Sonepar Mexico  
Member of the Supervisory Board of Sonepar Nederland B.V.  
Director of Sonepar USA Holdings, Inc.  
Mr. Clément joined the Group in February 1977 and started  
his career at Compagnie Française de Raffinage, which offered  
him professional training. He held various positions at the Refining  
Manufacturing Department in French and African refineries (Gabon,  
Cameroon). He is currently Manager of the Refining Manufacturing  
Methods at the Refining Manufacturing Division. Mr. Clément has  
been an elected member of the Supervisory Board of the “TOTAL  
ACTIONNARIAT FRANCE” collective investment fund since 2009,  
an elected member of the Supervisor Board of the “TOTAL  
ACTIONS EUROPÉENNES”, “TOTAL DIVERSIFIÉ À DOMINANTE  
ACTIONS” and “TOTAL ÉPARGNE SOLIDAIRE” collective investment  
funds since 2010 and an elected member of the Supervisor Board  
of the “TOTAL DIVERSIFIÉ À DOMINANTE OBLIGATIONS”,  
Director of Feljas and Masson SAS  
Permanent representative of Colam Entreprendre, member of the  
Board of Directors at Cabus & Raulot (S.A.S)  
Permanent representative of Colam Entreprendre and Sonepar,  
co-administrators of Sonedis (société civile)  
Permanent representative of Sonepar, Director of Sonepar France  
Permanent representative of Sonepar, President of Sonepar  
International (S.A.S)  
*
Company names marked with an asterisk are publicly-listed companies.  
Underlined companies are companies that do not belong to the group in which the director has his or her main duties.  
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5
Permanent representative of Colam Entreprendre, Director  
of Sovemarco Europe (S.A.)  
Co-manager of Développement Mobilier & Industriel (D.M.I.)  
Director of TOTAL S.A. since 2000 - Last renewal: May 15, 2009  
until 2012.  
Member of the Compensation Committee and the Nominating &  
Governance Committee.  
(société civile)  
Manager of Ker Coro (société civile immobilière)  
Holds 4,712 shares.  
Directorships that expired in the previous five years  
Current directorships  
Director of Encon Safety Products, Inc. until 2010  
Director of Guerin S.A. until 2007  
Director of Hagemeyer North America, Inc. until 2010  
Director of Hagemayer PPS Ltd until 2010  
Chairperson of the Board of Directors of Hagemayer PPS  
until 2008  
Director of Sellenium until 2007  
Chairperson of the Board of Directors of Sonepar Canada, Inc.  
until 2009  
– Director of TOTAL S.A.*  
– Director of Lafarge*  
– Director of DuPont* (United States)  
– Director of Atco* (Canada)  
Directorships that expired in the previous five years  
– Chairman of the Institut Français des Relations Internationales  
(IFRI) until 2011  
Director of Sonepar E.C.O until 2007  
Chairperson of the Board of Directors of Sonepar France until 2009  
Director of Sonepar Iberica until 2007  
Chairperson of the Board of Directors and acting Managing  
Director of Sonepar Iberica until 2009  
Chairperson of the Board of Directors of Sonepar Italia Holding  
until 2009  
Chairperson of the Board of Directors of Sonepar Mexico until 2010  
Chairperson of the Supervisory Board of Sonepar Nederland B.V.  
until 2009  
Chairperson of the Board of Directors of Sonepar Nordic A/S  
until 2009  
Chairperson of the Board of Directors and CEO of Sonepar USA  
Holdings, Inc. until 2009  
Director of Vallen Corporation until 2010  
Permanent representative of Sonepar, Director of A.E.D. until 2010  
Permanent representative of Sonepar, Director of C.S.O. until 2010  
Permanent representative of Sonepar, President of CEMT until 2007  
Permanent representative of Sonepar, Director of Collin Sigmadis  
until 2010  
Permanent representative of Sonepar, Director of G.M.T. until 2010  
Permanent representative of Sonepar, Director of S.N.E. until 2010  
Permanent representative of Sonepar, Director of S.S.E. until 2010  
Permanent representative of Sonepar, General Partner of Sonepar  
Belgium until 2009  
– Chairman of the Board of Directors of Lafarge* until 2007  
Paul Desmarais Jr.  
Born on July 3, 1954 (Canadian)  
Independent director.  
A graduate of McGill University in Montreal and INSEAD in  
Fontainebleau, Mr. Desmarais was elected Vice Chairman (1984)  
then Chairman of the Board (1990) of Corporation Financière Power,  
a company he helped to found. Since 1996, he has served  
as Chairman of the Board and Co-Chief Executive Officer of Power  
Corporation of Canada.  
Director of TOTAL S.A. since 2002 - Last renewal: May 13, 2011  
until 2014.  
Holds 2,000 ADRs (corresponding to 2,000 shares).  
Current directorships  
Director of TOTAL S.A.*  
Chairman of the Board, Co-Chief Executive Officer and Member  
of the Executive Committee of Power Corporation of Canada*  
Co-Chairman of the Board and member of the Executive  
Committee of Corporation Financière Power* (Canada)  
Vice Chairman and Acting Managing Director of Pargesa  
Holding S.A.* (Switzerland)  
Director and member of the Executive Committee of La Great-West  
Compagnie d’assurance-vie (Canada)  
Director and member of the Executive Committee of First Great-West  
Life & Annuity Insurance Company (United States)  
Director and member of the Executive Committee of Great-West  
Lifeco Inc.* (Canada)  
Permanent representative of Sonepar, Director of Teissier until 2010  
Permanent representative of Sonepar France, Director of Sonepar  
Ile de France until 2007  
Bertrand Collomb  
Born on August 14, 1942 (French).  
Independent director.  
Director of Great West Financial (Canada) Inc. (Canada)  
Director and member of the Permanent Committee of Groupe  
Bruxelles Lambert S.A.* (Belgium)  
A graduate of the École Polytechnique and a member of France’s  
engineering Corps des Mines, Mr. Collomb held a number of positions  
within the Ministry of Industry and other cabinet positions from 1966  
to 1975. He joined the Lafarge group in 1975, where he served  
in various management positions. He served as Chairman and Chief  
Executive Officer of Lafarge from 1989 to 2003, then as Chairman  
of the Lafarge Board of Directors from 2003 to 2007, and has been  
the Honorary Chairman since 2007. He is also Chairman of the Institut  
des Hautes Études pour la Science et la Technologie (IHEST)  
and a Board member of the Institut Européen de la Technologie.  
– Director and member of the Executive Committee of Groupe  
Investors Inc. (Canada)  
– Director and member of the Executive Committee of Groupe  
d’assurance London Inc. (Canada)  
– Director and member of the Executive Committee of London Life,  
compagnie d’assurance-vie (Canada)  
– Director and member of the Executive Committee of Mackenzie Inc.  
– Director and Deputy Chairman of the Board of La Presse Ltée  
(Canada)  
*
Company names marked with an asterisk are publicly-listed companies.  
Underlined companies are companies that do not belong to the group in which the director has his or her main duties.  
Registration Document 2011. TOTAL  
93  
Corporate governance  
5
Report of the Chairman of the Board of Directors  
Director and Deputy Chairman of Gesca Ltée (Canada)  
Director of GDF Suez*  
Director of Lafarge*  
Director and member of the Executive Committee of Compagnie  
d’Assurance du Canada sur la Vie (Canada)  
Director and member of the Executive Committee of the Corporation  
Financière Canada Life (Canada)  
Director of TOTAL S.A. since May 13, 2011 and until 2014.  
Member of the Strategic Committee.  
Holds 1,000 shares.  
Current directorships  
– Director of TOTAL S.A.*  
– Member of the Management Board of Siemens AG*  
Director and member of the Executive Committee of IGM Inc.*  
(
Canada)  
Directorships that expired in the previous five years  
Director and Chairman of the Board of 171263 Canada Inc. (Canada)  
Director of 152245 Canada Inc. (Canada)  
Director of GWL&A Financial Inc. (United States)  
Director of Great West Financial (Nova Scotia) Co. (Canada)  
Director of First Great-West Life & Annuity Insurance Company  
– Member of the Board of Directors of INSEAD until 2011  
– Member of the Board of Directors of ZF Friedrichshafen AG  
until 2011  
– Member of the Board of Directors of Firmenich S.A. until 2010  
– Member of the Board of Directors of COFRA Holding AG until 2008  
– Member of Group Management Committee of Royal Philips  
Electronics N.V. until 2008  
(United States)  
Director of Power Communications Inc.  
Director and Vice Chairman of the Board of Power Corporation  
International  
Director and member of the Executive Committee of Putnam  
Investments LLC  
Anne Lauvergeon  
Born on August 2, 1959 (French).  
Independent director.  
Member of the Supervisory Board of Power Financial Europe B.V.  
Director of Canada Life Capital Corporation Inc. (Canada)  
Director and member of the Executive Committee of The Canada  
Life Assurance Company of Canada (Canada)  
Director and member of the Executive Committee of Crown Life  
Insurance Company (Canada)  
Director and Deputy Chairman of the Board of Square Victoria  
Communications Group Inc.  
Member of the Supervisory Board of Parjointco N.V.  
Chief Mining Engineer and a graduate of the École Normale Supérieure  
with a doctorate in physical sciences, Ms. Lauvergeon held various  
positions in industry before becoming Deputy Chief of Staff in the  
Office of the President of the Republic in 1990. She joined Lazard  
Frères et Cie as Managing Partner in 1995. From 1997 to 1999,  
she was Executive Vice President and member of the Executive  
Committee of Alcatel, in charge of industrial partnerships and  
international affairs. Ms. Lauvergeon served as Chairman  
of the Management Board of Areva from July 2001 to June 2011  
and Chairman and Chief Executive Officer of Areva NC (formerly  
Cogema) from June 1999 to June 2011.  
Directorships that expired in the previous five years  
Assistant Chairman of the Board of 3819787 Canada Inc.  
Canada) until 2010  
Member of the Board of Les Journaux Trans-Canada (1996) Inc.  
Canada) until 2009  
Director and Vice-Chairman of the Board of Directors of Imerys*  
France) until 2008  
(
(
Director of TOTAL S.A. since 2000 - Last renewal: May 15, 2009  
until 2012.  
(
Member of the Strategic Committee.  
Holds 2,000 shares.  
Director of GWL Properties until 2007  
Member of the International Consultative Committee  
of the La Poste group until 2007  
Current directorships  
Barbara Kux  
– Director of TOTAL S.A.*  
Director of GDF Suez*  
Director of Vodafone Group Plc*  
Born on February 26, 1954 (Swiss).  
Independent director.  
Directorships that expired in the previous five years  
Holder of an MBA (with honors) from INSEAD in Fontainebleau,  
Ms. Kux joined McKinsey & Company in 1984 as a Management  
Consultant, where she was responsible for strategic assignments  
for international groups. After serving as manager for development  
of emerging markets at ABB and then at Nestlé between 1989  
and 1999, she was appointed Executive Director of Ford in Europe  
from 1999 to 2003. In 2003, Ms. Kux became a member of the  
Management Committee of the Philips group and, starting in 2005,  
was in charge of sustainable development. Since 2008, she has  
been a member of the Management Board of Siemens AG.  
She is also responsible for sustainable development at the Group  
and is in charge of the Group’s supply chain.  
Chairperson of the Management Board of Areva* until June 30, 2011  
Chairman and Chief Executive Officer of Areva NC June 30, 2011  
Vice Chairperson and Member of the Supervisory Board of Safran*  
until 2009  
Claude Mandil  
Born on January 9, 1942 (French).  
Independent director.  
A graduate of the École Polytechnique and a General Engineer from  
France’s engineering school Corps des Mines, Mr. Mandil served  
as a Mining Engineer in the Lorraine and Bretagne regions. He then  
served as a Project Manager at the Délégation de l’Aménagement  
*
Company names marked with an asterisk are publicly-listed companies.  
Underlined companies are companies that do not belong to the group in which the director has his or her main duties.  
94  
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Report of the Chairman of the Board of Directors  
5
du Territoire et de l’Action Régionale (City and Department  
planning/DATAR) and as the Interdepartmental Head of Industry  
and Research and regional delegate of ANVAR. From 1981  
to 1982, he served as the technical advisor on the staff of the Prime  
Minister, in charge of the industry, energy and research sectors.  
He was appointed Chief Executive Officer, then Chairman and  
Chief Executive Officer of the Institut de Développement Industriel  
– Director of BNP Paribas Suisse  
– Member of the Supervisory Board of Banque marocaine  
pour le Commerce et l’Industrie*  
– Non-voting member (Censeur) of Galeries Lafayette  
Directorships that expired in the previous five years  
– Chairman of the Board of Directors of BNP Paribas until  
December 1, 2011  
(Industry Development Institute - IDI) until 1988. He was Chief  
Executive Officer of the Bureau de Recherches Géologiques  
et Minières (BRGM) from 1988 to 1990. From 1990 to 1998,  
Mr. Mandil was Chief Executive Officer for Energy and Commodities  
at the French Industry Ministry and the first representative for France  
to the Management Board of the International Energy Agency (IEA).  
He served as Chairman of the IEA from 1997 to 1998. In 1998,  
he was appointed Deputy Chief Executive Officer of Gaz de France  
and, in April 2000, Chairman of the Institut Français du Pétrole  
– Director of Lafarge* until May 2011  
– Chairman of la Fédération Bancaire Européenne until 2008  
Thierry de Rudder  
Born on September 3, 1949 (Belgian and French).  
Independent director.  
A graduate of the Université de Genève in mathematics,  
the Université Libre de Bruxelles and Wharton (MBA), Mr. de Rudder  
served in various positions at Citibank from 1975 to 1986 before  
joining Groupe Bruxelles Lambert, where he was appointed Acting  
Managing Director.  
(French Institute for Oil). From 2003 to 2007, he was the Executive  
Director of the EIA.  
Director of TOTAL S.A. since 2008 - Last renewal: May 13, 2011  
and until 2014  
Member of the Strategic Committee.  
Holds 1,000 shares.  
Director of TOTAL S.A. since 1999 - Last renewal: May 21, 2010  
until 2013.  
Member of the Audit Committee and the Strategic Committee.  
Holds 3,956 shares.  
Current directorships  
Director of TOTAL S.A.*  
Director of Institut Veolia Environnement  
Director of Schlumberger SBC Institute  
Current directorships  
Director of TOTAL S.A.*  
Directorships that expired in the previous five years  
Director of GDF Suez* from July to December 2008  
– Acting Managing Director of Groupe Bruxelles Lambert*  
Director of Brussels Securities (Belgium)  
Director of GBL Treasury Center (Belgium)  
Director of Sagerpar (Belgium)  
Michel Pébereau  
Director of GBL Energy Sàrl (Luxembourg)  
Born on January 23, 1942 (French).  
– Director of GBL Verwaltung Sàrl (Luxembourg)  
Director of GBL Verwaltung GmbH (Germany)  
Director of Ergon Capital Partners (Belgium)  
Independent director.  
Honorary Inspector General of Finance, Mr. Pébereau held various  
positions in the Ministry of Economy and Finance, before serving,  
from 1982 to 1993, as Chief Executive Officer and then as Chairman  
and Chief Executive Officer of Crédit Commercial de France (CCF).  
He was Chairman and Chief Executive Officer of BNP then BNP  
Paribas from 1993 to 2003, Chairman of the Board of Directors  
from 2003 to December 1, 2011, and is currently Honorary Chairman  
of BNP Paribas.  
– Director of Ergon Capital Partners II (Belgium)  
– Director of Ergon Capital Partners III (Belgium)  
– Director of GDF Suez*  
– Director of Lafarge*  
– Director of Electrabel  
Directorships that expired in the previous five years  
– Director of Compagnie Nationale à Portefeuille* until 2011  
Director of Suez-Tractebel (Belgium) until April 2010  
Director of Imerys* until 2010  
Director of GBL Participations (Belgium) until 2010  
Director of TOTAL S.A. since 2000 - Last renewal: May 15, 2009  
until 2012.  
Chairman of the Compensation Committee and member  
of the Nominating & Governance Committee.  
– Director of GBL Finance S.A. (Luxembourg) until 2009  
– Director of Immobilière Rue de Namur (Luxembourg) until 2007  
Holds 2,356 shares.  
Current directorships  
Director of TOTAL S.A.*  
Director of BNP Paribas*  
Director of Saint-Gobain*  
Director of AXA*  
Director of EADS N.V.*  
Director of Pargesa Holding S.A.* (Switzerland)  
*
Company names marked with an asterisk are publicly-listed companies.  
Underlined companies are companies that do not belong to the group in which the director has his or her main duties.  
Registration Document 2011. TOTAL  
95  
Corporate governance  
5
Report of the Chairman of the Board of Directors  
1
.1.2. Expired directorships  
1.1.3. Co-opted Director  
since the close of 2011  
of TOTAL S.A. as of May 13, 2011  
At the meeting held on January 12, 2012, the Board of Directors  
took note of the resignation of Mr. Thierry de Rudder from his position  
as a director as of the end of the Board meeting, and consequently  
decided to co-opt Mr. Gérard Lamarche to replace Mr. de Rudder,  
for the remaining term of his predecessor’s directorship, until  
the Shareholders’ Meeting to be held in 2013 to approve  
the 2012 accounts.  
Bertrand Jacquillat  
Born on April 11, 1944 (French).  
Independent director.  
A graduate of École des Hautes Études Commerciales (HEC),  
Institut d’études politiques de Paris and Harvard Business School,  
Mr. Jacquillat holds a PhD in management. He has been a university  
professor (in both France and the United States) since 1969,  
a professor at the Institut d’Études Politiques in Paris since 1999,  
Vice-President of the Cercle des Économistes, and founding  
chairman of Associés en Finance.  
The nomination of Mr. Gérard Lamarche is subject to the ratification  
of the Shareholders’ general meeting on May 11, 2012.  
Gérard Lamarche  
Born July 15, 1961 (Belgian).  
Independent director.  
Director of TOTAL S.A. since 1996 - Last renewal: May 16, 2008 -  
Term of office: May 13, 2011.  
Current directorships (as of May 13, 2011)  
Mr. Lamarche graduated in economic science from Louvain-La-Neuve  
university and the INSEAD business school (Advanced Management  
Program for Suez Group Executives). He also followed the Global  
Leadership Series course of training at the Wharton International  
Forum in 1998-99. He started his career in 1983 with Deloitte  
Haskins & Sells in Belgium, before becoming a consultant in mergers  
and acquisitions in Holland in 1987. In 1988, Mr. Lamarche joined  
Société Générale de Belgique as an investment manager  
and management controller between 1989 and 1991, then as  
a consultant in strategic operations from 1992 to 1995. He joined  
Compagnie Financière de Suez as a project manager for the Chairman  
and Secretary of the Executive Committee (1995-1997), before taking  
part in the merger between Compagnie de Suez and Lyonnaise  
des Eaux, which became Suez Lyonnaise des Eaux (1997), and  
then being appointed as the acting Managing Director in charge  
of Planning, Management Control and Accounts. In 2000, Mr. Lamarche  
pursued his career in industry by joining NALCO (the American  
subsidiary of the Suez group and the world leader in the treatment  
of industrial water) as the Director and Chief Executive Officer.  
In March 2004, he was appointed Chief Executive Officer in charge  
of Finance of the Suez group, before being appointed Senior  
Executive and Vice President in charge of Finance and member  
of the Management Committee and the Executive Committee  
of the GDF Suez group in July 2008. On April 12, 2011, Mr. Lamarche  
became a Director on the Board of Directors of Groupe Bruxelles  
Lambert (GBL). He has been the acting Managing Director since  
January 2012. Mr. Lamarche is also a Director of Legrand.  
Chairman and Chief Executive Officer of Associés en Finance  
Member of the Supervisory Board of Klépierre*  
Member of the Supervisory Board of Presses Universitaires  
de France (PUF)  
Directorships that expired in the previous five years  
Director and member of the Audit Committee of TOTAL S.A.  
until May 13, 2011.  
Lord Levene of Portsoken  
Born on December 8, 1941 (British).  
Independent director.  
Lord Levene served in various positions within the Ministry of Defense,  
the office of the Secretary of State for the Environment, the office  
of the Prime Minister and the Ministry of Trade in the United Kingdom  
from 1984 to 1995. He served as senior adviser at Morgan Stanley  
from 1996 to 1998 and was then appointed Chairman of Bankers  
Trust International from 1998 to 2002. He was Lord Mayor of London  
from 1998 to 1999. He is currently Chairman of Lloyd’s.  
Director of TOTAL S.A. since 2005 - Llast renewal: May 16, 2008 -  
Term of office: May 13, 2011.  
Current directorships (as of May 13, 2011)  
Chairman of Lloyd’s  
Chairman of General Dynamics UK Ltd  
Director of Haymarket Group Ltd  
Director of China Construction Bank*  
Chairman of NBNK Investments Plc*  
Director of TOTAL S.A. since 2012 – Nomination by cooptation:  
January 12, 2012 until 2013.  
Member of the Audit Committee and the Strategic Committee.  
Holds 1,575 shares.  
Directorships that expired in the previous five years  
Current directorships  
Chairman of TOTAL S.A.* until May 13, 2011  
Chairman of International Financial Services until 2010  
– Acting Managing Director and Director of Groupe Bruxelles Lambert*  
Director of TOTAL S.A.*  
Director and member of the Audit Committee of Legrand*  
Directorships that expired in the previous five years  
Director of Electrabel until 2011  
Director of Suez Environnement Company until 2011  
Director of International Power PLC until 2011  
*
Company names marked with an asterisk are publicly-listed companies.  
Underlined companies are companies that do not belong to the group in which the director has his or her main duties.  
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Director of Europalia International until 2011  
Director of GDF Suez Belgium until 2011  
Director of Agua de Barcelona until 2011  
Director of GDF Suez E.S. until 2011  
Director of Suez Tractebel until 2011  
Director of Fortis Banque until 2010  
– Director of Leo Holding Company until 2009  
– Director of Suez Environnement North America until 2009  
– Chairman and Director of Genfina until 2008  
– Director of Distrigaz until 2008  
– Director and Chairman of GDF Suez CC until 2008  
– Director of Suez Environnement* until 2008  
1.1.4. Composition of the Board of Directors as of February 9, 2012  
As of February 9, 2012, the Board of Directors has fifteen members, including one director appointed by the shareholders to represent  
employee shareholders. Twelve of the members of the Board are independent (see paragraph 1.8 – Director independence – in this Chapter 5).  
The detailed biographies of the Directors appear in paragraphs 1.1.1 to 1.1.3 above.  
Directors  
Independence  
Participation in Board Committees(a)  
Christophe de Margerie  
Chairman and Chief Executive Officer  
Thierry Desmarest  
Chairman of the Strategic Committee  
Chairman of the Nominating & Governance Committee  
Member of the Compensation Committee  
Member of the Strategic Committee  
Honorary Chairman  
Patrick Artus  
Independent director  
Independent director  
Member of the Nominating & Governance Committee(b)  
Member of the Compensation Committee  
Chairperson of the Audit Committee  
Patricia Barbizet  
Member of the Strategic Committee  
Daniel Bouton  
Gunnar Brock  
Independent director  
Independent director  
Member of the Nominating & Governance Committee(b)  
Member of the Compensation Committee(b)  
Member of the Strategic Committee  
Claude Clément  
Director representing employee shareholders  
Marie-Christine Coisne-Roquette  
Bertrand Collomb  
Paul Desmarais Jr  
Barbara Kux  
Independent director  
Independent director  
Independent director  
Independent director  
Independent director  
Member of the Audit Committee(c)  
Member of the Nominating & Governance Committee  
Member of the Strategic Committee  
Gérard Lamarche  
Member of the Audit Committee(d)  
Member of the Strategic Committee(d)  
Anne Lauvergeon  
Claude Mandil  
Independent director  
Independent director  
Member of the Strategic Committee  
Member of the Nominating & Governance Committee(b)  
Member of the Compensation Committee(b)  
Member of the Strategic Committee  
Michel Pébereau  
Independent director  
Chairman of the Compensation Committee  
(
(
(
(
a) For more details on the composition of the Board Committees, refer to paragraph 1.5 in Chapter 5.  
b) Since February 9, 2012.  
c) Since May 13, 2011.  
d) Since January 12, 2012.  
At its meeting held on February 9, 2012, the Board of Directors decided to propose the renewal of the directorships of Ms. Lauvergeon  
and Messrs. de Margerie, Artus, Collomb, and Pébereau, which are due to expire. At the general Shareholders’ meeting on May 11, 2012,  
the Board will also propose the nomination of a new independent Director, Ms. Anne-Marie Idrac, who will place her expertise of the world  
of industry at the Board’s disposal and will broaden the representativeness and the diversity of the Board. If the resolution is approved  
by the Shareholders’ Meeting, the proportion of women sitting on the Board will be one-third.  
1.2. Other information  
At its meeting on September 15, 2009, the Board of Directors  
appointed Mr. Charles Paris de Bollardière Secretary of the Board.  
Council attend, with consultative rights, all meetings  
of the Board. In compliance with the second paragraph of such  
article, since July 7, 2010, four members of the Worker’s Council  
attend Board meetings.  
Representative of the Worker’s Council: pursuant to Article  
L. 2323- 62 of the French Labor Code, members of the Worker’s  
*
Company names marked with an asterisk are publicly-listed companies.  
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1.3. Corporate Governance Code  
For several years, TOTAL has been actively examining corporate  
governance matters. At its meeting on November 4, 2008, the Board  
of Directors confirmed its decision to refer to the Corporate Governance  
Code for Listed Companies published by the principal French business  
confederations, the Association Française des Entreprises Privées  
At the Shareholders’ Meeting in May 2012, it will be proposed  
to appoint one additional woman to replace one director whose term  
is coming to an end. If the resolution is approved by the Shareholders’  
Meeting, the proportion of women sitting in the Board will  
be one-third. The Board of Directors will keep examining corporate  
governance issues to keep diversifying in the years to come.  
(AFEP) and the Mouvement des Entreprises de France (MEDEF)  
(
“AFEP-MEDEF Code”) for corporate governance matters.  
At its meeting on February 8, 2012, the Nominating & Governance  
Committee examined current practices in the Company in view  
of the AFEP-MEDEF code and concluded that the Company  
complied with almost all the recommendations.  
The AFEP-MEDEF Code is available on the MEDEF website  
www.medef.fr, Publication/Economie).  
(
The AFEP-MEDEF Code was amended in April 2010 to make  
recommendations related to the balanced number of men and  
women sitting in Board and Committees’ meetings. The code  
recommends that a target of at least 20% of women be reached  
before April 2013 and at least 40% before April 2016.  
These requirements were also stipulated in the French law  
of January 27, 2011 regarding balanced representation of men  
and women on Boards of Directors and Supervisory Boards and  
equal opportunity. The law states that the 20% threshold must  
be attained at the end of the 2014 Shareholders’ Meeting  
and that the 40% threshold must be attained at the end of the  
Mr. Thierry Desmarest, Honorary Chairman of the Company  
and director, can still be entrusted with representative missions for  
the Group, by decision of the Board of Directors on May 21, 2010.  
Since 2004, the Board of Directors has had a Financial Code of Ethics  
that, in the overall context of the Group’s Code of Conduct,  
sets forth specific rules for its Chairman, Chief Executive Officer,  
Chief Financial Officer, Chief Accounting Officer and the financial  
and accounting officers for its principal activities. The Board  
has made the Audit Committee responsible for implementing  
and ensuring compliance with this code.  
2
017 Shareholder’s Meeting.  
In 2005, the Board approved the procedure for alerting the Audit  
Committee of complaints or concerns regarding accounting,  
internal accounting controls or auditing matters.  
As of December 31, 2011, the Company’s Board of Directors was  
comprised of four women out of a total of fifteen members (i.e., 26%).  
1.4. Rules of procedure of the Board of Directors  
At its meeting on February 13, 2007, the Board of Directors  
adopted rules of procedure to replace the Directors’ Charter.  
It is reviewed on a regular basis to match the changes in rules  
and practices related to governance.  
The Board’s rules of procedure specify the obligations of each  
director and set forth the mission and working procedures of the  
Board of Directors. They also define the respective responsibilities  
and authority of the Chairman and of the Chief Executive Officer.  
An unabridged version of these rules of procedure is available  
herein. They are also available on the Company’s website.  
The Board of Directors of TOTAL S.A.(1) approved these rules  
of procedure.  
1. MISSION OF THE BOARD OF DIRECTORS  
The mission of the Board of Directors is to determine the strategic direction of the Group and supervise the implementation of this vision.  
With the exception of the powers and authority expressly reserved for shareholders and within the limits of the Company’s legal purpose,  
the Board may address any issue related to the operation of the Company and take any decision concerning the matters falling within its  
purview. Within this framework, the Board’s duties and responsibilities include, but are not limited to, the following:  
appointing the Chairman and the Chief Executive Officer(2) and supervising the handling of their responsibilities;  
defining the Company’s strategic orientation and, more generally, that of the Group;  
approving investments or divestments under study by the Group that concern amounts greater than 3% of shareholders’ equity;  
reviewing information on significant events related to the Company’s affairs, in particular for investments or divestments that are greater  
than 1% of shareholders’ equity;  
conducting audits and investigations as it may deem appropriate. The Board, with the assistance of the Audit Committee where  
appropriate, ensures that:  
-
the proper definition of authority within the Company and the proper exercise of duties and responsibilities by the bodies of the  
Company are in place;  
-
no individual is authorized to contract on behalf of the Company or to commit to pay, or to make payments, on behalf of the Company,  
without proper supervision and control;  
-
-
the internal control function operates properly and that the statutory auditors are able to conduct their audits under appropriate circumstances;  
the committees it has created duly perform their responsibilities;  
(
(
1) In these rules of procedure, TOTAL S.A. is referred to as the “Company” and, collectively with all of its direct and indirect subsidiaries, as the “Group”.  
2) The Chairman and Chief Executive Officer, if the Chairman of the Board of Directors is also responsible for the general management of the Company, the Chairman of the Board of Directors  
and the Chief Executive Officer, if this is not the case, and, where appropriate, any acting Managing Directors, in accordance with the organization adopted by the Board of Directors.  
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monitoring the quality of the information provided to the shareholders and the financial markets through the financial statements that  
it approves and the annual reports, or when major transactions are conducted;  
convening and setting the agenda for Shareholders’ Meetings or meetings of bond holders;  
preparing, for each year, a list of the directors it deems to be independent under generally recognized corporate governance criteria.  
2. DIRECTORS’ OBLIGATIONS  
Before accepting a directorship, every candidate receives a copy of TOTAL S.A.’s by-laws and rules of procedure. He ensures that he has  
broad knowledge of the general and particular commitments related to his duty, especially the laws and regulations governing directorships  
in French limited liability companies (société anonyme) whose shares are listed in one or several regulated markets.  
Accepting a directorship involves upholding the Directors’ ethical rules as described in the Code of Corporate Governance to which  
the Company refers. It also involves upholding the rules of procedure and the Group’s values as described in its Code of Conduct.  
When directors participate in and vote at Board meetings, they are required to represent the interest of the shareholders and the Company as a whole.  
2.1. INDEPENDENCE OF JUDGMENT  
Directors undertake, under any circumstance, to maintain the independence of their analysis, judgment, decision making and actions as well  
as not to be unduly influenced, directly or indirectly, by other directors, particular groups of shareholders, creditors, suppliers and, more generally,  
any third party.  
2.2. PREPARATION OF EACH BOARD MEETING  
Directors undertake to devote the amount of time required to consider the information they are given and otherwise prepare for meetings  
of the Board and of the committees on which they sit. Directors may request any additional information that they feel is necessary or useful  
from the Chairman and Chief Executive Officer. Directors, if they consider it necessary, may request training on the Company’s specificities,  
businesses and activities, and any other training that is of use in the exercise of their duties as Directors.  
Directors attend all Board meetings and all committees or Shareholders’ Meetings, unless they have previously contacted the Chairman  
to inform him of scheduling conflicts.  
Files reviewed at each meeting of the Board as well as the information collected before or during the meetings are confidential. Directors  
cannot use them for or share them with a third party whatever the reason. Directors take any necessary measures to keep them confidential.  
Confidentiality and privacy are lifted when such information is made publicly available by the Company.  
The Chairman of the Board makes sure that the Company provides the directors with the relevant information, including criticisms,  
in particular financial statement reports and press releases, and the main press articles about the Company.  
2.3. DUTY OF LOYALTY  
Directors cannot take advantage of their office or duties to ensure, for themselves or a third party, any monetary or non-monetary benefit.  
They notify the Board of Directors of any potential conflicts of interest with the Company or any other company of the Group.  
They refrain from participating in the vote relating to the corresponding resolution or even to the debate preceding the vote.  
Directors must inform the Board of Directors of their entering into a transaction that involves directly the Company or any other company  
of the Group before such transaction is closed.  
Directors cannot take any responsibility in a personal capacity in companies or businesses that are competing with the Company or any  
other company of the Group without previously informing the Board.  
Directors are committed not to seek or accept directly or indirectly from the Company or any other company of the Group benefits  
that may be considered as compromising their independence.  
2.4. DUTY OF EXPRESSION  
Directors are committed to clearly expressing their opposition if they deem that a decision made by the Board of Directors is contrary  
to the Company’s corporate interest and should strive to convince the Board of the relevancy of their position.  
2.5. COMPANY’S SECURITIES AND STOCK EXCHANGE RULES  
While in office, directors are required to hold the minimum number of registered shares as set by the Company’s by-laws.  
Directors refrain from trading any shares and ADRs of TOTAL S.A. and its publicly traded subsidiaries for which they hold non-public  
information that could impact the securities’ market value. To this purpose, directors act in compliance with the following procedures:  
1
. Any shares and ADRs of TOTAL S.A. and its publicly traded subsidiaries are to be held in registered form, either with the Company  
or its agent , or administered registered shares with a French broker (or U.S. broker for ADRs) whose contact details are communicated  
to the Board’s Secretary by the director;  
(1)  
(1) currently, BNP-Paribas Securities Services for TOTAL shares and Bank of New York for TOTAL ADRs.  
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3
. Buying on margin or short selling (Paris option market (MONEP), warrants, exchangeable obligations, etc.) those same securities is also prohibited;  
. Any transaction on the TOTAL share (or ADR) is strictly prohibited, including hedging transactions, on the day when the Company  
discloses its periodic earnings (quarterly, interim and annual) as well as the fifteen calendar days preceding such date; and  
. Directors make all necessary arrangements to declare to the French Financial Markets Authority (Autorité des marchés financiers) and  
inform the Board’s secretary, under the form and timeframe provided for by applicable laws, of any transaction on the company’s securities  
entered into by himself or any other individual with whom he is closely related.  
4
3. WORKINGS OF THE BOARD OF DIRECTORS  
The Board of Directors meets at least four times a year and as often as circumstances may require.  
Before each meeting of the Board, the agenda is sent out to directors and, whenever possible, it is sent together with the documents  
that are necessary to consider.  
Directors can delegate their authority to another director at the meetings of the Board, within the limit of one delegation per director per meeting.  
Whenever authorized by the law, those directors attending the meeting of the Board via video conference (in compliance with the technical  
requirements set by applicable regulations) are considered present for the calculation of the quorum and majority.  
The Board allocates directors’ fees to, and may allocate additional directors’ fees to, directors who participate on specialized committees  
within the total amount established by the Shareholders’ Meeting. The Chairman and the Chief Executive Officer are not awarded directors’  
fees for their work on the Board and Committees.  
The Board of Directors, based on the recommendation of its Chairman, appoints a Secretary. Every member of the Board of Directors  
can refer to the Secretary and benefit from his assistance. The Secretary is responsible for the working procedures of the Board of Directors.  
The Board shall review such procedures periodically.  
The Board conducts, at regular intervals not to exceed three years, an assessment of its practices. Such assessment is carried out possibly  
under the supervision of an independent director or with the contribution of an outside counsel. In addition, the Board of Directors conducts  
an annual discussion of its methods.  
4. RESPONSIBILITY AND AUTHORITY OF THE CHAIRMAN  
The Chairman represents the Board, and, except under exceptional circumstances, is the sole member authorized to act and speak  
on behalf of the Board.  
He is responsible for organizing and presiding over the Board’s activities and monitors corporate bodies to ensure that they are functioning  
effectively and respecting corporate governance principles. He coordinates the activity of the Board and its committees. He sets the agenda  
for the meeting by including the issues proposed by the Chief Executive Officer.  
He ensures that directors have in due course clear and appropriate information that is necessary to carry out their duties.  
He is responsible, with the Group’s general management, for maintaining relations between the Board and the Company’s shareholders.  
He monitors the quality of the information disclosed by the Company.  
In close cooperation with the Group’s general management, he may represent the Group in high-level discussions with government  
authorities and the Group’s important partners, on both a national and international level.  
He is regularly informed by the Chief Executive Officer of events and situations that are important for the Group relating to the strategy,  
organization, monthly financial reporting, major investment and divestment projects and major financial operations. He may request that the  
Chief Executive Officer or other Company directors, provided the Chief Executive Officer is informed, provide any useful information for the  
Board or its committees to carry out their duties.  
He may also work with the statutory auditors to prepare matters before the Board or the Audit Committee.  
He presents every year in a report to the Shareholders’ Meeting, practices of the Board of Directors and potential limits set by the Board of Directors  
concerning the powers of the Chief Executive Officer. For this purpose, he receives from the Chief Executive Officer the relevant information.  
5. AUTHORITY OF THE CHIEF EXECUTIVE OFFICER  
The Chief Executive Officer is responsible for the general management of the Company. He chairs the Group’s Executive Committee and  
Management Committee. Subject to the Company’s corporate governance rules and in particular the rules of procedure of the Board of  
Directors, he has the full extent of authority to act on behalf of the Company in all instances, with the exception of actions that are, by law,  
reserved to the Board of Directors or to Shareholders’ meetings.  
The Chief Executive Officer is responsible for periodic reporting of the Group’s results and outlook to shareholders and the financial community.  
At each meeting of the Board, the Chief Executive Officer reports the highlights of the Group’s activity.  
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6. COMMITTEES OF THE BOARD OF DIRECTORS  
The Board of Directors approved the creation of:  
an Audit Committee,  
a Nominating & Governance Committee,  
a Compensation Committee, and  
a Strategic Committee.  
The missions and composition of these committees are defined in their relevant rules of procedure approved by the Board of Directors.  
The Committees carry out their duty for and report to the Board of Directors.  
Each committee reports on its activities to the Board of Directors.  
1.5. Committees of the Board of Directors  
On April 28, 2011, the Board agreed in principle on the creation  
of a new Strategic Committee, the composition and rules of which  
it approved at its meeting on July 28, 2011. This Committee  
was set up and met for the first time on September 14, 2011.  
The composition and an unabridged version of these rules of procedure  
of the Committees of the Board of Directors is available herein.  
1.5.1. Audit Committee  
Rules of procedure (unabridged version)  
The Board of Directors of TOTAL S.A. (hereafter referred to as the “Company” and, collectively with all its direct and indirect subsidiaries,  
as the “Group”) has approved the following rules of procedure of the Company’s Audit Committee (hereafter, the “Committee”).  
The members of the Committee are directors of the Company and therefore uphold the rules of procedure of the Board of Directors of  
TOTAL S.A.  
I. MISSION  
To allow the Board of Directors of TOTAL S.A. to ensure that internal control is effective and that published information available to shareholders  
and financial markets is reliable, the duties of the Committee include:  
recommending the appointment of statutory auditors and their compensation, ensuring their independence and monitoring their work;  
establishing the rules for the use of statutory auditors for non-audit services and verifying their implementation;  
supervising the audit by the statutory auditors of the Company’s statutory financial statements and consolidated financial statements;  
examining the accounting policies used to prepare the financial statements and examining the Company’s statutory financial statements  
and consolidated annual, semi-annual, and quarterly financial statements prior to their examination by the Board of Directors, after  
regularly monitoring the financial situation, cash position and obligations of the Company;  
supervising the implementation of internal control and risk management procedures and their effective application, with the assistance of  
the internal audit department;  
supervising procedures for preparing financial information;  
monitoring the implementation and activities of the disclosure committee, including reviewing the conclusions of this committee;  
reviewing the annual work program of internal and external auditors;  
receiving information periodically on completed audits and examining annual internal audit reports and other reports (statutory auditors,  
annual report, etc.);  
reviewing the choice of appropriate accounting principles and methods;  
reviewing the Group’s policy for the use of derivative instruments;  
reviewing, if requested by the Board of Directors, major transactions contemplated by the Group;  
reviewing significant litigation annually;  
implementing and monitoring compliance with the financial code of ethics;  
proposing to the Board of Directors, for implementation, a procedure for complaints or concerns of employees, shareholders and others,  
related to accounting, internal accounting controls or auditing matters, and monitoring the implementation of this procedure; and  
reviewing the procedure for booking the Group’s proved reserves.  
II. COMPOSITION  
The Committee is made up of at least three directors designated by the Board of Directors. Members must be independent directors.  
In selecting the members of the Committee, the Board of Directors pays particular attention to their independence and their financial and  
accounting qualifications.  
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The Board of Directors appoints one of the members of the Committee to serve as the financial expert on the Committee.  
Members of the Committee may not be executive officers of the Company or one of its subsidiaries, nor own more than 10% of the  
Company’s shares, whether directly or indirectly, individually or acting together with another party.  
Members of the Committee may not receive from the Company and its subsidiaries, either directly or indirectly, any compensation other  
than: (i) directors’ fees paid for their services as directors or as members of the committee, or, if applicable, as members of another  
committee of the Company’s Board; and (ii) compensation and pension benefits related to prior employment by the Company, or another  
Group company, which are not dependent upon future work or activities  
The term of office of the members of the Committee coincides with the term of their appointment as director. The term of office as a member  
of the Committee may be renewed at the same time as the appointment as director.  
However, the Board of Directors can change the composition of the Committee at any time.  
III. ORGANIZATION OF ACTIVITIES  
The Committee appoints its own Chairman. The Chairman appoints the Committee secretary, who may be the Chief Financial Officer of the Company.  
The Committee deliberates when at least one-half of its members are present. A member of the Committee cannot be represented.  
The Committee meets at least four times a year to review the annual and quarterly consolidated financial statements, and at the request  
of its Chairman, at least one-half of its members, the Chairman of the Board of Directors or the Chief Executive Officer of the Company.  
The Committee Chairman prepares the schedule of its meetings.  
The Audit Committee may meet with the Chairman of the Board, the Chief Executive Officer, and, if applicable, any acting Managing Director  
of the Company and perform inspections and consult with managers of operating or non-operating departments, as may be useful in  
performing its duties. The Chairman of the committee gives prior notice of such meeting to the Chairman of the Board or, if the latter is not  
the Chief Executive Officer, to both the Chairman of the Board of Directors and the Chief Executive Officer. In particular, the Committee is  
authorized to consult with those involved in preparing or auditing the financial statements (Chief Financial Officer and principal Finance Department  
managers, Audit Department, Legal Department) by asking the Company’s Chief Financial Officer to call them to a meeting.  
The Committee consults with the statutory auditors. It has the capacity of consulting them without Company representatives attending.  
If it is informed of a substantial irregularity, it recommends that the Board of Directors take all appropriate action.  
If it deems it necessary to accomplish its duties, the Committee may request from the Board of Directors the resources to engage external  
consultants.  
The proposals made by the Committee to the Board of Directors are adopted by a majority of the members present at the Committee  
meeting. The Chairman of the Committee casts the deciding vote if an even number of members is present at the meeting.  
The Committee can adopt proposals intended for the Board of Directors without meeting if all the members of the Committee so agree  
and sign each proposal.  
A written summary of Committee meetings is drawn up.  
IV. REPORT  
The Committee submits written reports to the Board of Directors regarding its work.  
It periodically evaluates its performance based on these rules of procedure and, if applicable, offers suggestions for improving its performance.  
Members of the Audit Committee in 2011  
The Committee is chaired by Ms. Barbizet.  
In 2011, the Committee’s members were Ms. Patricia Barbizet,  
Mr. Thierry de Rudder and Mr. Bertrand Jacquillat, until his term  
as director expired on May 13, 2011. At the Shareholders’ Meeting  
on May 13, 2011, Ms. Marie-Christine Coisne-Roquette was  
appointed a member of the Audit Committee to replace Mr. Jacquillat.  
At its meeting on July 28, 2011, the Board of Directors decided  
to appoint Ms. Barbizet to serve as the Audit Committee financial  
expert based on a recommendation by the Audit Committee.  
A summary of the Committee’s activities in 2011 is provided in  
paragraph 1.6.1 below.  
All of the members of the Committee are independent directors  
and have recognized experience in the financial and accounting  
fields, as illustrated in their summary biographies (see 1.1 and 1.3,  
Composition of the Board of Directors in Chapter 5).  
At its meeting on January 12, 2012, the Board of Directors decided  
to co-opt Mr. Gérard Lamarche as a director and to nominate  
him as a member of the Audit Committee in replacement of  
Mr. de Rudder, who is resigning from his position as a Director.  
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1.5.2. Compensation Committee  
Rules of procedure (unabridged version)  
The Board of Directors of TOTAL S.A. (hereafter referred to as the “Company” and, collectively with all its direct and indirect subsidiaries, as the  
Group”) has approved the following rules of procedure of the Company’s Compensation Committee (hereafter, the “Committee”).  
The members of the Committee are directors of the Company and therefore uphold the rules of procedure of the Board of Directors of TOTAL S.A.  
The Committee is focused on:  
examining the executive compensation policies implemented by the Group and the compensation of members of the Executive Committee;  
evaluating the performance and recommending the compensation of each corporate executive officer, and  
preparing reports which the Company must present in these areas.  
I. DUTIES  
The Committee’s duties include:  
1
. examining the main objectives proposed by the Company’s general management regarding compensation of the Group’s executive  
officers, including stock option and restricted share grant plans and equity-based plans, and advising on this subject;  
. presenting recommendations and proposals to the Board of Directors concerning:  
2
-
compensation, pension and life insurance plans, in-kind benefits and other compensation (including severance benefits) for the corporate  
executive officers of the Company; in particular, the Committee proposes compensation structures that take into account the Company’s  
strategy, objectives and earnings and market practices,  
-
stock option and restricted share grants, particularly grants of registered shares to the corporate executive officers;  
3. examining the compensation of the members of the Executive Committee, including stock option and restricted share grant plans and  
equity-based plans, pension and insurance plans and in-kind benefits;  
4
5
6
. preparing and presenting reports in accordance with these rules of procedure;  
. examining, for the parts within its remit, reports to be sent by the Board of Directors or its Chairman to the shareholders;  
. preparing recommendations requested at any time by the Chairman of the Board of Directors or the general management of the Company  
regarding compensation.  
II. COMPOSITION  
The Committee is made up of at least three directors designated by the Board of Directors. A majority of the members must be independent  
directors.  
Members of the Compensation Committee may not receive from the Company and its subsidiaries, either directly or indirectly, any  
compensation other than: (i) directors’ fees paid for their services as directors or as members of the committee, or, if applicable, as members  
of another committee of the Company’s Board; (ii) compensation and pension benefits related to prior employment by the Company, or  
another Group company, which are not dependent upon future work or activities.  
The term of office of the members of the Committee coincides with the term of their appointment as director. The term of office as a member  
of the Committee may be renewed at the same time as the appointment as director.  
However, the Board of Directors can change the composition of the Committee at any time.  
III. ORGANIZATION OF ACTIVITIES  
The Committee appoints its Chairman and its secretary. The secretary is a Company senior executive.  
The Committee deliberates when at least one-half of its members are present. A member of the Committee cannot be represented.  
The Committee meets at least twice a year. It meets on an as-needed basis through notice by its Chairman or by one-half of its members.  
The Committee invites the Chairman of the Board or the Chief Executive Officer of the Company, as applicable, to present recommendations.  
Neither the Chairman nor the Chief Executive Officer may be present during the Committee’s deliberations regarding his own situation.  
If the Chairman of the Board is not the Chief Executive Officer of the Company, the Chief Executive Officer may not be present during the  
Committee’s deliberations regarding the situation of the Chairman of the Board.  
While maintaining the appropriate level of confidentiality for its discussions, the Committee may request from the Chief Executive Officer  
to be assisted by any senior executive of the Company whose skills and qualifications could facilitate the handling of an agenda item.  
If it deems it necessary to accomplish its duties, the Committee may request from the Board of Directors the resources to engage external  
consultants.  
The proposals made by the Committee to the Board of Directors are adopted by a majority of the members present at the Committee  
meeting. The Chairman of the Committee casts the deciding vote if an even number of Committee members is present at the meeting.  
The Committee can adopt proposals intended for the Board of Directors without meeting if all the members of the Committee so agree and  
sign each proposal.  
A written summary of Committee meetings is drawn up.  
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IV. REPORT  
The Committee reports on its activities to the Board of Directors.  
At the request of the Chairman of the Board, the Committee examines all draft reports of the Company regarding compensation of the executive  
officers or any other issues relevant to its area of expertise.  
Members of the Compensation Committee  
in 2011  
At its meeting on February 9, 2012, the Board of Directors decided  
In 2011, the Committee’s members were Messrs. Patrick Artus,  
Bertrand Collomb, Thierry Desmarest and Michel Pébereau.  
Messrs. Artus, Collomb and Pébereau are independent directors.  
Mr. Michel Pébereau chairs the Committee. A summary of the  
Committee’s activities in 2011 is provided in paragraph 1.6.2 below.  
to change the composition of the Compensation Committee.  
As of this date, the Committee’s members are Messrs. Patrick  
Artus, Gunnar Brock, Thierry Desmarest, Claude Mandil and  
Michel Pébereau. Messrs. Artus, Brock, Mandil and Pébereau are  
independent directors.  
1.5.3. Nominating & Governance Committee  
Rules of procedure (unabridged version)  
The Board of Directors of TOTAL S.A. (hereafter referred to as the “Company” and, collectively with all its direct and indirect subsidiaries, as the  
Group”) has approved the following rules of procedure of the Company’s Nominating & Governance Committee (hereafter, the “Committee”).  
The members of the Committee are directors of the Company and therefore uphold the rules of procedure of the Board of Directors of TOTAL S.A.  
The Committee is focused on:  
recommending to the Board of Directors the persons that are qualified to be appointed as directors, so as to guarantee the scope  
of coverage of the Directors’ competencies and the diversity of their profiles;  
recommending to the Board of Directors the persons that are qualified to be appointed as corporate executive officers;  
preparing the Company’s corporate governance rules and supervising their implementation; and  
examining any questions referred to it by the Board or the Chairman of the Board, in particular questions related to ethics and situations  
of conflicting interests.  
I. DUTIES  
The Committee’s duties include:  
1. presenting recommendations to the Board for its membership and the membership of its committees, and the qualification in terms  
of independence of each candidate for Directors’ positions on the Board of Directors;  
2. proposing annually to the Board of Directors the list of directors who may be considered as “independent directors”;  
3. examining, for the parts within its remit, reports to be sent by the Board of Directors or its Chairman to the shareholders;  
4. assisting the Board of Directors in the selection and evaluation of the corporate executive officers and examining the preparation of their  
possible successors, including cases of unforeseeable absence;  
5
6
7
. recommending to the Board of Directors the persons that are qualified to be appointed as directors;  
. recommending to the Board of Directors the persons that are qualified to be appointed as member of a Committee of the Board of Directors;  
. proposing methods for the Board of Directors to evaluate its performance, and in particular preparing means of regular self-assessment of  
the workings of the Board of Directors, and the possible assessment thereof by an external consultant;  
. proposing to the Board of Directors the terms and conditions for allocating directors’ fees and the conditions under which expenses  
incurred by the directors are reimbursed;  
8
9
1
. developing and recommending to the Board of Directors the corporate governance principles applicable to the Company;  
0.examining any questions referred to it by the Board or the Chairman of the Board, in particular questions related to ethics and situations  
of conflicting interests;  
1
1
1
1.preparing recommendations requested at any time by the Board of Directors or the general management of the Company regarding  
appointments or governance.  
2.examining the conformity of the Company’s governance practices with the recommendations of the Code of Corporate Governance  
adopted by the Company;  
3.examining changes in the duties of the Board of Directors.  
II. COMPOSITION  
The Committee is made up of at least three directors designated by the Board of Directors. A majority of the members must be independent  
directors.  
Members of the Nominating & Governance Committee, other than the Company’s corporate executive officers may not receive from  
the Company and its subsidiaries any compensation other than: (i) directors’ fees paid for their services as directors or as members  
of the committee, or, if applicable, as members of another committee of the Company’s Board; (ii) compensation and pension benefits  
related to prior employment by the Company, or another Group company, which are not dependent upon future work or activities.  
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The term of office of the members of the Committee coincides with the term of their appointment as director. The term of office as a member  
of the Committee may be renewed at the same time as the appointment as director.  
However, the Board of Directors can change the composition of the Committee at any time.  
III. ORGANIZATION OF ACTIVITIES  
The Committee appoints its Chairman and its secretary. The secretary is a Company senior executive.  
The Committee deliberates when at least one-half of its members are present. A member of the Committee cannot be represented.  
The Committee meets at least twice a year. It meets on an as-needed basis through notice by its Chairman or by one-half of its members.  
The Committee invites the Chairman of the Board or the Chief Executive Officer of the Company, as applicable, to present recommendations.  
The corporate executive officers, whether they are members of the Committee or invited to its meetings, may not be present at deliberations  
concerning their own situation.  
While maintaining the appropriate level of confidentiality for its discussions, the Committee may request from the Chief Executive Officer  
to be assisted by any senior executive of the Company whose skills and qualifications could facilitate the handling of an agenda item.  
If it deems it necessary to accomplish its duties, the Committee may request from the Board of Directors the resources to engage external consultants.  
The proposals made by the Committee to the Board of Directors are adopted by a majority of the members present at the Committee  
meeting. The Chairman of the Committee casts the deciding vote if an even number of Committee members is present at the meeting.  
The Committee can adopt proposals intended for the Board of Directors without meeting if all the members of the Committee so agree  
and sign each proposal.  
A written summary of Committee meetings is drawn up.  
IV. REPORT  
The Committee reports on its activities to the Board of Directors.  
Members of the Nominating & Governance  
Committee in 2011  
At its meeting on February 9, 2012, the Board of Directors decided  
In 2011, the Committee’s members were Messrs. Bertrand Collomb,  
Thierry Desmarest and Michel Pébereau. Messrs. Collomb  
and Pébereau are independent directors. The Committee is chaired  
by Mr. Desmarest. A summary of the Committee’s activities in 2011  
is provided in paragraph 1.6.3 below.  
to change the composition of the Nominating & Governance  
Committee. As of this date, the Committee’s members are Messrs.  
Patrick Artus, Gunnar Brock, Bertrand Collomb, Thierry Desmarest  
and Claude Mandil. Messrs. Artus, Brock, Collomb and Mandil are  
independent directors.  
1.5.4. Strategic Committee  
Rules of procedure (unabridged version)  
The members of the Committee are directors of the Company and therefore uphold the rules of procedure of the Board of Directors of TOTAL S.A.  
I. DUTIES  
To allow the Board of Directors of TOTAL S.A. to ensure the Group’s development, the Committee’s duties include:  
examining the overall strategy of the Group proposed by the Company’s general management;  
examining operations that are of particular strategic importance;  
reviewing competition and the resulting medium and long-term outlook for the Group.  
II. COMPOSITION  
The Committee is made up of at least five directors designated by the Board of Directors.  
Members of the Committee may not receive from the Company and its subsidiaries, either directly or indirectly, any compensation other than:  
directors’ fees paid for their services as directors or as members of the Committee, or, if applicable, as members of another committee of  
the Company’s Board; and  
compensation and pension benefits related to prior employment by the Company, or another Group company, which are not dependent  
upon future work or activities.  
The term of office of the members of the Committee coincides with the term of their appointment as director. The term of office as a member  
of the Committee may be renewed at the same time as the appointment as director.  
However, the Board of Directors can change the composition of the Committee at any time.  
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III. ORGANIZATION OF ACTIVITIES  
The Chairman of the Board of Directors of the Company chairs the Committee. The Chairman appoints the Committee secretary, who may  
be the Secretary of the Board of Directors.  
The Committee deliberates when at least one-half of its members are present. A member of the Committee cannot be represented.  
The Committee meets at least once a year and at the request of its Chairman, at least one-half of its members, or the Chief Executive Officer  
of the Company. The Committee Chairman prepares the schedule of its meetings.  
Directors who are not members of the Committee are free to participate in the Committee’s meetings. This voluntary participation entitles  
them to the same directors’ fees as those paid to the members of the Committee for attending meetings.  
The Committee may meet with the Chief Executive Officer, and, if applicable, any acting Managing Director of the Company and consult with  
managers of operating or non-operating departments, as may be useful in performing its duties. The Chairman of the Committee [if the latter  
is not the Chief Executive Officer of the Company] gives prior notice of such meeting to the Chief Executive Officer. In particular, the  
Committee is authorized to consult with the Vice President Strategy & Business Intelligence of the Company or the person delegated by the  
latter, by asking the Company’s Chief Executive Officer to call them to a meeting.  
If it deems it necessary to accomplish its duties, the Committee may request from the Board of Directors the resources to engage external consultants.  
A written summary of Committee meetings is drawn up.  
IV. REPORT  
The Committee submits written reports to the Board of Directors regarding its work.  
It periodically evaluates its performance based on these rules of procedure and, if applicable, offers suggestions for improving its performance.  
Members of the Strategic Committee in 2011  
In 2011, the Committee’s members were Mmes. Patricia Barbizet,  
Barbara Kux and Anne Lauvergeon and Messrs. Christophe de  
Margerie, Thierry Desmarest, Gunnar Brock, Claude Mandil  
and Thierry de Rudder.  
Mmes. Barbizet, Kux and Lauvergeon and Messrs. Brock, Mandil  
and Lamarche are independent directors.  
As a reminder, directors who are not members of the Committee  
are free to participate in the Committee’s meetings.  
At its meeting on January 12, 2012, the Board of Directors decided  
to co-opt Mr. Gérard Lamarche as a director and to nominate  
him as a member of the Strategic Committee in replacement  
of Mr. de Rudder, who resigned from his position as a Director.  
Mr. Christophe de Margerie chairs the Committee.  
A summary of the Committee’s activities in 2011 is provided  
in paragraph 1.6.4 below.  
1.6. Activity of the Board of Directors and its Committees in 2011  
Directors are generally given written notice during the week prior  
to Board meetings. Whenever possible, documents to be considered  
for decisions to be made at Board meetings are sent with the notice  
of meetings. The minutes of the previous meeting are expressly  
approved at each Board meeting.  
January 12  
strategic outlook for the Chemicals division;  
2011 Budget;  
Group insurance policy; and  
approval of the proposed acquisition of a stake in the  
Gladstone LNG (GLNG) project in Queensland, Australia;  
approval of the partnership with Suncor in oil sands in Canada;  
approval of the proposed development of the Eldfisk and Ekofisk  
South fields in Norway.  
The Board held eight meetings in 2011, with 92% attendance.  
The Audit Committee held six meetings, with 94% attendance.  
The Compensation Committee held two meetings, with 100%  
attendance.  
February 10  
The Nominating & Governance Committee held two meetings,  
with 100% attendance.  
2010 accounts (consolidated financial statements, parent  
company accounts);  
The Strategic Committee held one meeting, with 87% attendance.  
– principal financial communications;  
comparison of earnings with those of major oil companies;  
debate on the Board of Directors’ practices;  
assessment of the directors’ independence and report on the  
absence of conflicts of interest;  
A table summarizing individual attendance at the Board of Directors  
and Committee meetings is provided in paragraph 5.2 of Chapter 5.  
Board of Directors’ meetings in 2011  
– proposal to renew directorships and appoint new directors;  
proposal to renew and appoint Committees’ members;  
The meetings included, but were not limited to, a review of the  
following subjects:  
– review of the amount of directors’ fees allocated to directors and  
Committees’ members;  
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examination of ethical issues (compliance and risks of fraud,  
conflicts of interest, insider trading);  
1.6.1. Audit Committee activity  
compensation of the corporate executive officers;  
Shareholders’ Meeting notice and approval of the documents  
related to this meeting; start of the period in which shareholders  
may be notified of the meeting and vote online;  
authorization to proceed with the sale of the stake in CEPSA  
in connection with the tender offer launched by IPIC.  
In 2011, the members of the Audit Committee reviewed  
the following matters:  
At its meeting on February 8, the Committee reviewed the accounts  
for the fourth quarter of 2010, the annual consolidated statements  
report for the Group and the statutory accounts of parent company  
TOTAL S.A. for 2010. The Vice President of Corporate Audit  
presented the conclusions of the audits conducted in 2010 and  
the audit plan proposed for 2011. He commented on the results  
of the assessment of internal control on financial reporting conducted  
for fiscal year 2010 as part of the implementation of the Sarbanes-  
Oxley Act. The Committee also reviewed the draft of the Chairman’s  
report on internal control and risk management procedures.  
March 1  
authorization to enter into a partnership with the Russian  
company Novatek (equity interest in the company and partnership  
in the Yamal LNG project).  
March 25  
preparation of the Shareholders’ Meeting: review of the requests  
made by the central works council and certain shareholders  
to include draft resolutions on the Shareholders’ Meeting agenda;  
summary of the Ethics Committee activities;  
Group financial policy; and  
information regarding the acquisition of an interest in an oil field  
in Uganda from a subsidiary of Tullow Oil PLC.  
– At the meeting held on April 13, the Committee reviewed the  
internal control and risk management system and analyzed the risk  
factors described in the Registration Document. It also examined  
the hydrocarbon reserves evaluation process. It reviewed  
the Group’s long-term plan development process. It was informed  
of the processes related to the non-accounting performance  
indicators concerning the inventory valuation effect in the  
Downstream sector.  
April 28  
The Committee met on April 26 to review the consolidated  
financial statements for the first quarter of 2011.  
earnings for the first quarter of 2011;  
payment of an interim dividend;  
comparison of earnings with those of major oil companies;  
strategic outlook for the Gas & Power division;  
agreement on the proposed launch of a friendly takeover bid  
for 60% of the capital of SunPower Corporation;  
agreement in principle regarding the creation of a new Committee:  
the Strategic Committee;  
– During the July 26 meeting, the Committee proposed  
the appointment of a financial expert on the Committee to replace  
Mr. Bertrand Jacquillat whose term had ended. It reviewed  
the accounts for the second quarter and first half of 2011 and  
was informed of the status of specific litigation.  
On October 11, the Committee reviewed the Group’s significant  
litigation. It reviewed the updated mapping of the Refining &  
Marketing risks which began in 2008. It was also informed  
of the general architecture of the accounting information systems.  
The statutory auditors presented to the Committee their analysis  
of the specific important points noted during the audit of the 2011  
financial statements. At this meeting, the Committee also reviewed  
the budget allocated to the statutory auditors’ fees. The members  
of the Committee then met with the statutory auditors without  
management being present.  
information regarding the results of the capital increase reserved  
for employees.  
July 28  
strategic outlook for the Refining & Marketing division;  
earnings for the second quarter of 2011 and the first half  
of 2011;  
payment of an interim dividend;  
agreement regarding the rules of operation of the  
Strategic Committee and the list of its members.  
The meeting held on October 25 concerned the review of  
the accounts for the third quarter of 2011. The Committee was  
informed that the relevant employees acted in compliance with  
the provisions of the Financial Code of Ethics. The Committee  
reviewed the mapping of the Treasury Department risks.  
September 14  
strategic outlook for the Exploration & Production division;  
financial communication at mid-2011; and  
award of share subscription options and performance shares.  
October 27  
The Committee periodically monitored the financial situation,  
cash flow, risks and significant off-balance sheet commitments  
of the Company, as well as internal audit activity.  
information regarding the Group’s new Downstream-Chemicals  
organization;  
Group strategy and 5-year plan;  
earnings for the third quarter of 2011;  
payment of an interim dividend;  
presentation of the Company’s equal opportunity and salary  
equality policy;  
determination of the amount of directors’ fees to be paid  
to directors participating in the Strategic Committee.  
The Audit Committee reviewed the accounts within the time limits  
required by the AFEP-MEDEF Code, namely two days prior  
to the review by the Board of Directors.  
The statutory auditors attended all the Audit Committee meetings  
held in 2011. At each presentation of the quarterly consolidated  
financial statements, they reported on their work and presented  
their conclusions.  
The Chief Financial Officer, the Vice President Accounting, the Vice  
President Internal Control and Audit and the Treasurer attended all  
the Audit Committee meetings.  
The chairman of the Committee reported to the Board of Directors  
on the Committee’s activities.  
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1
.6.2. Compensation Committee activity  
of directors to be recommended for appointment by the 2011  
Shareholders’ Meeting, which included the recommendation  
of two additional women. The list of Committee members was also  
reviewed. The Committee reviewed the procedure for allocating  
directors’ fees to the directors and committee members and  
decided to not propose any changes. The Committee reviewed  
ethical issues regarding compliance and the risk of fraud, conflicts  
of interest and insider trading based on the recommendation  
of the French Financial Markets Authority (Autorité des Marchés  
Financiers) of November 3, 2010.  
At its meeting on February 2, 2011, the Committee reviewed  
the 2011 compensation policy for the corporate executive officers  
and proposed compensation for the Chairman, and the Chief  
Executive Officer (variable portion for their duties in 2010) as well  
as for the Chairman and Chief Executive Officer, after considering  
the compensation paid to corporate executives of the main CAC 40  
companies. It also decided on restrictions on share transfers  
by the Chairman and Chief Executive Officer. The Committee also  
reviewed the compensation of the members of the Executive  
Committee as well as the proposed course of action regarding  
the share subscription option and performance share grant policy.  
It then reviewed the financial information relevant to its area of  
expertise.  
At its meeting on September 1, 2011, the Committee discussed  
changes in the composition of the Board of Directors to be anticipated  
in 2012 and director independence. It proposed continuing to increase  
the proportion of women on the Board. The Committee was  
informed of the activity of the Ethics Committee and of the upcoming  
replacement of its chairman.  
At its meeting on September 1, 2011, the Committee approved the  
share subscription option and performance share grant plans.  
1
.6.4. Strategic Committee activity  
1
.6.3. Nominating & Governance  
Committee activity  
The Strategic Committee met for the first time on September 14, 2011.  
It took note of the plan to develop the Group ’s industrial and commercial  
businesses in Downstream and Chemicals and the proposed  
reorganization submitted to the employee representative bodies.  
The Committee also reviewed an analysis regarding solar energy  
costs and the status of the SunPower company, in which the  
Group acquired a 60% interest in 2011. Finally, the Committee  
reviewed the comparison between the Company and leading  
national and international oil companies as well as the outlook  
for the energy market by the year 2030.  
At its meeting on February 2, 2011, the Committee reviewed the results  
of the annual evaluation of the Board’s activities and made several  
suggestions for improvement, as described in paragraph 1.7.2.  
below.  
The Committee discussed the composition of the Board,  
in particular in relation to various commonly used independence  
criteria. The Committee proposed to the Board of Directors the list  
1.7. Board of Directors practices  
1.7.1. Management form  
and to abstain from voting on the resolution in question, and even  
to refrain from taking part in the debate preceding the vote.  
On May 21, 2010, the Board of Directors decided to reunify  
the positions of Chairman and Chief Executive Officer and appoint  
the Chief Executive Officer to the duties of Chairman of the Board.  
This decision was made further to the work done by the Nominating  
1
.7.2. Performance and evaluation  
At its meeting on February 10, 2011, the Board of Directors  
discussed its practices and made suggestions for improvement with  
respect to broadening criteria when benchmarking with other  
companies, and for a thorough study of the Group's opportunities in  
the energy sector. These proposals were implemented at the meeting  
of the new Strategic Committee and when the report of the meeting  
was presented to the Board of Directors.  
&
Governance Committee and in the best interests of the Company,  
taking into account the advantage of the unified management and  
the majority of independent directors appointed at the Committees,  
which ensures balanced authority.  
The Board of Directors deemed that the unified management form  
was the most appropriate to the Group’s organization, modus operandi  
and business, and the specificities of the oil and gas sector. It respects  
the respective prerogatives of the various Company instances  
At its meeting of February 9, 2012, the Board of Directors discussed  
its practices on the basis of a formal evaluation carried out by means  
of a detailed questionnaire completed by all of the directors.  
The responses were then submitted for examination by the Nominating  
& Governance Committee and summarized. It is this summary that  
was discussed by the Board of Directors.  
(Shareholders’ meeting, Board of Directors, general management).  
Moreover, the Company by-laws and the respective rules of  
procedure of the Board of Directors and the Committees provide  
the guarantees required to implement best governance practices  
within a unified management framework. In particular, the by-laws  
allow the Board to nominate one or two Vice-Chairmen. They also  
state that the Board of Directors can be summoned by any means,  
even verbally, or at short notice in the event of an emergency,  
by the Chairman, a Vice-Chairman, or one third of the members,  
at any time and whenever the Company so requires. The rules  
of procedure of the Board of Directors also state that each Director  
is required to inform the Board of Directors of any conflicts of interest  
with the Company or with any other company in the Group,  
The formal evaluation showed a generally positive opinion  
of the practices of the Board of Directors and the Committees,  
which highlighted that the improvements requested by the directors  
in 2011 had been made. The Board therefore stated that it was  
globally satisfied with its practices and suggested improvements  
mainly relating to more in-depth strategic reflection. This has already  
been put in place with the Strategic Committee, and work in this area  
will continue for the benefit of the Board of Directors and the Group.  
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1.8. Director independence  
At its meeting on February 9, 2012, the Board of Directors,  
on the recommendation of the Nominating and Governance  
Committee, reviewed the independence of the Company’s directors  
as of December 31, 2011. At the Committee’s suggestion, the Board  
considered that, pursuant to the AFEP-MEDEF Code, a director  
is independent when “he or she has no relationship of any kind with  
the Company, its Group or its Management, that may compromise  
the exercise of his or her freedom of judgment”.  
Concerning “material” relationships, as a client, supplier, investment  
or finance banker, between a director and the Company, the Board  
deemed that the level of activity between Group companies  
and the bank at which one of its Directors is an officer, which is less  
than 0.1% of its net banking income and less than 5% of the  
Group’s overall assets, represents neither a material portion of the  
overall activity of such bank nor a material portion of the Group’s  
external financing. The Board concluded that Mr. Pébereau should  
be considered as independent.  
For each director, this assessment relies on the independence  
criteria set forth in the AFEP-MEDEF Code as reminded hereafter:  
Similarly, the Board of Directors deemed that the level of activity  
between Group companies and one of its suppliers, Stena AB, of  
which Mr. Brock is a director, which is less than 2.68% of Stena  
AB’s turnover, represents neither a material portion of the supplier’s  
overall activity nor a material portion of the Group’s purchasing.  
The Board concluded that Mr. Brock could be considered  
as an independent director.  
not to be an employee or a director of the Company, or a Group  
company, and not having been in such a position for the previous  
five years;  
not to be a director of a company in which the Company holds a  
directorship or in which an employee appointed as such or an  
executive director of the company is a director;  
Mmes. Barbizet, Coisne-Roquette, Kux and Lauvergeon and  
Messrs. Artus, Bouton, Brock, Collomb, Desmarais, Mandil,  
Pébereau and de Rudder were deemed to be independent directors.  
not to be a material customer, supplier, investment banker or  
commercial banker of the Company or Group, and for which the  
Company or the Group is not a material part of their business;  
80% of the directors were independent on December 31, 2011.  
not to be related by close family ties to corporate executive officer;  
Moreover, the Board noted that the directorships of Ms. Lauvergeon  
and Messrs. Collomb and Pébereau will exceed twelve years  
on March 22, 2012 for Messrs. Collomb and Pébereau, and on  
May 25, 2012 for Ms. Lauvergeron, after the Shareholders’ meeting  
that will be invited to renew her directorship on May 11, 2012.  
The Board of directors deemed that, for a company with a long-term  
activity and investment cycles of more than ten years, extended  
directorships and the corresponding experience represent an asset  
for the Group and a means of consolidating the independence of  
judgment of its directors. The Board concluded that the proposal to  
renew the directorships of Ms. Lauvergeon and Messrs. Collomb  
and Pébereau at the Shareholders meeting in May 11, 2012,  
does not call their independence into question, according to the  
AFEP-MEDEF code, in view of their independence of judgment.  
not to have been an auditor of the Company within the previous  
five years;  
not to have been a director of the Company for more than twelve years  
(upon expiry term of office during which the 12-year limit is reached).  
The AFEP-MEDEF Code expressly stipulates that the Board can  
decide that the implementation of certain defined criteria is not  
relevant or induces an interpretation that is particular to the Company.  
With regard to the criterion applying to twelve years of service,  
the AFEP-MEDEF code states that “the status of independent  
director due to the application of this criterion shall only be relinquished  
at the end of the directorship during which the 12-year period  
is exceeded”. Pursuant to the report of the Nominating &  
Governance Committee, on February 9, 2012, the Board observed  
that Mr. Bouton and Mr. de Rudder had exceeded twelve years of  
service on December 31, 2011. Since the directorships of Messrs.  
Bouton and de Rudder had been renewed before the twelve-year  
period expired, the Board decided that they can still be considered  
as independent directors, according to the AFEP-MEDEF code.  
In addition, the Board of Directors has examined the situations  
of the Directors whose nomination or ratification will be submitted  
to the Shareholders’ meeting on May 11, 2012. Ms. Idrac and  
Mr. Lamarche are deemed to be independent directors.  
1.9. Additional information on the members of the Board of Directors  
1.9.1. Absence of conflicts of interest  
1.9.2. Absence de condamnation  
The Board also noted the absence of potential conflicts between  
the Directors’ duties in the best interests of the Company  
The current members of the Board of Directors of the Company  
have informed the Company that they have not been convicted,  
have not been associated with a bankruptcy, receivership or  
liquidation, and have not been incriminated or publicly sanctioned  
or disqualified, as stipulated in item 14.1 of Annex I of EC  
Regulation 809/2004 of April 29, 2004.  
and the private interests of its directors. To the Company’s knowledge,  
the members of the Board of TOTAL S.A. are not related by close  
family ties; there are no arrangements or agreements with clients or  
suppliers that facilitated their appointment; there is no service agreement  
binding a director of TOTAL S.A. to one of its subsidiary and  
providing for special benefits upon termination of such agreement.  
Registration Document 2011. TOTAL  
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Report of the Chairman of the Board of Directors  
1.10. Internal control and risk management  
General Management constantly strives to maintain an efficient  
internal control system, based on clear organizational principles,  
an effective system to identify and manage risks and suitable  
governance instances and control activities. The internal control  
framework adopted by the Group is that of the Committee of  
Sponsoring Organizations of the Treadway Commission (COSO).  
In this framework, internal control is a process intended to provide  
reasonable assurance that the following will be achieved: effective  
and efficient execution of operations, accurate reporting of financial  
and accounting information, compliance with applicable laws  
and regulations and the protection of assets. As for any system  
for internal control, there can be no guarantee that all risks  
are completely eliminated.  
More than 35,000 employees followed an e-learning module  
in 12 languages and received a certificate after passing the test.  
An integrity policy and program were also adopted in 2011 in order  
to consolidate the Group’s policies designed to prevent and respond  
to instances of fraud of any type.  
In addition to this system, a coordinated network of Conformity  
Managers and Fraud Risk Coordinators has been set up in the  
Group’s entities and subsidiaries to promote and apply, locally,  
the anti-corruption and integrity conformity programs.  
The Group’s senior management receives regular training on  
the content and the importance of the rules of behavior set out  
in the Code of Conduct. Each year, the general managers and  
financial managers of profit centers or entities provide internal  
written representations to the Chief Financial Officer that they have  
complied with internal control procedures and that the financial  
reporting under their responsibility is reliable.  
The Group’s internal control procedures are organized around  
three operational levels: Group, Business Segments and entities.  
Each level is directly involved in and responsible for designing and  
implementing internal control, in line with the degree of centralization  
targeted by senior management.  
The Group’s Ethical Committee implements a policy to prevent insider  
trading on the financial markets that is based in particular on the  
Group’s internal ethical code. These rules are updated on a regular  
basis and are widely distributed to employees who are permanently  
or occasionally in possession of insider knowledge about the Group.  
At each of the three levels, specific internal control procedures  
cover organization, delegations of authority and employee education  
and training that conform to the Group’s overall framework.  
Under these internal control principles, which are part of the corporate  
governance organization, the Audit Committee is responsible  
for monitoring the efficiency of internal control and risk  
1.10.2. Risk identification, assessment  
and management  
management procedures, assisted by the Internal Audit  
Department and the internal control teams from the business  
segments. These rules are designed to allow the Board of Directors  
to ensure internal control is effective and that published information  
available to shareholders and financial markets is reliable.  
The Executive Committee is responsible for identifying and assessing  
the internal and external risks that could impact TOTAL’s performance,  
with the assistance of the Group Risk Committee, the internal control  
department and the internal audit department.  
The Group’s internal control and risk management system is based  
on the five factors below, which are derived from the COSO.  
Set up in April 2011, the Group Risk Committee organizes the global  
risk management system and monitors the performance of the risk  
management systems, by making sure that they are adapted  
to the Group’s needs. The Group Risk Committee is made up  
of managers from the central functional divisions and the general  
secretaries or the chief financial officers of the business segments.  
It reports to the Executive Committee.  
1.10.1. Control environment  
The control environment is based on the Group’s core values  
that are deeply rooted in its culture, including the integrity, ethical  
conduct and professional competence of its employees.  
The Group Risk Committee relies on the work done by the business  
segments and the functional divisions, which draw up their risk  
maps and regularly report to the Audit Committee on their state  
of progress every three years.  
The Group’s values and business principles are set out in the Code of  
Conduct and Ethics Charter, circulated to employees and available on  
the Group’s internet site, and the Group’s Financial Code of Ethics is  
distributed to financial managers at the corporate and business levels.  
The Risk Committee (CORISK) is tasked with analyzing the capital  
outlay requests submitted to the Executive Committee for approval  
and reports to the Group Risk Committee.  
These principles and rules are also cascaded in codes, procedures  
and guidelines governing certain significant processes in the business  
segments or the Group. These codes explain the Group’s values  
and describe its business and behavior principles with regard  
to employees, shareholders, customers, suppliers and competitors.  
They also set out the rules of individual behavior that is applicable  
to all employees and expected in host countries.  
The principal risks monitored at Group level are: sensitivity  
to the oil market environment (oil prices and refining, marketing  
and petrochemical margins); exposure to oil and gas trading risks;  
financial markets risks (foreign exchange risk, particularly related  
to the dollar, and interest rate); political and legal risks related  
to the operating and contractual environment of the Exploration &  
Production activities; and industrial and environmental risks related  
to the sectors in which the Group is active.  
More specifically, the Group has been deploying ethics and compliance  
programs since 2009, as a priority defined by the General Management.  
This is why, at the end of 2009, the Executive Committee formally  
approved a conformity policy and program designed to prevent  
corruption, which were embodied in an Anti-corruption directive  
in 2011 providing clear guidelines for Group employees who are  
faced with risks of corruption. This standard is to be completed  
by specific procedures, the first of which, for “Representatives  
dealing with the public sector”, was published at the end of 2011.  
With regard to risks connected to the trading of oil and gas  
and related financial instruments, the departments concerned,  
whose activity is governed by limits set by the Executive Committee,  
measure their positions and exposure daily and analyze their market  
risk, in particular using value-at-risk assessment methods.  
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Report of the Chairman of the Board of Directors  
5
With regard to counterparty risks, credit limits and risk analysis  
processes are set and updated regularly, for each activity.  
The Treasury Department monitors and manages risks related to  
cash management activities and interest rate-related and foreign  
exchange-related financial instruments in accordance with strict  
rules defined by the General Management. Cash and cash  
equivalents, financial positions and financial instruments are  
centralized by the Treasury Department.  
The broad range of activities and countries in which the Group  
operate requires local analysis, by business segment, of the related  
legal, contractual and political risks. Compliance programs  
with regard to competition and bribery law matters are implemented  
by the Group to ensure compliance with applicable legislation.  
Oil and gas reserves are reviewed by a committee of experts  
(
the Reserves Committee), approved by the Exploration &  
Business units are responsible for assessing their industrial and  
environmental risks and for implementing the regulatory requirements  
of the countries where they operate, as well as any relevant guidelines  
and recommendations defined at the Group or business segment  
level. They are also responsible for actively monitoring changes  
in legislation, to comply with local and international standards  
concerning industrial and environmental risk assessment  
Production’s senior management and then confirmed by the Group’s  
General Management.  
The Disclosure Committee, whose members are the managers  
of the main corporate departments, establishes and maintains  
procedures designed to ensure the quality and accuracy of external  
communications intended for financial markets.  
and management. Risk assessments lead to the establishment  
of management measures to prevent and reduce environmental  
impact, minimize the risks of accidents, and contain their consequences.  
At the profit center and entity level, control activities are organized  
around the principal operational processes: exploration and reserves,  
purchasing, capital expenditures, production, sales, oil, gas and  
petroleum product trading, inventories, human resources, financing  
and cash management.  
The “Risk Factors” section of this Registration Document  
(Chapter 4) contains a formal and extensive description of the  
principal risks faced by the Group and how the Group manages  
these risks and secures appropriate insurance coverage.  
The Group has implemented a wide range of procedures  
and programs that help to prevent, detect and limit different types  
of fraud. This effort is supported by the business principles and  
rules of individual behavior described in the Code of Conduct and  
in procedures, charters and codes issued at the Group business  
segment level. The Group has also implemented a whistleblowing  
system that employees and third parties can use to report  
circumstances that might amount to fraud or other violations  
related to accounting and internal control.  
1.10.3. Control activities  
Control activities and financial reporting systems, are designed  
to take into account the specific nature of these risks and the degree  
to which operational control is delegated to the business segments  
and entities.  
The General Management exercises operational control over TOTAL’s  
activities through the Executive Committee’s approval of  
investments and commitments for projects, based on defined  
thresholds. These projects are subject to prior vetting by the Risk  
Committee (CORISK), whose assessments are transmitted to the  
Executive Committee.  
The Information Technology Department has developed and  
distributed governance and security rules that describe the  
recommended infrastructure, organization and procedures to maintain  
information systems that are appropriate to the organization’s  
needs and to limit information security risks. These rules are  
implemented across the Group under the responsibility of the  
various business segments.  
Control activities are primarily based on a strategic plan that is reviewed  
annually, an annual budget, monthly management financial reports  
with detailed analysis of differences between actual and budgeted  
expenditures, and a reconciliation between quarterly published  
consolidated financial statements and reporting.  
These processes are supervised by the Budget/Financial Control  
and Accounting Departments, which are part of the Finance  
Department, and are performed in compliance with financial  
reporting standards, consistent and compliant with the accounting  
standards used for the published financial statements. Financial  
indicators and the accounting methods used allow appropriate  
assessment of risks and return on average capital employed (ROACE).  
Control activities to prevent industrial and environmental risks  
are implemented in the business units. External certification  
or third-party audits are conducted for some of the management  
systems related to this type of risk. More detailed information  
on the Group’s safety and environmental initiatives is provided  
in the Group’s Society and Environment report.  
1.10.4. Information and communication  
Internal control procedures are defined at each of the three  
operational levels: general rules at the corporate level; sector-  
specific procedures at the business line level; and others at the  
profit center and entity level. These procedures are circulated  
in memorandums and are also available on the Group’s intranet  
sites and, whenever they are common, those of the business lines.  
Moreover, the Group’s Accounting Department draws up a quarterly  
report of consolidated off-balance sheet commitments as part  
of the closure of the consolidated financial statements. The financial  
reporting manual contains a procedure to identify and escalate  
off-balance sheet commitments.  
The principal procedures regarding financial controls established  
at the corporate level cover acquisitions and disposals, capital  
expenditure, financing and cash management, budget control  
and financial reporting. Disclosure controls and procedures are  
in place. At the operating levels, they mainly consist of procedures,  
guidelines and recommendations covering safety and security  
(both industrial and information technology), health, the environment  
and sustainable development.  
The Group’s Accounting Department centralizes the interpretation  
of accounting standards applicable to the Group’s consolidated  
financial statements and distributes these standards through formal  
procedures and a financial reporting manual. It monitors the  
effective implementation of standards across TOTAL through periodic,  
formal communication with functional managers in the business  
segments. The Department also periodically reports any exceptions  
to the Chief Financial Officer.  
The procedures for the business sectors primarily concern financial  
Registration Document 2011. TOTAL  
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Corporate governance  
5
Report of the Chairman of the Board of Directors  
control specific to each sector. At the profit center and entity level,  
the principles of the Group ’s overall framework are implemented through  
specific procedures tailored to the size and environment of operations.  
In 2011, the Group Internal Control and Audit Department’s 70  
auditors conducted more than 150 audits. The Vice President of Group  
Internal Control and Audit attended all Audit Committee meetings  
and reported quarterly on internal audit activity to the committee.  
1
.10.5. Monitoring  
The Group’s Management is responsible for implementing and  
assessing internal control over financial reporting. In this context,  
TOTAL evaluated awareness and implementation of its internal  
control system, based on the COSO framework, in its main entities.  
Together, the holding company, the business sectors and the profit  
centers and entities are responsible for monitoring internal control  
in their respective operations.  
With the assistance of its main entities and the Group Internal Control  
and Audit Department, the Group also examined and assessed the  
design and effectiveness of the key operational, information systems  
and financial controls related to internal control over financial  
reporting pursuant to section 404 of the Sarbanes-Oxley Act.  
Based on these internal reviews, the Group’s Management  
concluded that internal control over financial reporting was effective.  
In July 2011, the Executive Committee set up a Group Internal  
Control department that is tasked with managing the Group’s  
internal controls, and in particular:  
organizing and maintaining the global internal control system,  
ensuring that it is distributed and adopted throughout the Group,  
and that it is continuously improved;  
If points of progress are identified by these internal audits and  
operational checks, then corrective action plans are drawn up and  
closely monitored by the operatives and the Group Internal Control  
and Audit department.  
making sure that the Group complies with regulations applying to  
the internal control of financial information, and in particular the  
Sarbanes-Oxley act and the law on Financial Security;  
coordinating the Group-wide risk management measures, in  
particular with regard to combating fraud, and contributing to all  
the integrity policy initiatives.  
The statutory auditors perform those internal control audits that  
they deem necessary as part of their mission to certify the financial  
statements and present their observations to the Audit Committee.  
Internal Control and Group Audit are the two components of the new  
Internal Control and Group Audit department (DCIAG), which reports  
to the Executive Committee through the Chief Administrative Officer.  
For 2011, the statutory auditors reviewed the implementation of the  
Group internal control framework and the design and effectiveness  
in its main units of key internal controls concerning financial reporting.  
Based on the work performed, the statutory auditors declared that  
they had no comments on the information and conclusions related  
to this subject presented in this report.  
The central Group Audit function is mainly responsible for auditing  
the internal control system. An audit work schedule is set annually.  
The audit reports are periodically summarized and presented to the  
Audit Committee and, thereby, to the Board of Directors.  
1.11. Particular conditions regarding participation in Shareholder’s Meeting  
Shareholders’ Meetings are convened and deliberate under the  
conditions provided for by law. However, pursuant to Article 18 of  
the Company’s by-laws, double voting rights are granted to all  
registered shares held continuously in the name of the same  
shareholder for at least two years. Article 18 of the Company’s by-laws  
also provides that at Shareholders’ Meetings, no shareholder may  
cast, by himself or through his agent, on the basis of the single  
voting rights attached to the shares he holds directly or indirectly  
and the shares for which he holds powers, more than 10% of the  
total number of voting rights attached to the Company’s shares.  
However, in the case of double voting rights, this limit may be  
extended to 20%.  
For more detailed information on these conditions, see Chapter 8  
(General Information - Shareholders’ Meetings) of this Registration  
Document.  
1.12. Information mentioned in Article L. 225-100-3 of the French Commercial Code  
This information is provided in Chapter 8 (General information - Agreements mentioned in Article L. 225-100-3 of the French Commercial  
Code) of this Registration Document.  
1.13. Policy for determining the compensation  
and other benefits of the corporate executive officers  
Based on a proposal by the Compensation Committee, the Board  
adopted the following policy for determining the compensation  
and other benefits of the corporate executive officers (the Chairman  
and the Chief Executive Officer):  
Compensation for the Chairman and the Chief Executive Officer  
is related to market practice, work performed, results obtained  
and responsibilities held.  
Compensation for the Chairman and the Chief Executive Officer  
includes both a fixed portion and a variable portion. The fixed  
portion is reviewed at least every two years.  
Compensation and benefits for the Chairman and the Chief Executive  
Officer are set by the Board of Directors after considering proposals  
from the Compensation Committee. Such compensation shall  
be reasonable and fair, in a context that values both teamwork  
and motivation within the Company.  
The amount of variable compensation is reviewed each year  
and may not exceed a stated percentage of fixed compensation.  
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Corporate governance  
Report of the Chairman of the Board of Directors  
5
Variable compensation is determined based on pre-defined  
quantitative and qualitative criteria that are periodically reviewed  
by the Board of Directors. Quantitative criteria are limited in number,  
objective, measurable and adapted to the Group’s strategy.  
Stock options and performance shares are awarded at regular  
intervals to prevent any opportunistic behavior.  
The exercise of options and the definitive allocation of performance  
shares to which the Chairman and the Chief Executive Officer  
are entitled are subjected to performance criteria that must be met  
over several years.  
Variable compensation is designed to reward short-term  
performance and progress towards medium-term objectives.  
The compensation is determined in line with the annual assessment  
of the performance of the Chairman and the Chief Executive  
Officer and the company’s medium-term strategy.  
The Board puts in place restrictions on the transfer of a portion  
of shares held upon the exercise of options and the definitive  
allocation of performance shares, applicable to the Chairman  
and the Chief Executive Officer until the end of their term of office.  
The Board of Directors keeps track of the fixed and variable  
portions of the compensation of the Chairman and the Chief  
Executive Officer over several years and in light of the company’s  
performance.  
The Chairman and the Chief Executive Officer may be entitled  
to stock options or performance shares when they leave office.  
After three years in office, the Chairman and Chief Executive  
Officer are required to hold at least the number of Company  
shares set by the Board.  
The Group does not have a specific pension plan for the Chairman  
and the Chief Executive Officer. They are eligible for retirement  
benefits and pensions available to certain employee categories  
in the Group under conditions determined by the Board.  
– The components of the compensation of the Chairman  
and the Chief Executive Officer are made public after the meeting  
of the Board of Directors that approves them.  
Stock options and performance shares are designed to align  
the long-term interests of the Chairman and the Chief Executive  
Officer with those of the shareholders.  
This report, which has been prepared with the assistance  
of the relevant corporate departments of the Company, has been  
approved by the Board of Directors at its meeting on 9 February 2012,  
after the Board’s Committees reviewed the sections relevant  
to their respective duties.  
The allocation of options and performance shares to the Chairman  
and the Chief Executive Officer is examined in the light of all the  
forms of compensation of each person.  
The exercise price for stock options awarded is not discounted  
compared to the market price, at the time of the grant, for the  
underlying share.  
Christophe de Margerie  
Chairman of the Board and Chief Executive Officer  
Registration Document 2011. TOTAL  
113  
Corporate governance  
5
Statutory auditor’s report  
2
. Statutory auditor’s report  
(
Article L. 225-235 of the French Commercial Code)  
This is a free translation into English of a report issued in French and is provided solely for the convenience of English-speaking readers. This report  
should be read in conjunction and construed in accordance with French law and the relevant professional auditing standards applicable in France.  
Year ended December 31, 2011  
Statutory Auditors' report, prepared in accordance with Article L.225-235 of the French Commercial  
Law (Code de commerce), on the report prepared by the Chairman of the Board of Directors  
of the company TOTAL S.A.  
To the Shareholders,  
In our capacity as Statutory Auditors of TOTAL S.A., and in accordance with Article L.225-235 of the French Commercial Law (Code de commerce),  
we hereby report on the report prepared by the Chairman of your company in accordance with Article L.225-37 of the French Commercial Law  
(Code de Commerce) for the year ended December 31, 2011.  
It is the Chairman's responsibility to prepare, and submit to the Board of Directors for approval, a report on the internal control and risk  
management procedures implemented by the company and containing the other disclosures required by Article L.225-37 of the French  
commercial law (Code de Commerce) relating especially to corporate governance.  
It is our responsibility to:  
report to you on the information contained in the Chairman's report in respect of the internal control and risk management procedures  
relating to the preparation and processing of the accounting and financial information, and  
attest that this report contains the other disclosures required by Article L.225-37 of the French Commercial Law (Code de commerce),  
being specified that we are not responsible for verifying the fairness of these other disclosures.  
We conducted our work in accordance with professional standards applicable in France.  
Information on the internal control and risk management procedures relating to the preparation and processing  
of accounting and financial information  
These standards require that we perform the necessary procedures to assess the fairness of the information provided in the Chairman's  
report in respect of the internal control and risk management procedures relating to the preparation and processing of the accounting  
and financial information. These procedures consisted mainly in:  
obtaining an understanding of the internal control and risk management procedures relating to the preparation and processing of the  
accounting and financial information on which the information presented in the Chairman's report is based and of the existing documentation;  
obtaining an understanding of the work involved in the preparation of this information and of the existing documentation;  
obtaining an understanding of the evaluation process in place and assessing the quality and appropriateness of its documentation  
with respect to the information on the evaluation of internal control and risk management procedures;  
determining if any significant weaknesses in the internal control procedures relating to the preparation and processing of the accounting  
and financial information that we would have noted in the course of our engagement are properly disclosed in the Chairman's report.  
On the basis of our work, we have nothing to report on the information in respect of the company's internal control and risk management  
procedures relating to the preparation and processing of accounting and financial information contained in the report prepared by the Chairman  
of the Board in accordance with Article L.225-37 of the French Commercial Law (Code de Commerce).  
Other information  
We hereby attest that the Chairman’s report includes the other disclosures required by Article L.225-37 of the French Commercial Law  
(Code de commerce).  
Paris-La Défense, March 23, 2012  
The statutory auditors  
French original signed by  
KPMG Audit  
A department of KPMG S.A.  
Jay Nirsimloo  
ERNST & YOUNG Audit  
Pascal Macioce  
Laurent Vitse  
114  
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General Management  
5
3. General Management  
3.1. Management form  
Based on the recommendation by the Nominating & Governance  
Committee, the Board of Directors decided at its meeting on  
May 21, 2010 to reunify the positions of Chairman of the Board and  
Chief Executive Officer and appoint the Chief Executive Officer to the  
position of Chairman of the Board until its term of office expires, that is  
until the Shareholders’ Meeting called to approve the financial  
statements for the fiscal year 2011.  
The Board of Directors deemed that the unified management form  
was the most appropriate to the Group’s business and specificities  
of the oil and gas sector. This decision was made taking into account  
the advantage of the unified management and the composition of the  
Committees of the Board that comprise a significant portion of  
independent directors, which ensures balanced authority (for further  
information regarding the reasons for selecting the unified  
management form, see paragraph 1.7.1 of this Chapter 5).  
As a result, Mr. de Margerie has been appointed Chairman and  
Chief Executive Officer of TOTAL S.A. since May 21, 2010.  
The management form selected shall remain in effect until a  
decision to the contrary is made by the Board of Directors.  
3.2. The Executive Committee  
The Executive Committee, under the responsibility of the Chairman  
and Chief Executive Officer, is the decision-making body of the Group.  
– Yves-Louis Darricarrère (President  
of the Exploration & Production division);  
Jean-Jacques Guilbaud (Chief Administrative Officer); and  
Patrick de La Chevardière (Chief Financial Officer).  
It implements the strategy formulated by the Board of Directors and  
authorizes related investments, subject to the approval by the Board  
of Directors for investments exceeding 3% of the Group’s equity  
or the notification of the Board for investments exceeding 1% of equity.  
In the context of the reorganization of its Downstream  
and Chemicals sectors, TOTAL’s Executive Committee was  
changed on January 1, 2012. As of that date, the members  
of TOTAL’s Executive Committee are:  
In 2011, the Executive Committee met at least twice a month,  
except in August when it met only once.  
Christophe de Margerie, Chairman of the Executive Committee  
Chairman and Chief Executive Officer);  
Philippe Boisseau (President of the Supply & Marketing segment);  
As of December 31, 2011, the members of TOTAL’s Executive  
Committee were as follows:  
(
Christophe de Margerie, Chairman of the Executive Committee  
Chairman and Chief Executive Officer);  
François Cornélis, Vice Chairman of the Executive Committee  
President of the Chemicals division);  
– Yves-Louis Darricarrère (President of the Exploration & Production  
division and Gas & Power division);  
– Jean-Jacques Guilbaud (Chief Administrative Officer); and  
– Patrick de La Chevardière (Chief Financial Officer);  
– Patrick Pouyanné (President of the Refining & Chemicals segment).  
(
(
Michel Bénézit (President of the Refining & Marketing division);  
3.3. The Management Committee  
The Management Committee facilitates coordination among the different  
entities of the Group and monitors the operating results of the  
operational divisions and the activity reports of the functional divisions.  
Chemicals  
Françoise Leroy, Jacques Maigné, Bernard Pinatel, Patrick Pouyanné.  
In addition to the members of the Executive Committee,  
the following twenty-five individuals from various operating divisions  
and non-operating departments served as members of the  
Management Committee as of January 16, 2012:  
In addition to the members of the Executive Committee, the following  
twenty-two individuals from various operating divisions and non-operating  
departments served as members of the Management Committee  
as of December 31, 2011:  
Corporate  
Corporate  
René Chappaz, Peter Herbel, Jean-Marc Jaubert, Helle Kristoffersen,  
Manoelle Lepoutre, Françoise Leroy, Jean-François Minster,  
Jacques-Emmanuel Saulnier, François Viaud.  
René Chappaz, Peter Herbel, Jean-Marc Jaubert,  
Manoelle Lepoutre, Jean-François Minster, Jean-Jacques Mosconi,  
Jacques-Emmanuel Saulnier, François Viaud.  
Upstream  
Upstream  
Marc Blaizot, Arnaud Breuillac, Olivier Cleret de Langavant, Isabelle  
Gaildraud, Michel Hourcard, Jacques Marraud des Grottes.  
Marc Blaizot, Philippe Boisseau, Arnaud Breuillac, Michel Hourcard,  
Jacques Marraud des Grottes.  
Refining & Chemicals  
Downstream  
Pierre Barbé, Bertrand Deroubaix, Jacques Maigné,  
Jean-Jacques Mosconi, Bernard Pinatel, Bernadette Spinoy  
Pierre Barbé, Alain Champeaux, Bertrand Deroubaix, Eric de Menten,  
André Tricoire.  
Supply & Marketing  
Benoît Luc, Momar Nguer, Jérôme Paré, Jérôme Schmitt.  
Registration Document 2011. TOTAL  
115  
Corporate governance  
5
Statutory auditors  
4. Statutory auditors  
4.1. Statutory auditors  
Ernst & Young Audit  
1/2, place des Saisons, 92400 Courbevoie-Paris-La Défense, Cedex 1  
Appointed on May 14, 2004  
Appointment renewed on May 21, 2010, for an additional 6-fiscal year term  
P. Macioce, L. Vitse  
KPMG Audit  
A division of KPMG S.A.  
1, cours Valmy, 92923 Paris-La Défense  
Appointed on May 13, 1998  
Appointment renewed on May 21, 2010, for an additional 6-fiscal year term  
J. Nirsimloo  
4.2. Alternate auditors  
Cabinet Auditex  
1/2, place des Saisons, 92400 Courbevoie-Paris-La Défense, Cedex 1  
Appointed on May 21, 2010 for a 6-fiscal year term  
KPMG Audit IS  
3, cours du Triangle, Immeuble “Le Palatin”, Puteaux, 92939 Paris-La Défense, Cedex  
Appointed on May 21, 2010 for a 6-fiscal year term  
4.3. Auditor’s term of office  
French law provides that the statutory and alternate auditors are appointed for renewable 6-fiscal year terms. The terms of office of the statutory  
auditors and of the alternate auditors will expire at the end of the Shareholders’ Meeting called in 2016 to approve the financial statements for  
fiscal year 2015.  
116  
TOTAL. Registration Document 2011  
Corporate governance  
Compensation for the administration and management bodies  
5
4.4. Fees received by the statutory auditors (including members of their network)  
Ernst & Young Audit  
Amount in millions  
of euros (excluding VAT)  
KPMG Audit  
Amount in millions  
of euros (excluding VAT)  
%
%
2011  
2010  
2011  
2010  
2011  
2010  
2011  
2010  
Audit  
Audit and certification  
of the parent company  
and consolidated accounts  
TOTAL S.A.  
3.0  
12.6  
3.0  
12.2  
15.7  
66.0  
16.9  
68.5  
3.0  
11.1  
3.2  
11.9  
15.2  
56.4  
16.0  
59.5  
Fully-consolidated subsidiaries  
Other work and services directly  
related to the responsibilities  
of statutory auditors  
TOTAL S.A.  
Fully-consolidated subsidiaries  
0.1  
1.8  
0.2  
0.5  
0.5  
9.4  
1.1  
2.8  
1.0  
2.8  
0.8  
2.8  
5.1  
14.2  
4.0  
14.0  
Subtotal  
17.5  
15.9  
91.6  
89.3  
17.9  
18.7  
90.9  
93.5  
Other services provided  
by the network to fully-  
consolidated subsidiaries  
Legal, tax, labor law  
Other  
1.4  
0.2  
1.7  
0.2  
7.3  
1.1  
9.6  
1.1  
1.6  
0.2  
1.2  
0.1  
8.1  
1.0  
6.0  
0.5  
Subtotal  
Total  
1.6  
1.9  
8.4  
10.7  
100  
1.8  
1.3  
9.1  
6.5  
19.1  
17.8  
100  
19.7  
20.0  
100  
100  
5
. Compensation for the administration  
and management bodies  
5.1. Board Compensation  
The overall amount of directors’ fees allocated to members  
of the Board of Directors was set at 1.1 million for each fiscal year  
by the Shareholders’ Meeting on May 11, 2007.  
– an amount of 5,000 per director for each Board of Directors’  
meeting actually attended;  
an amount of 3,500 per director for each Compensation  
Committee, Nominating & Governance Committee or Strategic  
Committee meeting actually attended;  
In 2011, the overall amount of directors’ fees allocated to the members  
of the Board of Directors was 1.07 million, noting that there were  
fifteen directors as of December 31, 2011, as at year-end 2010.  
an amount of 7,000 per director for each Audit Committee  
meeting actually attended;  
The allocation of the overall amount of fees for 2011 remains based  
on an allocation scheme comprised of fixed compensation and variable  
compensation based on fixed amounts per meeting, which made  
it possible to take into account each director’s actual attendance  
at the meetings of the Board of Directors and its Committees.  
a premium of 2,000 for travel from a country outside of France  
to attend a Board of Directors or Committee meeting;  
– the Chairman and Chief Executive Officer does not receive  
directors’ fees as director of TOTAL S.A. or any other company  
of the Group.  
To take into account the creation of the Strategic Committee,  
the Board of Directors decided at its meeting of October 27, 2011,  
to set out the allocation of fees and the fixed and variable amounts  
per meeting as follows:  
A table summarizing the total compensation (including in-kind  
benefits) paid to each director during the last two fiscal years  
(
Article L. 225-102-1 of the French Commercial Code, 1st and 2nd  
a fixed amount of 20,000 is to be paid to each director  
calculated prorata temporis in case of a change during the period),  
apart from the Chairman of the Audit Committee, who is to be paid  
30,000 and the other Audit Committee members, who are  
to be paid 25,000;  
paragraphs) is provided in paragraph 5.7.3 of this Chapter.  
(
Registration Document 2011. TOTAL  
117  
Corporate governance  
5
Compensation for the administration and management bodies  
5.2. Directors’ attendance at Board and Committee meetings in 2011  
Board of  
Directors  
Audit  
Committee  
Compensation  
Committee  
Nominating &  
Governance  
Committee  
Strategic  
Committee(a)  
Number of meetings in 2011  
Christophe de Margerie  
Thierry Desmarest  
Patrick Artus  
Patricia Barbizet  
Daniel Bouton  
8
8
8
7
8
8
8
7
3
7
5
5
2
8
2
8
8
8
6
-
-
-
6
-
-
-
2
-
-
3
-
-
-
-
2
-
2
2
-
-
-
-
-
2
-
-
-
-
-
-
2
-
2
-
2
-
-
-
-
-
-
2
-
-
-
-
-
-
2
-
1
1
1
1
1
1
1
1
1
1
-
Gunnar Brock  
Claude Clément  
Marie-Christine Coisne-Roquette(b)  
Bertrand Collomb  
Paul Desmarais Jr  
Bertrand Jacquillat(c)  
Barbara Kux(d)  
Anne Lauvergeon  
Peter Levene of Portsoken(e)  
Claude Mandil  
-
-
1
-
1
1
1
Michel Pébereau  
Thierry de Rudder  
-
6
(
(
(
(
(
a) Committee decided upon and created following approval by the Board of Directors on April 28, 2011. The committee met for the first time on September 14, 2011.  
b) Director and member of the Audit Committee from May 13, 2011.  
c) Director and member of the Audit Committee until May 13, 2011.  
d) Director from May 13, 2011.  
e) Director until May 13, 2011.  
5.3. Compensation of the Chairman and Chief Executive Officer  
(See also summary tables in paragraph 5.7 of this Chapter)  
– return on equity for a maximum of 50% of the base salary;  
The compensation paid to Mr. de Margerie for his duties as Chairman  
and Chief Executive Officer was set by the Board of Directors  
of TOTAL S.A., based on a recommendation by the Compensation  
Committee in line with the guidance of the AFEP-MEDEF Corporate  
Governance Code.  
– the Company’s earnings performance compared with that  
of the four other major international oil companies that are  
its competitors , assessed by reference to the average growth  
over three years of two indicators, earnings per share and  
consolidated net income. Each indicator represents a maximum  
of 25% of the base salary.  
(1)  
It includes an annual fixed base salary of 1,500,000, and a variable  
portion not to exceed 165% of the fixed base salary. The fixed base  
salary was set by comparison with the compensation paid to the  
Chairman and Chief Executive Officer of other French companies  
included in the CAC 40 index. The maximum percentage of the fixed  
base salary represented by the variable portion is based on equivalent  
practice at a reference sample of companies, including oil and  
gas companies.  
The Chairman and Chief Executive Officer’s personal contribution  
is evaluated on the basis of objective, mainly operational criteria  
related to the Group’s business segments and established in line  
with its strategy, including health, safety and environment (HSE)  
performance and oil and gas production and reserves growth.  
With respect to the fiscal year 2011, the Board of Directors  
at its meeting of February 9, 2012, after having found that the Chairman  
and Chief Executive Officer’s objectives related to personal contribution  
were deemed to be substantially fulfilled and assessed to what extent  
financial performance criteria had been met, the Board set the variable  
portion payable to Mr. de Margerie in 2012 at 1,530,000 for his  
contribution in 2011, equivalent to 102% of his fixed base salary.  
The variable portion is based on criteria determined by the Board  
of Directors. The equivalent of up to 100% of the fixed base salary  
is linked to economic criteria, which varies on a straight-line basis  
to avoid threshold effects. The criteria based on the Chairman  
and Chief Executive Officer’s personal contribution account for an  
additional amount that cannot exceed 65% of the fixed base salary.  
The total gross compensation paid to Mr. de Margerie in his role  
as Chairman and Chief Executive Officer was made up of a fixed  
base salary of 1,500,000 and a variable portion of 1,530,000  
for the 2011 fiscal year, to be paid in 2012.  
The economic criteria were selected so as to not only reward  
short-term performance in terms of return on investment for  
shareholders, but also the progress made by the Group toward  
medium-term objectives by comparison with data for the oil  
and gas industry as a whole. They include:  
Mr. de Margerie’s total gross compensation as Chief Executive  
Officer for the period between January 1, 2010 and May 21, 2010  
was 1,030,359, composed of a fixed base salary of 507,097  
and a variable portion of 523,262 paid in 2011. Mr. de Margerie’s  
(1) ExxonMobil, BP, Shell and Chevron.  
118  
TOTAL. Registration Document 2011  
Corporate governance  
Compensation for the administration and management bodies  
5
total gross compensation as Chairman and Chief Executive Officer  
for the period between May 22, 2010 and December 31, 2010 was  
As Chairman and Chief Executive Officer, Mr. de Margerie has  
the use of a company car, receives the health coverage provided  
for Group employees and is eligible for the life insurance plan open  
to the Group’s executive officers (see paragraph 5.5 of this Chapter).  
1,977,763, composed of a fixed base salary of 919,355 and  
a variable portion of 1,058,408 paid in 2011.  
5.4. Executive officers’ compensation  
In 2011, the aggregate amount paid directly or indirectly by the French  
and foreign companies belonging to the Group of the Company  
as compensation to the executive officers of TOTAL in office  
at December 31, 2011 (members of the Management Committee  
and the Treasurer) as a group was 20.4 million (twenty-nine  
individuals), including 9 million paid to the six members of the  
Executive Committee. Variable compensation accounted for 42.4%  
of the aggregate amount of 20.4 million paid to executive officers.  
The following individuals were executive officers of the Group at December 31, 2011 (twenty-nine individuals at year-end 2011, compared  
with twenty-five at year-end 2010):  
Management Committee  
Treasurer  
Christophe de Margerie(1)  
François Cornélis(2)  
Michel Bénézit(2)  
Yves-Louis Darricarrère(2)  
Jean-Jacques Guilbaud(2)  
Patrick de La Chevardière(2)  
Pierre Barbé  
Michel Hourcard  
Jérôme Schmitt  
Jean-Marc Jaubert  
Manoelle Lepoutre  
Françoise Leroy  
Jacques Maigné  
Jacques Marraud des Grottes  
Éric de Menten  
Marc Blaizot  
Philippe Boisseau  
Arnaud Breuillac  
Jean-François Minster  
Jean-Jacques Mosconi  
Bernard Pinatel  
Alain Champeaux  
René Chappaz  
Bertrand Deroubaix  
Peter Herbel  
Patrick Pouyanné  
Jacques-Emmanuel Saulnier  
André Tricoire  
François Viaud  
5.5. Pensions and other commitments  
(Article L. 225-102-1, paragraph 3, of the French Commercial Code)  
1
) Pursuant to applicable law, the Chairman and Chief Executive  
Officer is eligible for the basic French social security pension  
and for pension benefits under the ARRCO (Association pour  
le Régime de Retraite Complémentaire des Salariés) and AGIRC  
(2011 fixed base salary and variable portion for 2010, paid  
in 2011).  
2
) The Chairman and Chief Executive Officer participates in a defined  
benefit supplementary pension plan financed and managed  
by TOTAL S.A. and open to all employees of the Group whose  
annual compensation is greater than eight times the ceiling  
for calculating French social security contributions (36,372  
in 2012). Compensation above this amount does not qualify as  
pensionable compensation under either government-sponsored  
or contractual pension schemes.  
(Association Générale des Institutions de Retraite des Cadres)  
government-sponsored supplementary pension schemes.  
He also participates in the internal defined contribution pension  
plan and the defined benefit supplementary pension plan, known  
as RECOSUP, created by the Company. This supplementary  
pension plan, which is not limited to the Chairman and Chief  
Executive Officer, is described in point 2 below.  
To be eligible for this supplementary pension plan, participants  
must meet specific age and length of service criteria. They must  
also still be employed by the Company upon retirement, unless  
they retire due to disability or had taken early retirement at the  
Group’s initiative after the age of 55.  
The sum of the supplementary pension plan benefits and external  
pension plan benefits may not exceed 45% of the compensation  
used as the calculation basis. In the event this percentage is  
exceeded, the supplementary pension is reduced accordingly.  
The compensation taken into account when calculating the  
supplementary pension is the retiree’s final three-year average  
gross compensation (fixed and variable portions).  
The plan provides participants with a pension equal to the sum  
of 1.8% of the portion of the reference compensation between  
eight and forty times the annual ceiling for calculating French social  
security contributions, and 1% of the reference compensation  
between forty and sixty times the annual ceiling for calculating  
French social security contributions, which is multiplied by the  
As of December 31, 2011, Mr. de Margerie’s aggregate benefit  
entitlement under all of the above pension plans would amount  
to 22.31% of his gross annual compensation received in 2011  
(
1) Chairman and Chief Executive Officer and Chairman of the Executive Committee.  
(2) Member of the Executive Committee.  
Registration Document 2011. TOTAL  
119  
Corporate governance  
5
Compensation for the administration and management bodies  
number of years of service (up to twenty years). It is adjusted  
in line with changes in the value of the ARRCO pension point  
and strictly capped as described in point 1 above.  
7) In addition, in compliance with Article L. 225-42-1 of the French  
Commercial Code, the commitments described in points 3  
and 5 are subject to performance conditions that are deemed  
to be met if at least two of the following three criteria are satisfied:  
As of December 31, 2011, the Group’s pension obligations  
to Mr. de Margerie under the defined benefit supplementary  
pension plan represented the equivalent of 18.01% of his gross  
annual compensation paid in 2011.  
- the average ROE (return on equity) over the three years immediately  
preceding the year in which the officer retires is at least 12%;  
- the average ROACE (return on average capital employed) over  
the three years immediately preceding the year in which the officer  
retires is at least 10%;  
3
) The Chairman and Chief Executive Officer is also entitled  
to a lump-sum retirement benefit equal to that available to eligible  
members of the Group under the French National Collective  
Bargaining Agreement for the Petroleum Industry. This benefit  
amounts to 25% of the gross annual compensation (fixed  
and variable portions) received in the 12-month period preceding  
retirement. Pursuant to the provisions of Article L. 225-42-1  
of the French Commercial Code, such benefit is subject  
to the performance conditions detailed in point 7 below.  
-
TOTAL’s oil and gas production growth over the three years  
immediately preceding the year in which the officer retires  
is greater than or equal to the average production growth rate  
of the four other major international oil companies that are its  
competitors: ExxonMobil, Shell, BP and Chevron.  
In compliance with the AFEP-MEDEF Corporate Governance Code,  
the Board of Directors decided that payment of the lump-sum  
retirement benefit or compensation for loss of office shall be subject  
to demanding performance conditions combining both internal and  
external performance criteria.  
This retirement benefit cannot be combined with the compensation  
for loss of office described in point 5 below.  
4
) The Chairman and Chief Executive Officer also participates  
in the same life insurance plan as the Group’s employees, covering  
supplementary benefits or annuities in the event of temporary  
incapacity for work and disability, together with a life insurance  
plan funded by the Company and open to the executive officers  
of the Group. Upon death, the plan guarantees a payment equal  
to two years’ gross compensation (fixed and variable portions),  
increased to three years upon accidental death, as well as, in the  
event of disability, a payment proportional to the degree of disability.  
The three criteria were selected to take into account the Company’s  
general interest, shareholder interests and standard market  
practices, especially in the oil and gas industry.  
More specifically, ROE enables the payment of the retirement  
benefit or compensation for loss of office to be tied to the Company’s  
overall shareholder return. Shareholders can use ROE to gauge  
the Company’s ability to generate profit from the capital they have  
invested and from prior years’ earnings reinvested in the Company.  
5
) If the Chairman and Chief Executive Officer is removed  
from office or his term of office is not renewed by the Company,  
he is entitled to compensation for loss of office equal to two  
years’ gross annual compensation. The calculation will be based  
on the gross compensation (including both fixed and variable  
portions) paid in the 12-month period preceding the termination  
or non-renewal of his term of office.  
ROACE is used by most oil and gas companies to assess the operational  
performance of average capital employed, regardless of whether  
it is funded by equity or debt. ROACE is an indicator of the return on  
capital employed by the Company for operational activities and, as a  
result, makes it possible to tie the payment of the retirement benefit or  
compensation for loss of office to the value created for the Company.  
The third and last criterion used by the Board of Directors is the  
Group’s oil and gas production growth compared with that of its  
competitors. This indicator is widely used in the industry to  
measure operational performance and the ability to ensure the  
sustainable development of the Group, most of whose capital  
expenditure is allocated to exploration and production activities.  
This compensation for loss of office to be paid in the event  
of a change of control or a change of strategy of the Company  
would not be due in cases of gross negligence or willful misconduct  
or if the Chairman and Chief Executive Officer leaves the Company  
of his own volition, accepts new responsibilities within the Group,  
or may claim full retirement benefits within a short time period.  
8
) In addition, regarding the implementation of the pension  
commitments described in points 1 and 2 above made  
by the Company for directors for fiscal year 2011, the annual  
supplementary pension received by Mr. Desmarest in relation  
to his previous employment by the Group was approximately  
Pursuant to the provisions of Article L. 225-42-1 of the French  
Commercial Code, this benefit is subject to the performance  
conditions detailed in point 7 below.  
6
) Commitments with regard to the pension and life insurance plans  
for the Chairman and Chief Executive Officer and the retirement  
benefit and compensation for loss of office arrangements set  
out in point 5 were approved on May 21, 2010, by the Board  
of Directors and by the Shareholders’ Meeting.  
562,354 (December 31, 2011 value), adjusted in line with  
changes in the value of the ARRCO pension point.  
9) As of December 31, 2011, the total amount of the Group’s  
commitments under pension plans and similar for company  
officers is equal to 31.2 million.  
120  
TOTAL. Registration Document 2011  
Corporate governance  
Compensation for the administration and management bodies  
5
Chairman and Chief Executive Officer  
Summary table at February 29, 2012  
Employment  
contract  
Retirement benefit  
and supplementary  
pension plans  
Benefits or advantages due  
or likely to be due upon  
termination or change of office  
Benefits related  
to a non-compete  
agreement  
Christophe de Margerie  
NO  
YES  
YES  
NO  
Chairman and Chief Executive Officer  
Start of the office: February 2007(a)  
Term of current office:  
The Shareholders’ Meeting called  
in 2012 to approve the financial  
statements for the year ending  
December 31, 2011  
(retirement benefit)(b)  
(internal defined  
supplementary pension  
plan(c) and corporate  
RECOSUP defined  
contribution pension  
plan(d) also applicable  
to certain Group  
employees)  
(compensation  
for loss of office)(e)  
(
a) Chief Executive Officer since February 13, 2007, and Chairman and Chief Executive Officer since May 21, 2010.  
(
b) Payment subject to performance conditions in accordance with the decision of the Board of Directors on February 11, 2009, and confirmed by the Board of Directors on May 15, 2009  
and May 21, 2010. Details of these commitments are set out in points 3 and 7 above. This retirement benefit cannot be combined with the compensation for loss of office described below.  
c) Representing an annual pension that would be equivalent, as of December 31, 2011, to 18.01% of the annual compensation for 2011.  
d) Mr. de Margerie’s pension benefit represented a booked expense of 2,121 for fiscal year 2011.  
(
(
(
e) Payment subject to performance conditions in accordance with the decision of the Board of Directors on February 11, 2009, and confirmed by the Board of Directors on May 15, 2009  
and May 21, 2010. Details of these commitments are set out in points 5 and 7 above.  
5.6. Stock options and performance share grants policy  
5
.6.1. General policy  
The grant of these options or performance shares is used to  
extend, based upon individual performance assessments at the  
time of each plan, the Group-wide policy of developing employee  
shareholding (for further information, see paragraph 6.2 of this Chapter).  
Stock options and performance share grants put in place by  
TOTAL S.A. concern only TOTAL shares. No options for or grants  
of performance shares of any of the Group’s listed subsidiaries  
are awarded by TOTAL S.A.  
Stock options and performance share grants to the Chairman  
and Chief Executive Officer are subject to specific performance  
conditions set out in paragraph 5.6.2 below.  
All grants are approved by the Board of Directors, based on  
recommendations by the Compensation Committee. For each plan,  
the Compensation Committee recommends a list of beneficiaries,  
the conditions and the number of options or performance shares  
awarded to each beneficiary. The Board of Directors then gives final  
approval for this list and the grant conditions.  
5
.6.2. Grants to the Chairman  
and Chief Executive Officer  
The Chairman and Chief Executive Officer has been awarded share  
subscription options, the exercise of which has been subject,  
since 2007, to a presence condition and performance conditions  
based on the Group’s ROE and ROACE. The reasons for selecting  
these criteria are detailed in point 7 of paragraph 5.5 above.  
Stock options have a term of eight years, with an exercise price set  
at the average of the closing TOTAL share prices on Euronext Paris  
during the twenty trading days prior to the grant date, without any  
discount. The exercising of the options is subject to a presence  
condition and performance conditions based on the return on equity  
Pursuant to Article L. 225-185 of the French Commercial Code,  
the Board of Directors decided that, for the 2007 to 2011 share  
subscription option plans, the corporate officers (the Chairman of  
the Board and the Chief Executive Officer, and as from May 21, 2010  
the Chairman and Chief Executive Officer) are required to hold for  
as long as they remain in office, a number of TOTAL shares representing  
(ROE) of the Group, that vary depending on the plan and  
beneficiary category. As of 2011, all options granted are subject to  
performance conditions. Subject to the presence condition and  
applicable performance conditions being met, options may only be  
exercised after an initial two-year vesting period and the shares issued  
upon exercise are subject to a two-year mandatory holding period.  
However, for the 2007 to 2011 option plans, options awarded  
to beneficiaries employed by non-French subsidiaries at the grant  
date can be converted to bearer form or transferred after the 2-year  
vesting period at the end of which the options may be exercised.  
50% of the capital gains, net of tax and other deductions, resulting  
from the exercise of stock options under these plans. Once the  
Chairman and Chief Executive Officer holds a number of shares  
(directly or through collective investment funds invested in Company  
stock) corresponding to more than five times his current gross  
annual fixed compensation, this holding requirement will be reduced  
to 10%. If in the future this ratio is no longer met, the previous 50%  
holding requirement will once again apply.  
Performance shares awarded under selective plans become final  
after a two-year vesting period, subject to a presence condition  
and a performance condition based on the return on equity (ROE)  
of the Group. At the end of this vesting period, and provided that  
the conditions set are satisfied, the performance share grants are  
finally awarded. However, these shares may not be transferred prior  
to the end of an additional two-year mandatory holding period.  
For beneficiaries employed by non-French subsidiaries on the grant  
date, the vesting period for performance shares may be increased  
to four years; in such cases, there would be no mandatory holding  
period. As of 2011, all performance shares granted to executive  
officers are subject to performance conditions.  
As of 2011, the Chairman and Chief Executive Officer receives  
performance share grants, the final awarding of which is subject  
to a presence condition and performance conditions.  
On the September 14, 2011 grant of TOTAL performance shares,  
the Board of Directors decided that the Chairman and Chief Executive  
Officer will have to hold for as long as he remains in office, 50%  
of the capital gains, net of tax and other deductions, from shares  
granted under performance share grant plans. Once the Chairman  
and Chief Executive Officer holds a number of shares (directly  
Registration Document 2011. TOTAL  
121  
Corporate governance  
5
Compensation for the administration and management bodies  
or through collective investment funds invested in Company stock)  
corresponding to more than five times his gross annual fixed  
compensation at that time, this holding requirement will be reduced  
to 10%. If in the future this ratio is no longer met, the previous 50%  
holding requirement will once again apply.  
Executive Officer will be subject to two performance conditions:  
For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based on  
the average ROE of the Group as published by TOTAL. The average  
ROE is calculated based on the Group’s consolidated balance sheet  
and statement of income for fiscal years 2009 and 2010. The  
acquisition rate is equal to zero if the average ROE is less than or  
equal to 7%, varies on a straight-line basis between 0% and 100%  
if the average ROE is more than 7% and less than 18%, and is  
equal to 100% if the average ROE is more than or equal to 18%.  
In light of this holding requirement, this acquisition of the  
performance shares is not subject to an additional purchase of the  
company’s shares.  
The Chairman and Chief Executive Officer has given a commitment  
not to hedge the price risk on the TOTAL stock options and shares  
he has been granted to date, and on the shares he holds.  
– For 50% of the share subscription options granted, the performance  
condition states that the number of options granted is related  
to the average ROACE of the Group as published by TOTAL.  
The average ROACE is calculated based on the Group’s  
consolidated balance sheet and statement of income for fiscal  
years 2009 and 2010. The acquisition rate is equal to zero  
if the average ROACE is less than or equal to 6%, varies on a  
straight-line basis between 0% and 100% if the average ROACE  
is more than 6% and less than 15%, and is equal to 100%  
if the average ROACE is more than or equal to 15%.  
2011 share subscription option plan: the Board of Directors  
decided that, provided the presence condition within the Group is  
satisfied, the number of options finally granted to the Chairman and  
Chief Executive Officer will be subject to two performance conditions:  
For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based  
on the average ROE of the Group. The average ROE is calculated  
by the Group from the consolidated balance sheet and statement  
of income of the Group for fiscal years 2011 and 2012. The acquisition  
rate is equal to zero if the average ROE is less than or equal  
to 7%, varies on a straight-line basis between 0% and 100%  
if the average ROE is more than 7% and less than 18%, and is  
equal to 100% if the average ROE is more than or equal to 18%.  
The acquisition rate applicable to the subscription options that were  
subject to the performance condition of the 2009 Plan was 100%.  
2011 performance share plan: the Board of Directors decided  
that, provided the presence condition within the Group is satisfied,  
the number of shares finally granted to the Chairman and Chief  
Executive Officer will be subject to two performance conditions:  
For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based  
on the average ROACE of the Group. The average ROACE  
is calculated by the Group from the consolidated balance sheet  
and statement of income of the Group for fiscal years 2011  
and 2012. The acquisition rate is equal to zero if the average  
ROACE is less than or equal to 6%, varies on a straight-line basis  
between 0% and 100% if the average ROACE is more than 6%  
and less than 15%, and is equal to 100% if the average ROACE  
is more than or equal to 15%.  
– For 50% of the shares granted, the performance condition states  
that the number of shares finally granted is based on the average  
ROE of the Group. The average ROE is calculated by the Group  
from the consolidated balance sheet and statement of income of  
the Group for fiscal years 2011 and 2012. The acquisition rate  
is equal to zero if the average ROE is less than or equal to 7%,  
varies on a straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%, and is equal  
to 100% if the average ROE is more than or equal to 18%.  
2010 share subscription option plan: the Board of Directors  
decided that, provided the presence condition within the Group is  
satisfied, the number of options finally granted to the Chairman and  
Chief Executive Officer will be subject to two performance conditions:  
– For 50% of the shares granted, the performance condition states  
that the number of shares finally granted is based on the average  
ROACE of the Group. The average ROACE is calculated by the  
Group from the consolidated balance sheet and statement of  
income of the Group for fiscal years 2011 and 2012. The acquisition  
rate is equal to zero if the average ROACE is less than or equal  
to 6%, varies on a straight-line basis between 0% and 100% if  
the average ROACE is more than 6% and less than 15%, and is  
equal to 100% if the average ROACE is more than or equal to 15%.  
2
For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based  
on the average ROE of the Group. The average ROE is calculated  
by the Group based on TOTAL’s consolidated balance sheet and  
statement of income for fiscal years 2010 and 2011. The acquisition  
rate is equal to zero if the average ROE is less than or equal  
to 7%, varies on a straight-line basis between 0% and 100%  
if the average ROE is more than 7% and less than 18%, and is  
equal to 100% if the average ROE is more than or equal to 18%.  
The Chairman and Chief Executive Officer was not awarded any  
performance shares as part of the plans in the period 2006 to 2010.  
For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based  
on the average ROACE of the Group calculated based on TOTAL’s  
consolidated balance sheet and statement of income for fiscal  
years 2010 and 2011. The acquisition rate is equal to zero  
if the average ROACE is less than or equal to 6%, varies on a  
straight-line basis between 0% and 100% if the average ROACE  
is more than 6% and less than 15%, and is equal to 100% if the  
average ROACE is more than or equal to 15%.  
5.6.3. Grants to employees  
Share subscription option plan  
2011 share subscription option plan: The Board of Directors  
decided that, provided the presence condition within the Group is  
satisfied, for each grantee other than the Chairman and Chief  
Executive Officer, the options will be finally granted to the beneficiary  
provided that the performance condition is fulfilled. The performance  
condition states that the number of options finally granted is based  
on the average of the ROE of the Group. The average ROE is  
calculated by the Group from the consolidated balance sheet and  
statement of income of the Group for fiscal years 2011 and 2012.  
009 share subscription option plan: the Board of Directors  
decided that, provided the presence condition within the Group  
is satisfied, the number of options finally granted to the Chief  
122  
TOTAL. Registration Document 2011  
Corporate governance  
Compensation for the administration and management bodies  
5
The acquisition rate:  
Performance share plan  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100%  
if the average ROE is more than 7% and less than 18%; and  
is equal to 100% if the average ROE is more than or equal to 18%.  
2011 performance share plan: the Board of Directors decided  
that, provided that the presence condition within the Group is satisfied,  
for executives officers(1) other than the Chairman and Chief  
Executive Officer, the number of shares finally granted will be  
subject to the performance condition set out below. This condition  
is based on the average ROE as published by the Group and  
calculated based on the Group’s consolidated balance sheet and  
statement of income for fiscal years 2011 and 2012.  
2
010 share subscription option plan: the Board of Directors  
decided that, provided the presence condition within the Group  
was satisfied:  
for each grantee of up to 3,000 options, other than the Chairman  
and Chief Executive Officer, the options will be finally granted;  
The acquisition rate:  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
for each grantee of more than 3,000 options and less than or  
equal to 50,000 options (other than the Chairman and Chief  
Executive Officer):  
is equal to 100% if the average ROE is more than or equal to 18%.  
-
-
the first 3,000 options and two-thirds of the options in excess  
of this number will be finally granted to their beneficiary;  
the outstanding options, that is one-third of the options in  
excess of the first 3,000 options, will be granted provided that  
the performance condition described below is fulfilled;  
Furthermore, the Board of Directors decided that, for each  
beneficiary (other than the Chairman and Chief Executive Officer  
and the executive officers) of more than 100 shares, the shares in  
excess of this number will be finally granted subject to a performance  
condition. This condition is based on the average ROE as published  
by the Group and calculated based on the Group’s consolidated  
balance sheet and statement of income for fiscal years 2011  
and 2012.  
For each grantee of more than 50,000 options, other than the  
Chairman and Chief Executive Officer:  
-
the first 3,000 options, two-thirds of the options above the first  
,000 options and below the first 50,000 options, and one-third  
3
The acquisition rate:  
of the options in excess of the first 50,000 options, will be finally  
granted to their beneficiary;  
the remaining options, that is one-third of the options above the  
first 3,000 options and below the first 50,000 options, and two-  
thirds of the options in excess of the first 50,000 options, will be  
finally granted provided that the performance condition is fulfilled.  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the average  
ROE is more than 7% and less than 18%; and  
-
is equal to 100% if the average ROE is more than or equal to 18%.  
2010 performance share plan: the Board of Directors decided  
that, provided that the presence condition within the Group is satisfied,  
for each beneficiary of more than 100 shares, half of the shares in  
excess of this number will be finally granted subject to a performance  
condition. This condition is based on the average ROE calculated  
by the Group based on TOTAL’s consolidated balance sheet  
and statement of income for fiscal years 2010 and 2011.  
This condition states that the number of options finally granted  
is based on the average ROE of the Group. The average ROE is  
calculated by the Group based on TOTAL’s consolidated balance  
sheet and statement of income for fiscal years 2010 and 2011.  
The acquisition rate:  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
The acquisition rate:  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
is equal to 100% if the average ROE is more than or equal to 18%.  
2009 share subscription option plan: the Board of Directors  
– is equal to 100% if the average ROE is more than or equal to 18%.  
decided that, provided the presence condition within the Group  
was met, for each beneficiary, other than the Chief Executive Officer,  
of more than 25,000 options, one-third of the options granted in  
excess of this number will be finally granted subject to a performance  
condition. This condition is based on the average ROE of the Group  
as published by TOTAL. The average ROE is calculated based on  
the Group’s consolidated balance sheet and statement of income  
for fiscal years 2009 and 2010.  
2
009 performance share plan: the Board of Directors decided  
that, provided that the presence condition within the Group is satisfied,  
for each beneficiary of more than 100 shares, half of the shares in  
excess of this number will be finally granted subject to a performance  
condition. This condition is based on the average ROE of the Group  
as published by TOTAL. The average ROE is calculated based on  
the Group’s consolidated balance sheet and statement of income  
for fiscal years 2009 and 2010.  
The acquisition rate:  
The acquisition rate:  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the average  
ROE is more than 7% and less than 18%; and  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
is equal to 100% if the average ROE is more than or equal to 18%.  
is equal to 100% if the average ROE is more than or equal to 18%.  
The acquisition rate applicable to the subscription options that were  
subject to the performance condition of the 2009 Plan was 100%.  
Due to the application of the performance condition, the acquisition  
rate was 100% for the 2009 Plan.  
(1) Executive officers, excluding the Chairman and Chief Executive Officer, are employees other than directors.  
Registration Document 2011. TOTAL  
123  
Corporate governance  
5
Compensation for the administration and management bodies  
In addition, the Board of Directors decided at its meeting  
to every employee. The shares are subject to a vesting period  
of two to four years depending on the case. The shares granted  
are not subject to any performance condition. They will be issued  
at the end of the vesting period.  
of May 21, 2010 to implement a global free share plan intended  
for the Group’s employees, that is more than 100,000 employees.  
On June 30, 2010, rights to twenty-five free shares were granted  
5.7. Summary table for the corporate executive officers  
(AFEP-MEDEF Code for corporate governance of listed companies)  
5
.7.1. Summary of compensation, stock options and performance shares awarded  
to the Chairman and Chief Executive Officer  
For the year ended  
()  
2011  
2010  
Christophe de Margerie  
Chairman and Chief Executive Officer (since May 21, 2010)  
Compensation due for fiscal year as Chairman and Chief Executive Officer(a)  
In-kind benefits(b)  
3,030,000  
6,991  
702,400  
437,440  
3,008,122  
6,908  
1,387,200  
-
Value of options awarded(c)  
Value of performance shares awarded(d)  
Total  
4,176,831  
4,402,230  
(
(
(
(
a) Compensation detailed in the following table. For the 2010 fiscal year, Mr. de Margerie received compensation of 1,030,359 as Chief Executive Officer for the period from January 1  
to May 21, 2010, and compensation of 1,977,763 as Chairman and Chief Executive Officer for the period from May 22 to December 31, 2010.  
b) Mr. de Margerie has the use of a company car; he receives the health coverage provided for Group employees and is eligible for the life insurance plan open to the Group’s executive  
officers (see paragraph 5.5 of this Chapter).  
c) Options awarded in 2011 are detailed in paragraph 5.7.4 of this Chapter. The value of options awarded was calculated on the day when they were awarded using the Black-Scholes  
model based on the assumptions used for the consolidated accounts (see Note 25 to the Consolidated Financial Statements).  
d) The value of performance shares was calculated on the day when they were awarded.  
5.7.2. Chairman and Chief Executive Officer’s compensation  
For the year ended 2011 For the year ended 2010  
Amount  
due  
Amount  
paid(  
Amount  
due  
Amount  
a)  
(a)  
()  
paid  
Christophe de Margerie  
Chairman and Chief Executive Officer (since May 21, 2010)  
Fixed compensation  
1,500,000  
1,530,000  
1,500,000  
1,581 670  
1,426,452(b) 1,426,452(b)  
1,581,670(d) 1,356,991  
Variable compensation(c)  
Extraordinary compensation  
Directors’ fees  
In-kind benefits(e)  
-
-
-
-
-
-
-
-
6,991  
6,991  
6,908  
6,908  
Total  
3,036,991  
3,088,661  
3,015,030  
2,790,351  
(
(
(
a) Variable portion paid for prior fiscal year. For more detailed information about these criteria, see paragraph 5.3 of this Chapter.  
b) Includes a fixed portion of 507,097 for the period between January 1 and May 21, 2010 and 919,355 for the period between May 22 and December 31, 2010.  
c) The variable portion for the Chairman and Chief Executive Officer is calculated by taking into account the Group’s return on equity during the relevant fiscal year, the Group’s earnings  
compared to those of the other major international oil companies that are its competitors as well as the Chairman and Chief Executive Officer’s personal contribution based on operational  
target criteria. The variable portion can reach a maximum amount of 165% of the fixed base salary. The objectives related to personal contribution were considered to have been  
substantially fulfilled.  
(
(
d) Including a variable portion of 523,262 for the period between January 1 to May 21 2010, and 1,058,408 for the period between May 22 and December 31, 2010.  
e) Mr. de Margerie has the use of a company car, receives the health coverage provided for Group employees and is eligible for the life insurance plan open to the Group’s executive  
officers (see paragraph 5.5 of this Chapter).  
124  
TOTAL. Registration Document 2011  
Corporate governance  
Compensation for the administration and management bodies  
5
5.7.3. Directors’ fees and other compensation received by directors  
Total compensation (including in-kind benefits) paid to each director in the year indicated (Article L. 225-102-1 of the French Commercial Code,  
1st and 2nd paragraphs)  
Gross amount ()  
2011  
2010  
Christophe de Margerie(a)  
(b)  
(b)  
Thierry Desmarest(a)(b)  
Patrick Artus(c)  
Patricia Barbizet(a)  
Daniel Bouton  
Gunnar Brock(a)(e)  
639,854(d) 1,604,039(d)  
65,500  
115,500  
63,500  
75,500  
156,365(f)  
48,460  
72,500  
51,000  
55,040  
26,770  
63,500  
19,230  
63,500  
77,500  
138,500  
55,000  
107,000  
55,000  
39,328  
127,929(f)  
-
Claude Clément(e)  
Marie-Christine Coisne-Roquette(g)  
Bertrand Collomb  
Paul Desmarais Jr.  
Bertrand Jacquillat(h)  
Barbara Kux(a)(i)  
Anne Lauvergeon(a)  
Peter Levene of Portsoken(j)  
Claude Mandil(a)  
71,000  
45,000  
95,000  
-
45,000  
79,000  
55,000  
71,000  
142,000  
Michel Pébereau  
Thierry de Rudder(a)  
(
(
a) Member of the Strategic Committee.  
b) For the Chairman and Chief Executive Officer, see the summary compensation tables given in paragraph 5.7.2 of this Chapter. The Chairman and Chief Executive Officer did not receive  
any directors’ fees.  
(
c) Member of the Compensation Committee since May 21, 2010.  
(
d) Including for 2011, fees received (77,500) and pension benefits received (562,354), and including for 2010, fees received (39,328), fixed and variable compensation for his role as  
Chairman of the Board of Directors up to May 21, 2010 (751,407), the retirement benefit (492,963) and pension benefits received (320,341).  
e) Director since May 21, 2010.  
(
(
f) Including for 2011, the directors’ fees received, representing 58,500, as well as the compensation received from Total Raffinage Marketing (a subsidiary of TOTAL S.A.), representing  
97,865 and including for 2010, directors’ fees received, representing 32,328 as well as the compensation received from Total Raffinage Marketing, representing 95,601.  
(
(
(
(
g) Director and member of the Audit Committee from May 13, 2011.  
h) Director and member of the Audit Committee until May 13, 2011.  
i) Director since May 13, 2011.  
j) Director until May 13, 2011.  
Over the past two years, the directors currently in office have not received any compensation or in-kind benefits from companies controlled  
by TOTAL S.A., except for Mr. Clément, who is an employee of Total Raffinage Marketing, and Mr. Desmarest, Chairman of the Board  
of Directors until May 21, 2010. The compensation indicated in the table above (except for that of the Chairman and Chief Executive Officer  
and Messrs. Desmarest and Clément) consists solely of directors’ fees (gross amount) paid during the relevant period. None of the directors  
have service contracts linking them to TOTAL S.A. or any of its subsidiaries that provide for benefits upon termination of employment.  
5.7.4. Stock options awarded in 2011 to the Chairman and Chief Executive Officer  
The stock options awarded to the Chairman and Chief Executive Officer are detailed in paragraph 5.9.3 of this Chapter.  
Date  
of Plan  
Type of  
options  
Value of  
Number  
Exercise  
price ()  
Exercise  
period  
Performance  
condition  
options  
of options  
)( awarded during  
a)  
(
fiscal year(  
b)  
Christophe de Margerie 2011 Plan Subscription  
702,400  
160,000  
33.00 09/15/2013  
09/14/2019  
For 50% of the options,  
the condition is based  
on the average ROE  
for the Group’s 2011  
and 2012 fiscal years.  
For 50% of the options,  
the condition is based  
on the average ROACE  
for the Group’s 2011  
and 2012 fiscal years.  
Chairman and Chief  
Executive Officer  
09/14/2011  
options  
Total  
702,400  
160,000  
(a) The value of options awarded was calculated on the day they were awarded using the Black-Scholes model based on the assumptions used for the consolidated accounts (see Note 25  
to the Consolidated Financial Statements).  
(b) As part of the share subscription option plan awarded on September 14, 2011, the Board of Directors decided that, for the Chairman and Chief Executive Officer, the number of share  
subscription options that are likely to be exercised at the end of the two-year vesting period will be subject to performance conditions being met (see paragraph 5.6.2 of this Chapter).  
Registration Document 2011. TOTAL  
125  
Corporate governance  
5
Compensation for the administration and management bodies  
5.7.5. Stock options exercised in 2011 by the Chairman and Chief Executive Officer  
The stock options awarded to the Chairman and Chief Executive Officer are detailed in paragraph 5.9.3 of this Chapter.  
Date  
of Plan  
Number  
Exercise  
price  
()  
of options  
exercised  
during  
fiscal year  
Christophe de Margerie  
2003 Plan  
113,576  
32.84  
Chairman and Chief Executive Officer  
07/16/2003  
Total  
113,576  
5
.7.6. Performance shares awarded in 2011  
to the Chairman and Chief Executive Officer or any director  
Date  
of Plan  
Number  
of shares  
awarded during  
fiscal year  
Value of  
shares  
()(  
Acquisition  
date  
Availability  
date  
Performance  
condition  
a)  
Christophe de Margerie  
Chairman and Chief Executive Officer  
2011 Plan  
09/14/2011  
16,000  
437,440 09/15/2013 09/15/2015  
For 50% of the shares,  
the condition is based  
on the average ROE  
for the Group’s 2011  
and 2012 fiscal years.  
For 50% of the shares,  
the condition is based  
on the average ROACE  
for the Group’s 2011  
and 2012 fiscal year.  
Shares in excess  
Claude Clément  
Director representing  
employee shareholders  
2011 Plan  
09/14/2011  
240  
6,562 09/15/2013 09/15/2015  
of the first 100 shares  
are subject to a condition  
based on the average ROE  
for the Group’s 2011  
and 2012 fiscal years.  
Total  
16,240  
(a) The value of performance shares was calculated on the day when they were awarded.  
5
.7.7. Performance shares finally awarded in 2011 for the Chairman  
and Chief Executive Officer or any director  
Date of Plan  
Number of shares finally  
awarded during fiscal year  
Acquisition  
condition  
Christophe de Margerie  
Chairman and Chief Executive Officer  
Claude Clément  
2009 Plan  
09/15/2009  
2009 Plan  
-
-
-
Director representing employee shareholders  
09/15/2009  
-
Total  
-
-
126  
TOTAL. Registration Document 2011  
Corporate governance  
Compensation for the administration and management bodies  
5
5.8. TOTAL stock option grants  
The following table gives a breakdown of stock options awarded by category of beneficiaries (main executive officers, other executive  
officers and other employees) for the plans in effect during 2011.  
Number of  
beneficiaries  
Number of  
options  
Percentage  
Average  
number  
awarded(  
a)  
of options per  
(a)  
beneficiary  
2
003 Plan(b)(d): Subscription options  
Decision of the Board on July 16, 2003  
Exercise price: 133.20; discount: 0.0%  
Exercise price as of May 24, 2006: 32.84(a)  
Main executive officers(c)  
Other executive officers  
Other employees  
28  
319  
3,603  
356,500  
749,206  
1,829,600  
12.2%  
25.5%  
62.3%  
12,732  
2,349  
508  
Total  
3,950  
2,935,306  
100%  
743  
(d)  
004 Plan : Subscription options  
2
Decision of the Board on July 20, 2004  
Exercise price: 159.40; discount: 0.0%  
Exercise price as of May 24, 2006: 39.30(a)  
Main executive officers(c)  
Other executive officers  
Other employees  
30  
319  
3,997  
423,500  
902,400  
2,039,730  
12.6%  
26.8%  
60.6%  
14,117  
2,829  
510  
Total  
4,346  
3,365,630  
100%  
774  
(d)  
005 Plan : Subscription options  
2
Decision of the Board on July 19, 2005  
Exercise price: 198.90; discount: 0.0%  
Exercise price as of May 24, 2006: 49.04(a)  
Main executive officers(c)  
Other executive officers  
Other employees  
30  
330  
2,361  
370,040  
574,140  
581,940  
24.3%  
37.6%  
38.1%  
12,335  
1,740  
246  
Total  
2,721  
1,526,120  
100%  
561  
(d)  
006 Plan : Subscription options  
Decision of the Board on July 18, 2006  
Exercise price: 50.60; discount: 0.0%  
2
Main executive officers(c)  
Other executive officers  
Other employees  
28  
304  
2,253  
1,447,000  
2,120,640  
2,159,600  
25.3%  
37.0%  
37.7%  
51,679  
6,976  
959  
Total  
2,585  
5,727,240  
100%  
2,216  
2
007 Plan(d)(e): Subscription options  
Decision of the Board on July 17, 2007  
Exercise price: 60.10; discount: 0.0%  
Main executive officers(c)  
Other executive officers  
Other employees  
27  
298  
2,401  
1,329,360  
2,162,270  
2,335,600  
22.8%  
37.1%  
40.1%  
49,236  
7,256  
973  
Total  
2,726  
5,827,230  
100%  
2,138  
2
008 Plan(d)(e)(f): Subscription options  
Awarded on October 9, 2008, by decision  
of the Board of Directors on September 9, 2008  
Exercise price: 42.90; discount: 0.0%  
Main executive officers(c)  
Other executive officers  
Other employees  
26  
298  
1,690  
1,227,500  
1,988,420  
1,233,890  
27.6%  
44.7%  
27.7%  
47,212  
6,673  
730  
Total  
2,014  
4,449,810  
100%  
2,209  
2
009 Plan(d)(e)(g): Subscription options  
Decision of the Board on September 15, 2009  
Exercise price: 39.90; discount: 0.0%  
Main executive officers(c)  
Other executive officers  
Other employees  
26  
284  
1,742  
1,227,500  
1,825,540  
1,360,460  
27.6%  
41.6%  
31.0%  
47,212  
6,428  
781  
Total  
2,052  
4,387,500  
100%  
2,138  
2
010 Plan(d)(e): Subscription options  
Decision of the Board on September 14, 2010  
Exercise price: 38.20; discount: 0.0%  
Main executive officers(c)  
Other executive officers  
Other employees  
25  
282  
1,790  
1,348,100  
2,047,600  
1,392,720  
28.2%  
42.8%  
29.0%  
53,924  
7,261  
778  
Total  
2,097  
4,788,420  
100%  
2,283  
2
011 Plan(d)(e): Subscription options  
Decision of the Board on September 14, 2011  
Exercise price: 33.00; discount: 0.0%  
Main executive officers(c)  
Other executive officers  
Other employees  
29  
177  
-
846,600  
672,240  
-
55.7%  
44.3%  
-
29,193  
3,798  
-
Total  
206  
1,518,840  
100%  
7,373  
(
a) To take into account the spin-off of Arkema, pursuant to the provisions in effect on the date of the Shareholders’ Meeting on May 12, 2006, at its meeting of March 14, 2006, the Board  
of Directors resolved to adjust the rights of TOTAL stock options holders. For each plan and each holder, the exercise prices for TOTAL stock options were multiplied by 0.986147 and  
the number of unexercised stock options was multiplied by 1.014048 (and then rounded up), effective as of May 24, 2006. In addition, to take into account the four-for-one stock split  
approved by the Shareholders’ Meeting on May 12, 2006, the exercise price for stock options was divided by four and the number of unexercised stock options was multiplied by four.  
The presentation in this table of the number of options initially awarded has not been adjusted to reflect the four-for-one stock split.  
Registration Document 2011. TOTAL  
127  
Corporate governance  
5
Compensation for the administration and management bodies  
(
(
(
b) Certain employees of the Elf Aquitaine group in 1998 also benefited from the vesting of Elf Aquitaine options awarded in 1998 subject to performance conditions related to the Elf Aquitaine  
group from 1998 to 2002. These Elf Aquitaine plans expired on March 31, 2005.  
c) Members of the Management Committee and the Treasurer as of the date of the Board meeting awarding the options. Mr. Desmarest has not been a member of the Management  
Committee since February 14, 2007. Mr. Desmarest was awarded 110,000 options under the 2007 Plan and no options since 2008.  
d) The options are exercisable, subject to a presence condition, after a 2-year vesting period from the date of the Board meeting awarding the options and expire eight years after this  
date. The underlying shares may not be transferred during the 4-year period from the date of the Board meeting awarding the options (except for the 2008 Plan). The presence  
condition states that the termination of the employment contract will result in the employee losing the right to exercise the options.  
e) The 4-year transfer restriction period does not apply to employees of non-French subsidiaries as of the date of the grant, who may transfer the underlying shares after a 2-year period  
from the date of the grant.  
(
(
(
f) For the 2008 Plan, the options acquisition rate, linked to the performance condition, was 60%.  
g) For the 2009 Plan, the options acquisition rate, linked to the performance condition, was 100%.  
5.9. TOTAL stock options as of December 31, 2011  
5.9.1. Outstanding TOTAL stock option plans  
2003 Plan  
2004 Plan  
2005 Plan  
2006 Plan  
2007 Plan  
2008 Plan  
2009 Plan  
2010 Plan  
2011 Plan  
Total  
Type of options  
Subscription Subscription Subscription Subscription Subscription Subscription Subscription Subscription Subscription  
options options options options options options options options options  
Date of the  
Shareholders’  
Meeting  
05/17/2001 05/14/2004 05/14/2004 05/14/2004 05/11/2007 05/11/2007 05/11/2007 05/21/2010 05/21/2010  
07/16/2003 07/20/2004 07/19/2005 07/18/2006 07/17/2007 10/09/2008 09/15/2009 09/14/2010 09/14/2011  
Grant date(a)  
Total number  
of options  
awarded,  
including(b):  
11,741,224 13,462,520  
6,104,480  
5,727,240  
5,937,230  
4,449,810  
4,387,500  
4,788,420 1,518,840 58,117,264  
Directors(c)  
240,000  
240,000  
240,720  
400,720  
310,840  
200,660  
200,000  
240,000  
160,000  
2,232,940  
-
-
-
-
C. de Margerie  
C. Clément  
D. Boeuf  
n/a  
n/a  
n/a  
n/a  
n/a  
-
n/a  
n/a  
720  
160,000  
n/a  
720  
240,000  
200,000  
n/a  
840  
110,000  
200,000  
200,000  
240,000  
160,000  
1,160,000  
-
2,940  
1,070,000  
n/a  
660  
-
n/a  
-
-
-
n/a  
-
-
n/a  
n/a  
T. Desmarest  
240,000  
240,000  
240,000  
Additional grant  
-
24,000  
134,400  
-
-
-
-
-
-
-
158,400  
Adjustments related  
to the spin-off of  
(d)  
Arkema  
163,180  
196,448  
90,280  
-
-
-
-
-
449,908  
Date as of which  
the options may  
be exercised  
07/17/2005 07/21/2006 07/20/2007 07/19/2008 07/18/2009 10/10/2010 09/16/2011 09/15/2012 09/15/2013  
07/16/2011 07/20/2012 07/19/2013 07/18/2014 07/17/2015 10/09/2016 09/15/2017 09/14/2018 09/14/2019  
Expiry date  
Exercise price ()(e)  
32.84  
39.30  
49.04  
50.60  
60.10  
42.90  
39.90  
38.20  
33.00  
Cumulative number  
of options  
exercised as of  
1
2/31/2011  
11,068,508  
1,266,293  
322,151  
38,497  
8,620  
-
200  
1,080  
2,040  
9,400  
1,000  
Cumulative number  
of options  
canceled as of  
12/31/2011  
835,896  
128,127  
95,114  
86,865  
113,912  
28,740  
86,337  
Number of options:  
-
outstanding as of  
January 1, 2011  
awarded in 2011  
canceled in 2011(  
5,734,444 12,338,847  
6,178,856  
5,640,886  
5,866,445  
4,349,158  
-
(13,260)  
(200)  
4,371,890  
4,787,300  
-
(85,217)  
(2,040)  
-
1,518,840  
(1,000)  
49,267,826  
1,518,840  
(930,089)  
-
-
-
-
-
(28,208)  
-
(16,320)  
-
-
(17,380)  
-
-
(16,080)  
-
-
(14,090)  
-
f)(g)  
(738,534)  
exercised in 2011 (4,995,910)  
Outstanding as of  
2/31/2011  
(216,115)  
(9,400) (5,223,665)  
-
1
-
12,094,524  
6,162,536 5,623,506  
5,850,365  
4,335,698  
4,357,800  
4,700,043  
1,508,440 44,632,912  
(
(
(
(
a) The grant date is the date of the Board meeting awarding the options, except for the share subscription option plan of October 9, 2008, approved by the Board on September 9, 2008.  
b) The number of options awarded before May 23, 2006, has been multiplied by four to take into account the four-for-one stock split approved by the Shareholders’ Meeting on May 12, 2006.  
c) Options awarded to directors at the time of grant.  
d) Adjustments approved by the Board at its meeting on March 14, 2006, pursuant to the provisions in effect at the time of the Board meeting and at the time of the Shareholders’  
Meeting on May 12, 2006, related to the spin-off of Arkema. These adjustments were made on May 22, 2006 effective as of May 24, 2006.  
(
e) Exercise price as of May 24, 2006. The exercise prices of TOTAL subscription shares under the plans in force at that date were multiplied by 0.25 to take into account the four-for-one stock  
split on May 18, 2006. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL stock options under these plans were multiplied by an adjustment factor equal to 0.986147  
effective as of May 24, 2006. The exercise prices effective before May 24, 2006 are given in Note 25, points A, B and C to the Consolidated Financial Statements (Chapter 9).  
f) Out of the 930,089 options canceled in 2011, 738,534 options that were not exercised expired due to the expiry of the 2003 subscription option plan on July 16, 2011.  
g) The acquisition rate applicable to the subscription options that were subject to the performance condition of the 2009 Plan was 100%.  
(
(
128  
TOTAL. Registration Document 2011  
Corporate governance  
Compensation for the administration and management bodies  
5
If all the outstanding stock options as of December 31, 2011 were exercised, the corresponding shares would represent 1.85%(1) of the  
Company’s potential share capital as of such date.  
5
.9.2. TOTAL stock options awarded to main executive officers  
(
Management Committee and Treasurer) as of December 31, 2011  
2003 Plan  
2004 Plan  
2005 Plan  
2006 Plan  
2007 Plan  
2008 Plan  
2009 Plan  
2010 Plan  
2011 Plan  
Total  
Type of options  
Subscription Subscription Subscription Subscription Subscription Subscription Subscription Subscription Subscription  
options options options options options options options options options  
Expiry date  
07/16/2011 07/20/2012 07/19/2013 07/18/2014 07/17/2015 10/09/2016 09/15/2017 09/14/2018 09/14/2019  
Exercise price ()(a)  
32.84  
39.30  
49.04  
50.60  
60.10  
42.90  
39.90  
38.20  
33.00  
Options awarded  
(
b)  
by the Board  
680,904  
848,800  
711,440  
851,240  
1,032,120  
1,138,300  
1,215,300  
1,406,400  
846,600  
8,731,104  
31,028  
Adjustments  
related to the  
spin-off of Arkema  
(c)  
8,988  
11,992  
10,048  
-
-
-
-
-
-
Options  
outstanding as of  
January 01, 2011  
277,119  
757,792  
721,488  
851,240  
1,032,120  
1,059,901  
1,215,300  
1,406,400  
7,321,360  
846,600  
(277,119)  
(59,000)  
Options awarded  
in 2011  
-
(277,119)  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
846,600  
Options exercised  
in 2011  
-
-
Options canceled  
in 2011  
(59,000)  
Options  
outstanding as of  
December 31, 2011  
-
757,792  
721,488  
851,240  
1,032,120  
1,059,901  
1,215,300  
1,347,400  
846,600  
7,831,841  
(
a) Exercise price as of May 24, 2006. The exercise prices of TOTAL subscription shares under the plans in force at that date were multiplied by 0.25 to take into account the four-for-one stock  
split on May 18, 2006. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL stock options under these plans were multiplied by an adjustment factor equal to 0.986147  
effective as of May 24, 2006. The exercise prices effective before May 24, 2006 are given in Note 25, points A, B and C to the Consolidated Financial Statements (Chapter 9).  
b) The number of options awarded before May 23, 2006, has been multiplied by four to take into account the four-for-one stock split approved by the Shareholders’ Meeting on May 12, 2006.  
c) Adjustments approved by the Board at its meeting on March 14, 2006, pursuant to the provisions in effect at the time of the Board meeting and of the Shareholders’ Meeting on May 12, 2006,  
related to the spin-off of Arkema. These adjustments were made on May 22, 2006 effective as of May 24, 2006.  
(
(
As part of the 2007, 2008 and 2009 share subscription option plans, the Board of Directors decided that for each beneficiary of more than 25,000  
options, one-third of the options awarded in excess of this number be subject to a performance condition. For the 2010 share subscription  
option plan, beneficiaries of more than 3,000 options are subject to a performance condition for part of the options (see paragraph 5.6.2  
of this Chapter). For the 2011 share subscription option plan, all of the options are subject to a performance condition.  
In addition, Mr. Clément, the director representing employee shareholders, has not exercised any option in 2011 and has not been awarded  
any share subscription options under the 2011 Plan.  
(1) Out of a total potential share capital of 2,408,400,225 shares (see paragraph 1.4 of Chapter 8).  
Registration Document 2011. TOTAL  
129  
Corporate governance  
5
Compensation for the administration and management bodies  
5
.9.3. TOTAL stock options awarded to Mr. de Margerie, Chairman  
and Chief Executive Officer of TOTAL S.A.  
2003 Plan  
2004 Plan  
2005 Plan  
2006 Plan  
2007 Plan  
2008 Plan  
2009 Plan  
2010 Plan  
2011 Plan  
Total  
Type of options  
Subscription Subscription Subscription Subscription Subscription Subscription Subscription Subscription Subscription  
options options options options options options options options options  
Expiry date  
07/16/2011 07/20/2012 07/19/2013 07/18/2014 07/17/2015 10/09/2016 09/15/2017 09/14/2018 09/14/2019  
Exercise price ()(a)  
32.84  
39.30  
49.04  
50.60  
60.10  
42.90  
39.90  
38.20  
33.00  
Options awarded  
(b)  
by the Board  
112,000  
128,000  
130,000  
160,000  
200,000  
200,000  
200,000  
240,000  
160,000  
1,530,000  
Adjustments related  
to the spin-off  
(
c)  
of Arkema  
1,576  
1,800  
1,828  
-
-
-
-
-
-
5,204  
1,351,871  
160,000  
(113,576)  
-
Options outstanding  
as of January 01, 2011 113,576  
Options awarded  
129,800  
131,828  
160,000  
200,000  
176,667  
200,000  
240,000  
-
in 2011  
-
(113,576)  
-
-
-
-
-
-
-
-
160,000  
Options exercised  
in 2011  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Options canceled  
in 2011  
Options outstanding as  
of December 31, 2011  
-
129,800  
131,828  
160,000  
200,000  
176,667  
200,000  
240,000  
160,000  
1,398,295  
(
a) Exercise price as of May 24, 2006. The exercise prices of TOTAL subscription shares under the plans in force at that date were multiplied by 0.25 to take into account the four-for-one stock  
split on May 18, 2006. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL stock options under these plans were multiplied by an adjustment factor equal to 0.986147  
effective as of May 24, 2006. The exercise prices effective before May 24, 2006 are given in Note 25, points A, B and C to the Consolidated Financial Statements (Chapter 9).  
b) The number of options awarded before May 23, 2006, has been multiplied by four to take into account the four-for-one stock split approved by the Shareholders’ Meeting on May 12, 2006.  
c) Adjustments approved by the Board at its meeting on March 14, 2006, pursuant to the provisions in effect at the time of the Board meeting and of the Shareholders’ Meeting on May 12, 2006,  
related to the spin-off of Arkema. These adjustments were made on May 22, 2006 effective as of May 24, 2006.  
(
(
As part of the 2007 to 2011 Plans, the Board has made the grant of these options to the Chairman and Chief Executive Officer subject to  
performance conditions (see paragraph 5.6.2 of this Chapter). For the 2009 Plan, the acquisition rate, linked to the performance conditions,  
was 100%.  
As of December 31, 2011, the outstanding options of the Chairman and Chief Executive Officer represented 0.058%(1) of the Company’s  
potential share capital as of such date.  
Mr. Desmarest, Chairman of the Board of Directors until May 21, 2010, was not awarded any share subscription options under  
the 2008, 2009, 2010 and 2011 plans. In addition, he was not awarded any performance shares under plans in the period 2005 to 2011.  
(1) Out of a total potential share capital of 2,408,400,225 shares (see paragraph 1.4 of Chapter 8).  
130  
TOTAL. Registration Document 2011  
Corporate governance  
Compensation for the administration and management bodies  
5
5
.9.4. Stock options awarded to the ten employees (other than corporate executive officers)  
receiving the largest awards/Stock options exercised by the ten employees  
(other than corporate executive officers) exercising the largest number of options  
Total number  
of options  
awarded/  
Exercise  
price ()  
Grant  
Expiry  
date  
date(  
a)  
exercised  
Options awarded in 2011 to the ten employees  
of TOTAL S.A., or any company in the Group,  
receiving the largest number of options  
430,400  
33.00 09/14/2011 09/14/2019  
Options exercised in 2011 by the ten employees  
of TOTAL S.A., or any company in the Group,  
exercising the largest number of options(b)  
227,671  
9,736  
32.84 07/16/2003 07/16/2011  
39.30 07/20/2004 07/20/2012  
237,407  
33.10(c)  
(
a) The grant date is the date of the Board meeting awarding the options.  
(
b) Exercise price as of May 24, 2006. The exercise prices of TOTAL stock options under the plans in force at that date were multiplied by 0.25 to take into account the four-for-one stock  
split on May 18, 2006. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL stock options under these plans were multiplied by an adjustment factor equal to 0.986147  
effective as of May 24, 2006. The exercise prices effective before May 24, 2006 are given in Note 25, points A, B and C to the Consolidated Financial Statements (Chapter 9).  
c) Weighted-average price.  
(
Registration Document 2011. TOTAL  
131  
Corporate governance  
5
Compensation for the administration and management bodies  
5.10. TOTAL global free and performance share grants  
5.10.1. TOTAL global free share plan  
In addition to the performance shares granted, the Board of Directors decided at its meeting on May 21, 2010, to implement a global free  
share plan intended for all the Group employees, that, is more than 100,000 employees. On June 30, 2010, rights to 25 free shares were  
granted to every employee. The shares are subject to a vesting period of two to four years depending on the case. The shares granted are  
not subject to any performance condition. Following the vesting period, the shares will be issued.  
5.10.2. Breakdown of TOTAL performance share grants  
The following table gives a breakdown of TOTAL performance share grants by category of beneficiary (main executive officers,  
other executive officers and other employees).  
Number of  
beneficiaries  
Number of  
shares  
Percentage  
Average  
number  
of shares per  
beneficiary  
awarded(  
a)  
2
005 Plan(b)  
Decision of the Board on July 19, 2005  
Main executive officers(c)  
Other executive officers  
Other employees(d)  
29  
330  
6,956  
13,692  
74,512  
481,926  
2.4%  
13.1%  
84.5%  
472  
226  
69  
Total  
7,315  
570,130  
100%  
78  
2
006 Plan(b)  
Decision of the Board on July 18, 2006  
Main executive officers(c)  
Other executive officers  
Other employees(d)  
26  
304  
7,509  
49,200  
273,832  
1,952,332  
2.2%  
12.0%  
85.8%  
1,892  
901  
260  
Total  
7,839  
2,275,364  
100%  
290  
2
007 Plan(b)  
Decision of the Board on July 17, 2007  
Main executive officers(c)  
Other executive officers  
Other employees(d)  
26  
297  
8,291  
48,928  
272,128  
2,045,309  
2.1%  
11.5%  
86.4%  
1,882  
916  
247  
Total  
8,614  
2,366,365  
100%  
275  
2
008 Plan(b)  
Main executive officers(c)  
Other executive officers  
Other employees(d)  
25  
300  
9,028  
49,100  
348,156  
2,394,712  
1.8%  
12.5%  
85.8%  
1,964  
1,161  
265  
Awarded on October 9, 2008, by decision of the Board  
of Directors on September 9, 2008  
Total  
9,353  
2,791,968  
100%  
299  
2
009 Plan(b)  
Decision of the Board on September 15, 2009  
Main executive officers(c)  
Other executive officers  
Other employees(d)  
25  
284  
9,693  
48,700  
329,912  
2,593,406  
1.6%  
11.1%  
87.3%  
1,948  
1,162  
268  
Total  
10,002  
2,972,018  
100%  
297  
2
010 Plan(b)  
Decision of the Board on September 14, 2010  
Main executive officers(c)  
Other executive officers  
Other employees(d)  
24  
283  
10,074  
46,780  
343,080  
2,620,151  
1.6%  
11.4%  
87.0%  
1,949  
1,212  
260  
Total  
10,381  
3,010,011  
100%  
290  
2
011 Plan  
Main executive officers(c)  
Other executive officers  
Other employees(d)  
29  
274  
9,658  
184,900  
624,000  
2,840,870  
5.1%  
17.1%  
77.8%  
6,376  
2,277  
294  
Decision of the Board on September 14, 2011  
Total  
9,961  
3,649,770  
100%  
366  
(
(
a) The number of performance shares awarded shown in this table has not been adjusted to take into account the four-for-one stock split approved by the Shareholders’ Meeting on May 12, 2006.  
b) For the 2005, 2006, 2007 and 2009 Plans, the acquisition rates of the shares awarded, linked to the performance conditions, were 100%. For the 2008 Plan, the acquisition rate, linked  
to the performance condition, was 60%.  
(
(
(
c) Members of the Management Committee and the Treasurer as of the date of the Board meeting granting the performance shares. The Chairman of the Board and the Chief Executive  
Officer were not awarded any performance shares, with the exception of the 2011 Plan. On September 14, 2011, the Board of Directors of TOTAL S.A. decided to grant 16,000  
performance shares to Mr. de Margerie.  
d) Mr. Clément, employee of Total Raffinage Marketing, a subsidiary of TOTAL S.A. and the director of TOTAL S.A. representing employee shareholders, was awarded 320 performance  
shares under the 2005 Plan, 200 performance shares under the 2007 Plan, 500 performance shares under the 2008 Plan, 240 performance shares under the 2010 Plan and 240  
performance shares under the 2011 Plan.  
e) Excluding free shares granted as part of the 2010 global free share plan.  
132  
TOTAL. Registration Document 2011  
Corporate governance  
Compensation for the administration and management bodies  
5
The grant of these performance shares, which were bought back by the Company on the market, will become final after a 2-year vesting  
period. This final grant is subject to a presence condition and a performance condition (see paragraph 5.6.1 of this Chapter). Moreover,  
the transfer of the performance shares will not be permitted until the end of a 2-year mandatory holding period.  
5.11. TOTAL global free and performance share plans as of December 31, 2011  
5.11.1. Performance share plans as of December 31, 2011  
2
005 Plan(a)  
2006 Plan  
2007 Plan  
2008 Plan  
2009 Plan  
2010 Plan  
2011 Plan  
Date of the Shareholders’ Meeting  
Grant date(b)  
05/17/2005 05/17/2005 05/17/2005 05/16/2008 05/16/2008 05/16/2008 05/13/2011  
07/19/2005 07/18/2006 07/17/2007 10/09/2008 09/15/2009 09/14/2010 09/14/2011  
Closing price on grant date(c)  
52.13  
51.62  
2,280,520  
416  
50.40  
51.91  
2,275,364  
416  
61.62  
61.49  
2,366,365  
432  
35.945  
41.63  
2,791,968  
588  
41.615  
38.54  
2,972,018  
-
39.425  
39.11  
3,010,011  
240  
32.69  
39.58  
3,649,770  
16,240  
Average repurchase price per share paid by the Company  
Total number of performance shares awarded, including to  
-
-
Directors(d)  
Ten employees with largest grants(e)  
20,000  
20,000  
20,000  
20,000  
20,000  
20,000  
91,400  
Start of the vesting period:  
07/19/2005 07/18/2006 07/17/2007 10/09/2008 09/15/2009 09/14/2010 09/14/2011  
Date of final grant, subject to specific condition  
(end of the vesting period)  
07/20/2007 07/19/2008 07/18/2009 10/10/2010 09/16/2011 09/15/2012 09/15/2013  
Transfer possible from (end of the mandatory holding period) 07/20/2009 07/19/2010 07/18/2011 10/10/2012 09/16/2013 09/15/2014 09/15/2015  
Number of performance shares:  
-
-
-
-
-
Outstanding as of January 1, 2011  
Awarded in 2011  
-
-
-
-
-
-
-
2,954,336  
-
3,000,637  
-
-
3,649,770  
(19,579)  
-
Canceled in 2011  
800(g)  
(800)(g)  
-
700(g)  
(700)(g)  
-
792(g)  
(792)(g)  
-
356(g)  
(26,214)  
(10,750)  
(1,836)  
2,988,051  
Finally granted in 2011(f)  
(356)(g) (2,928,122)  
Outstanding as of December 31, 2011  
-
-
3,630,191  
(
(
a) The number of performance shares awarded has been multiplied by four to take into account the four-for-one stock split approved by TOTAL Shareholders’ Meeting on May 12, 2006.  
b) The grant date is the date of the Board meeting awarding the performance share grant, except for the performance shares awarded on October 9, 2008, approved by the Board on  
September 9, 2008.  
(
(
c) To take into account the four-for-one stock split in May 18, 2006, the closing price for TOTAL shares on July 19, 2005 (208.50) has been divided by four.  
d) Mr. Desmarest, Chairman of the Board of Directors of TOTAL S.A. until May 21, 2010, and Mr. de Margerie, Chief Executive Officer since February 13, 2007 and Chairman and Chief  
Executive Officer since May 21, 2010, were not awarded performance shares under the plans approved by the Board of Directors of TOTAL S.A. on July 18, 2006, July 17, 2007,  
September 9, 2008, September 15, 2009 and September 14, 2010. Furthermore, Mr. Desmarest was not awarded performance shares under the plan approved by the Board of Directors  
of TOTAL S.A. on July 19, 2005. On September 14, 2011, the Board of Directors of TOTAL S.A. decided to grant 16,000 performance shares to Mr. de Margerie. In addition, Mr. Boeuf,  
director of TOTAL S.A. representing employee shareholders until December 31, 2009, was awarded performance shares under the plans approved by the Board of Directors of TOTAL S.A.  
on July 19, 2005, July 18, 2006, July 17, 2007 and September 9, 2008. Mr. Boeuf was not awarded any performance shares under the plan approved by the Board of Directors of  
TOTAL S.A. on September 15, 2009. Mr. Clément, director of TOTAL S.A. representing employee shareholders since May 21, 2010, was awarded 240 performance shares under the plan  
approved by the Board of Directors of TOTAL S.A. on September 14, 2011. In addition, Mr. Clément was awarded 240 performance shares under the plan approved by the Board  
of Directors of TOTAL S.A. on September 14, 2010.  
(
(
(
e) Employees of TOTAL S.A., or of any Group company, who were not directors of TOTAL S.A. as of the date of grant.  
f) For the 2010 Plans, final grants following the death of the beneficiary.  
g) Performance shares finally awarded for which the entitlement right had been canceled erroneously.  
In case of a final grant of the outstanding performance shares as of December 31, 2011, the corresponding shares would represent 0.27%(1)  
of the Company’s potential share capital as of such date.  
(1) Out of a total potential share capital of 2,408,400,225 shares (see paragraph 1.4 of Chapter 8).  
Registration Document 2011. TOTAL  
133  
Corporate governance  
5
Compensation for the administration and management bodies  
5.11.2. Follow-up of the global free share plan  
2
010 Plan  
(
2010 Plan  
(4+0)(c)  
Total  
2+2)(b)  
Date of the Shareholders’ Meeting  
Grant date(a)  
Final grant date  
05/16/2008 05/16/2008  
06/30/2010 06/30/2010  
07/01/2012 07/01/2014  
07/01/2014 07/01/2014  
Transfer possible from  
Number of shares  
Outstanding as of January 1, 2010  
Awarded  
Canceled  
Finally granted(d)  
1,508,850  
(125)  
1,070,650 2,579,500  
(75)  
(200)  
(75)  
(75)  
Outstanding as of January 1, 2011  
1,508,650  
1,070,575  
2,579,225  
Awarded  
Canceled  
Finally granted(d)  
-
(29,175)  
(475)  
-
(54,625)  
(425)  
-
(83,800)  
(900)  
Outstanding as of December 31, 2011  
1,479,000  
1,015,525  
2,494,525  
(
(
(
(
a) The June 30, 2010 grant was decided by the Board of Directors on May 21, 2010.  
b) Vesting period of two years followed by a holding period of 2 years.  
c) Vesting period of four years without a holding period.  
d) Final grant following the death or disability of the beneficiary of the shares.  
In case of a final grant of the outstanding shares as of December 31, 2011, the corresponding shares would represent 0.10%(1) of the  
Company’s potential share capital as of such date.  
5
.11.3. Performance share grants to the ten employees  
(
other than corporate executive officers)  
receiving the largest number of performance shares  
Number of  
performance  
shares  
granted/finally  
awarded  
Grant  
date  
Date of  
final grant  
(end of  
End of  
mandatory  
holding  
vesting  
period  
period)  
Performance share grants approved by the Board meeting on  
September 14, 2011 to the ten TOTAL S.A. employees (other than corporate  
executive officers) receiving the largest number of performance shares(a)  
Performance shares finally awarded in 2011 following the performance share plan  
approved by the Board meeting on September 15, 2009, to the ten employees  
91,400 09/14/2011 09/15/2013 09/15/2015  
20,000 09/15/2009 09/16/2011 09/16/2013  
(
other than corporate executive officers) at the time of such approval  
receiving the largest number of performance shares(b)  
(
a) Grant approved by the Board on September 14, 2011. Grants of these performance shares will become final, subject to a performance condition, after a 2-year vesting period  
i.e., on September 15, 2013) (see paragraph 5.6.1 of this Chapter). Moreover, the transfer of the performance shares will not be permitted until the end of a 2-year mandatory holding  
(
period (i.e., on September 15, 2015).  
(
b) This final grant is subject to a performance condition (see paragraph 5.6.1 of this Chapter). The acquisition rate of the shares awarded, linked to the performance condition, was 100%.  
Moreover, the transfer of the performance shares finally awarded will only be permitted after the end of a 2-year mandatory holding period (i.e., from September 16, 2013).  
(1) Out of a total potential share capital of 2,408,400,225 shares (see paragraph 1.4 of Chapter 8).  
134  
TOTAL. Registration Document 2011  
Corporate governance  
Employees, share ownership  
5
6. Employees, share ownership  
6.1. Employees  
The tables below set forth the number of employees, by division and geographic location, of the Group (fully consolidated subsidiaries)  
as of the end of the periods indicated:  
Upstream Downstream Chemicals  
Corporate  
1,453  
Total  
2011  
23,563  
29,423  
41,665  
96,104  
2
2
010  
009  
17,192  
16,628  
32,631  
33,760  
41,658  
44,667  
1,374  
1,332  
92,855  
96,387  
France  
Rest of  
Europe  
Rest of  
the World  
Total  
2011  
35,037  
22,453  
38,614  
96,104  
2
2
010  
009  
35,169  
36,407  
24,931  
26,299  
32,755  
33,681  
92,855  
96,387  
6.2. Arrangements for involving employees in the Company’s share capital  
Pursuant to agreements signed on March 15, 2002, as amended, the Group created a “Total Group Savings Plan” (PEGT), a “Partnership  
for Voluntary Wage Savings Plan” (PPESV, later becoming PERCO) and a “Complementary Company Savings Plan” (PEC) for employees  
of the Group’s French companies having adhered to these plans. These plans allow investments in a number of mutual funds including one  
invested in Company shares (“TOTAL ACTIONNARIAT FRANCE”). A “Shareholder Group Savings Plan” (PEG-A) has also been in place since  
November 19, 1999 to facilitate capital increases reserved for employees of the Group’s French and foreign subsidiaries covered by these plans.  
6.2.1. Company savings plans  
The various Company savings plans (PEGT, PEC) give the employees of French Group Companies belonging to these savings plans  
access to several collective investment funds (fonds communs de placement), including a fund invested in shares of the Company  
(“TOTAL ACTIONNARIAT FRANCE”).  
The capital increases reserved for employees are conducted under PEG-A through the “TOTAL ACTIONNARIAT FRANCE” fund for employees  
of the Group’s French subsidiaries and through the “TOTAL ACTIONNARIAT INTERNATIONAL CAPITALISATION” fund for the employees  
of foreign subsidiaries. In addition, U.S. employees participate in these operations through American Depositary Receipts (ADRs) and Italian  
employees (as well as German employees starting in 2011) may participate by directly subscribing to new shares at the Group Caisse  
Autonome in Belgium.  
6.2.2. Profit-sharing agreements  
Under the June 26, 2009 profit-sharing agreements concerning ten Group companies, the amount available for employees profit-sharing  
is determined, when permitted by local law, based on the return on equity (ROE) performance of the Group (for additional information,  
see paragraph 3.1 “Employee incentives and profit-sharing” of Chapter 8).  
6.2.3. Employee shareholding  
The total number of TOTAL shares held by employees as of December 31, 2011, is as follows:  
TOTAL ACTIONNARIAT FRANCE”  
78,607,765  
19,691,590  
929,494  
“TOTAL ACTIONNARIAT INTERNATIONAL CAPITALISATION”  
ELF PRIVATISATION N°1  
Shares held by U.S. employees  
454,305  
Group Caisse Autonome (Belgium)  
436,431  
TOTAL shares from the exercise of the Company’s stock options  
and held as registered shares within a Company Savings Plan (PEE)(a)  
3,293,822  
Total shares held by employee shareholder funds  
103,413,407  
(a) Company savings plans.  
Registration Document 2011. TOTAL  
135  
Corporate governance  
5
Employees, share ownership  
As of December 31, 2011, the employees of the Group held,  
on the basis of the definition of employee shareholding contained  
in Article L. 225-102 of the French Commercial Code, 103,413,407  
TOTAL shares, representing 4.37% of the Company’s share capital  
and 8.01% of the voting rights that could be exercised at  
a Shareholders’ Meeting on that date.  
6.2.4. Capital increase reserved  
for Group employees  
At the Shareholders’ Meeting held on May 21, 2010, the shareholders  
delegated to the Board of Directors the authority to increase the share  
capital of the Company in one or more transactions and within  
a maximum period of twenty-six months from the date  
of the meeting, reserving subscriptions for such issuance to the Group  
employees participating in a company savings plan in accordance  
with the provisions of Articles L. 3332-2 and L. 3332-18 and  
following of the French Labor Code, and Articles L. 225-129-2,  
L. 225-129-6 and L. 225-138-1 of the French Commercial Code.  
The number of ordinary shares that are likely to be issued pursuant  
to this delegation of authority will not exceed 1.5% of the share  
capital outstanding on the date of the meeting of the Board of  
Directors at which a decision to proceed with an issuance is made.  
The management of each of the three collective investment funds  
mentioned above is controlled by a dedicated supervisory board,  
two-third of its members representing holders of fund units  
and one-third representing the Company. This board is responsible  
for reviewing the collective investment funds’ management report  
and annual financial statements as well as the financial,  
administrative and accounting management, exercising voting  
rights attached to portfolio securities, deciding contribution  
of securities in case of a public tender offer, deciding mergers,  
spin-offs or liquidations, and granting its approval prior to changes  
in the rules and procedures of the collective investment fund  
in the conditions provided for by the rules and procedures.  
Pursuant to this delegation of authority, the Board of Directors  
decided on October 28, 2010 to proceed with a capital increase  
of a maximum of 12 million shares reserved for TOTAL employees  
in 2011, bearing dividends as of January 1, 2010. The Board  
of Directors decided to delegate the authority to set the subscription  
period to the Chairman and Chief Executive Officer.  
These rules and procedures also stipulate a simple majority  
vote for decisions, except for decisions requiring a qualified majority  
vote of two-third plus one related to a change in a fund’s rules  
and procedures, its conversion or disposal, and decisions related  
to contribution of securities of the Elf Privatisation collective  
investment fund in case of a public tender offer.  
On March 14, 2011, the Chairman and Chief Executive Officer  
decided that the subscription period would be set from March  
1
6 to April 1, 2011 and acknowledged that the subscription price  
For employees holding shares outside of the employee collective  
investment funds mentioned in the table above, voting rights  
are exercised individually.  
per ordinary share would be set at 34.80.  
The subscription resulted in the issuance in 2011 of 8,902,717  
TOTAL shares.  
6.3. Shares held by the administration and management bodies  
As of December 31, 2011, based on information from the members  
of the Board and the share registrar, the members of the Board  
and the Group Executive Officers (Management Committee  
and Treasurer) held a total of less than 0.5% of the share capital:  
By decision of the Board of Directors:  
The Chairman and the Chief Executive Officer are required  
to hold a number of shares of the Company equal in value  
to two years of the fixed portion of their annual compensation.  
Members of the Board of Directors (including the Chairman  
and Chief Executive Officer): 317,306 shares;  
Members of the Executive Committee are required to hold  
a number of shares of the Company equal in value to two years  
of the fixed portion of their annual compensation. These shares  
have to be acquired within three years from the appointment  
to the Executive Committee.  
Chairman and Chief Executive Officer: 105,556 shares  
and 53,869 shares of the “TOTAL ACTIONNARIAT FRANCE”  
collective investment plan;  
Management Committee (including the Chief Executive Officer)  
and Treasurer: 623,449 shares.  
The number of TOTAL shares to be considered includes:  
directly held shares, whether or not they are subject to transfer  
restrictions; and  
shares in collective investment funds invested in TOTAL shares.  
136  
TOTAL. Registration Document 2011  
Corporate governance  
Employees, share ownership  
5
6
.3.1. Summary of transactions in the Company’s securities  
(
Article L. 621-18-2 of the French Monetary and Financial Code)  
The following table presents transactions, of which the Company has been informed, in the Company’s shares or related financial  
instruments carried out in 2011 by the individuals concerned under paragraphs a) through c) of Article L. 621-18-2 of the French Monetary  
and Financial Code.  
Year 2011  
Acquisition Subscription  
Transfer  
Exchange  
Exercise  
of stock  
options  
Christophe de Margerie(a)  
TOTAL shares  
-
-
93,250  
-
113,576  
Shares in collective investment  
plans (FCPE), and other related  
financial instruments(b)  
5,340.09  
-
-
-
-
-
-
-
-
Michel Bénézit(a)  
TOTAL shares  
Shares in collective investment  
plans (FCPE), and other related  
financial instruments(b)  
626.95  
-
13,341.83  
-
6,828.94  
9,000  
-
-
-
François Cornélis(a)  
TOTAL shares  
Shares in collective investment  
plans (FCPE), and other related  
financial instruments(b)  
1,883.86  
-
11,440.06  
-
5,876.63  
14,412  
-
-
-
Yves-Louis Darricarrère(a)  
Jean-Jacques Guilbaud(a)  
Bertrand Jacquillat(a)(c)  
Patrick de La Chevardière(a)  
TOTAL shares  
6,412  
Shares in collective investment  
plans (FCPE), and other related  
financial instruments(b)  
901.20  
-
20,088.29  
-
10,319.28  
29,163  
-
-
TOTAL shares  
29,163  
Shares in collective investment  
plans (FCPE), and other related  
financial instruments(b)  
1,008.85  
300  
14,320.92  
-
8,636.03  
33  
-
-
-
-
TOTAL shares  
Shares in collective investment  
plans (FCPE), and other related  
financial instruments(b)  
-
-
-
-
-
-
-
-
-
-
TOTAL shares  
Shares in collective investment  
plans (FCPE), and other related  
financial instruments(b)  
756.08  
14,998.66  
7,587.71  
-
-
(a) Including the related individuals in the meaning of the provisions of the Article R. 621-43-1 of the French Monetary and Financial Code.  
(b) Collective investment funds (FCPE) primarily invested in Company shares.  
(c) Director and member of the Audit Committee until May 13, 2011.  
Registration Document 2011. TOTAL  
137  
138  
TOTAL. Registration Document 2011  
TOTAL and its shareholders  
6
TOTAL and its shareholders  
1.  
Listing details  
140  
1
1
.1.  
.2.  
Listing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .140  
Share performance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .141  
2.  
Dividend  
144  
2.1.  
2.2.  
2.3.  
Dividend policy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .144  
Dividend payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .145  
Coupons . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .145  
3.  
Share buybacks  
146  
3.1.  
3.2.  
3.3.  
Share buybacks and cancellations in 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .146  
Board’s report on share buybacks and sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .146  
2012-2013 share buyback program . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .148  
4.  
Shareholders  
150  
4.1.  
4.2.  
4.3.  
4.4.  
4.5.  
4.6.  
4.7.  
4.8.  
4.9.  
Relationship between TOTAL and the French State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .150  
Merger of Total with PetroFina in 1999 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .150  
Merger of TotalFina with Elf Aquitaine . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .150  
Major shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .151  
Treasury shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .152  
Shares held by members of the administrative and management bodies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .153  
Employee shareholding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .153  
Shareholding structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .153  
Regulated agreements and undertakings and related party transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .153  
5.  
Information for overseas shareholders  
154  
5.1.  
5.2.  
5.3.  
United States holders of ADRs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .154  
Non-resident shareholders (other than U.S. Shareholders) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .154  
Dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .154  
6.  
Investor Relations  
155  
6.1.  
6.2.  
6.3.  
6.4.  
6.5.  
6.6.  
6.7.  
6.8.  
Communication policy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .155  
Relationships with institutional investors and financial analysts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .155  
A quality relationship serving Individual Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .156  
Registered shareholding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .157  
Individual Shareholders Department Contacts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .157  
2012 Schedule . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .158  
2013 Schedule . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .158  
Investor Relations Department contacts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .158  
Registration Document 2011. TOTAL  
139  
TOTAL and its shareholders  
6
Listing details  
1. Listing details  
1.1. Listing  
1
.1.1. Exchanges  
1.1.7. Market capitalization  
(1)  
as of December 31, 2011  
Paris, Brussels, London and New York  
93.4 billion(2)  
1.1.2. Codes  
$120.8 billion(3)  
ISIN  
FR0000120271  
TOTF.PA  
FP FP  
1
.1.8. Percentage of free float  
Reuters  
Bloomberg  
Datastream  
Mnémo  
9
0%(4)  
F:TAL  
FP  
1.1.9. Par value  
1.1.3. Included in the following stock indexes  
2.50  
CAC 40, Euro Stoxx 50, Stoxx Europe 50, DJ Global Titans  
1
.1.10. Credit ratings of the long-term and  
short-term debt (long term/outlook/short term)  
1
.1.4. Included in the following ESG indexes  
(
Environment, Social, Governance)  
as of December 31  
2011  
2010  
DJSI World, DJSI Europe, FTSE4Good, ASPI  
Standard & Poor’s  
Moody’s  
AA-/Stable/A-1+  
Aa1/Stable/P-1  
AA/Negative/A-1+  
Aa1/Stable/P-1  
DBRS  
AA/Stable/R-1 (middle) AA/Stable/R-1 (middle)  
1
.1.5. Weight in indexes  
as of December 31, 2011  
st  
CAC 40  
14.4%  
6.6%  
3.5%  
1.8%  
1 position  
st  
EURO STOXX 50  
STOXX EUROPE 50  
DJ GLOBAL TITANS  
1 position  
9th position  
25th position  
1
.1.6. Largest market capitalization  
on Euronext Paris and in the euro zone  
as of December 31, 2011  
TOTAL is the largest capitalization on the Euronext Paris regulated  
market. The largest companies by market capitalization in the euro  
zone(a) are:  
As of December 31, 2011  
(B)  
TOTAL  
Sanofi  
Anheuser-Busch InBev  
Siemens  
ENI  
93.4  
76.1  
76.0  
67.6  
64.1  
(a) Based on the Euro Stoxx 50. Source: Bloomberg for companies other than TOTAL.  
(1) Shares outstanding as of December 31, 2011: 2,363,767,313.  
(2) TOTAL share price in Paris as of December 31, 2011: 39.50.  
(3) TOTAL ADR price in New York as of December 31, 2011: $51.11.  
(4) Source: Euronext.  
140  
TOTAL. Registration Document 2011  
TOTAL and its shareholders  
Listing details  
6
1.2. Share performance  
TOTAL share price (in euros)  
in Paris (2008-2011)(a)  
TOTAL ADR price (in dollars)  
in New York (2008-2011)(a)  
2
008  
2009  
2010  
2011  
2008  
2009  
2010  
2011  
1
1
1
20  
10  
00  
0
0
0
0
0
0
120  
110  
100  
90  
80  
70  
60  
50  
40  
9
8
7
6
5
4
TOTAL  
CAC 40  
Eurostoxx 50  
TOTAL  
Dow Jones  
Source: Bloomberg - Share price as of December 31, 2011: 39.50.  
a) Base 100 as of January 1, 2008.  
Source: Bloomberg - ADR price as of December 31, 2011: $51.11.  
(a) Base 100 as of January 1, 2008.  
(
1
.2.1. Arkema spin-off  
1.2.2. Change in share prices in Europe of  
the major European oil companies between  
January 1, 2011 and December 31, 2011  
(closing price in local currency)  
Within the framework of the spin-off of Arkema’s chemical activities  
from the Group’s other chemical activities, the Shareholders’ Meeting  
of May 12, 2006 approved TOTAL S.A.’s contribution to Arkema,  
under the regulation governing spin-offs, of all its interests in the  
businesses included under Arkema’s scope, as well as the allocation  
for each TOTAL share of an allotment right for Arkema shares,  
with ten allotment rights entitling the holder to one Arkema share.  
Since May 18, 2006, Arkema’s shares have been traded  
on Euronext Paris.  
TOTAL ()  
-0.4%  
Royal Dutch Shell A ()  
Royal Dutch Shell B (pound sterling)  
BP (pound sterling)  
ENI ()  
+13.8%  
+16.0%  
-1.1%  
-2.0%  
Source: Bloomberg  
Pursuant to provisions stated in the notice prior to the sale of unclaimed  
shares (Avis préalable à la mise en vente de titres non réclamés)  
published on August 3, 2006, in the French newspaper Les Échos,  
Arkema shares corresponding to allotment rights for fractional  
shares which were unclaimed as of August 3, 2008, were sold  
on Euronext Paris at an average price of 32.5721 per share.  
As a result, from August 3, 2008, the indemnity price per share  
of allotment rights for Arkema share is 3.25721 (NYSE Euronext  
notice No.PAR_20080812_02958_EUR). BNP Paribas Securities  
Services paid an indemnity to the financial intermediaries on  
remittance of corresponding allotment rights for Arkema shares.  
1
.2.3. Change in share prices in the United  
States (ADR quotes in dollars for European  
companies) of the major international oil  
companies between January 1, 2011 and  
December 31, 2011 (closing price in dollars)  
TOTAL  
-4.4%  
ExxonMobil  
Royal Dutch Shell A  
Royal Dutch Shell B  
Chevron  
+15.9%  
+9.4%  
+14.0%  
+16.6%  
-3.2%  
As from August 4, 2018, the unclaimed amounts will be handed  
over to the French Caisse des dépôts et consignations where the  
holders will still be able to claim them for a period of twenty years.  
After this time limit, the amounts will permanently become the property  
of the French State.  
BP  
ConocoPhillips  
ENI  
+7.0%  
-5.6%  
Source: Bloomberg  
Registration Document 2011. TOTAL  
141  
TOTAL and its shareholders  
6
Listing details  
1.2.4. Appreciation of a portfolio invested in TOTAL shares  
Net yield of 4.4% per year over ten years (excluding tax credit).  
1.2.5. Multiplication of the initial investment by 1.5 over ten years  
As of December 31, 2011, for every 1,000 invested in TOTAL shares by an individual residing in France, assuming that the net dividends  
(excluding the tax credit) are reinvested in TOTAL shares, and excluding tax and social withholding.  
Average annual  
Value, as of  
December 31, 2011  
of 1,000 invested  
total return  
CAC 40(b)  
Investment date  
TOTAL(a)  
TOTAL  
CAC 40  
1 year January 1, 2011  
5 years January 1, 2007  
10 years January 1, 2002  
15 years January 1, 1997  
5.5%  
-1.7%  
4.4%  
-14.3%  
-7.5%  
-0.9%  
4.6%  
1,055  
918  
1,538  
4,982  
857  
677  
914  
11.3%  
1,963  
(a) TOTAL’s share prices, used for the calculation of the total return (including dividends and appreciation), take into account the adjustment made by Euronext Paris in 2006 ex Arkema’s  
share allocation rights.  
(b) CAC 40 quotes taken into account to calculate the total return (including dividends and appreciation) include all dividends distributed by the companies that are in the index.  
1.2.6. Information summary  
Share price  
()  
2011  
2010  
2009  
2008  
2007  
Highest (during regular trading session)  
Lowest (during regular trading session)  
44.55  
29.40  
46.74  
35.66  
45.79  
34.25  
59.50  
31.52  
63.40  
48.33  
End of the year (closing)  
Average of the last 30 trading sessions of the year (closing)  
39.50  
37.65  
39.65  
39.16  
45.01  
43.19  
38.91  
39.58  
56.83  
55.31  
Trading volume (average per session)(a)  
Euronext Paris  
New York Stock Exchange (number of ADRs)  
6,565,732  
4,245,743  
6,808,245  
3,329,778  
7,014,959 11,005,751 10,568,310  
2,396,192  
2,911,002  
1,882,072  
Dividend(b)  
2.28  
2.28  
2.28  
2.28  
2.07  
(
a) Number of shares traded.  
(
b) The 2011 dividend is subject to the approval by the Shareholders’ Meeting on May 11, 2012. This amount includes the three quarterly 2011 dividends, each of 0.57 per share,  
paid on September 22, 2011, December 22, 2011 and March 22, 2012, and is eligible for the 40% rebate applying to individuals residing in France for tax purposes provided for  
by Article 158 of the French General Tax Code.  
142  
TOTAL. Registration Document 2011  
TOTAL and its shareholders  
Listing details  
6
1
.2.7. TOTAL share price over the past eighteen months (Euronext Paris)(a)  
Average daily  
volume(  
Highest price  
Lowest price  
quoted  
()  
b)  
(b)  
quoted  
()  
September 2010  
October 2010  
November 2010  
December 2010  
January 2011  
February 2011  
March 2011  
April 2011  
May 2011  
June 2011  
July 2011  
6,210,487  
5,822,245  
6,719,213  
5,162,212  
6,530,899  
6,214,549  
6,666,577  
5,194,138  
5,806,592  
5,538,109  
5,512,239  
9,087,194  
8,892,990  
7,406,110  
6,225,062  
5,307,713  
5,924,309  
4,675,941  
39.670  
39.720  
41.275  
40.790  
43.575  
44.470  
44.550  
43.730  
43.605  
40.235  
40.895  
38.110  
34.820  
39.810  
38.705  
39.605  
40.890  
42.400  
44.550  
36.770  
37.520  
36.910  
37.195  
40.010  
42.325  
39.710  
40.340  
39.050  
37.305  
37.385  
30.335  
29.400  
31.730  
34.570  
35.940  
38.570  
40.225  
August 2011  
September 2011  
October 2011  
November 2011  
December 2011  
January 2012  
February 2012  
Maximum for the period  
Minimum for the period  
29.400  
(
(
a) Source: Euronext Paris.  
b) Number of shares traded.  
TOTAL share price at closing (Euronext Paris)  
()  
2
010  
2011  
48  
46  
44  
42  
40  
38  
36  
34  
32  
30  
TOTAL average daily volume traded (Euronext Paris)  
(in millions of shares)  
2
010  
2011  
1
1.55  
9
.09  
8
.89  
8
.18  
7
.88  
7
.41  
7
.10  
6
.72  
6.67  
6
.53  
6.21  
6
.29  
6.21  
6.23  
6
.09  
5
.74  
5.82  
5.81  
5
.54 5.51  
5
.30  
5.16  
5.19  
5.31  
h
c
h
c
Mar  
April  
May  
June  
July  
April  
May  
June  
July  
Mar  
August  
September  
January  
October  
N
January  
Augoust  
September  
October  
N
February  
ovember  
February  
ovember  
December  
December  
Registration Document 2011. TOTAL  
143  
TOTAL and its shareholders  
6
Dividend  
2. Dividend  
2.1. Dividend policy  
2
.1.1. Dividend payment policy  
Subject to the applicable legislative and regulatory provisions,  
and pending the approval by the Board of Directors for the interim  
dividends and by the shareholders at the Shareholders’ Meeting  
for the accounts and the final dividend, the ex-date calendar for the  
interim quarterly dividends and the final dividend for 2012 should  
be as follows:  
Until the payment of the 2010 dividend, the Company paid  
an interim dividend in November and the remainder after the  
Shareholders’ Meeting held in May of each year. Consequently,  
for 2010, an interim dividend of 1.14 per share and the remainder  
of 1.14 per share were paid respectively on November 17, 2010  
and May 26, 2011.  
st  
1 interim dividend: September 24, 2012;  
2nd interim dividend: December 17, 2012;  
On October 28, 2010, the Board of Directors decided to change  
its interim dividend policy and to adopt a new policy based on  
quarterly dividend payments, starting in 2011.  
– 3rd interim dividend: March 18, 2013;  
– remainder: June 24, 2013.  
The provisional ex-dividend dates above relate to the TOTAL shares  
traded on the Euronext Paris.  
2.1.2. 2011 and 2012 dividends  
2
007  
2008  
2009  
2010  
2011  
TOTAL paid three quarterly interim dividends for 2011:  
2
.28 ꢀ  
2.28 ꢀ  
2.28 ꢀ  
2.28 €  
the Board of Directors decided on the first quarterly interim  
dividend of 0.57 on April 28, 2011, with an ex-dividend date  
on September 19, 2011 and a payment date on  
September 22, 2011;  
2.07 ꢀ  
the Board of Directors decided on the second quarterly interim  
dividend of 0.57 on July 28, 2011, with an ex-dividend date  
on December 19, 2011 and a payment date on  
December 22, 2011;  
the Board of Directors decided on the third quarterly interim  
dividend of 0.57 on October 27, 2011, with an ex-dividend  
date on March 19, 2012 and a payment date on March 22, 2012.  
Final dividend  
Interim dividend  
For 2011, TOTAL plans to continue its dividend policy by proposing  
a dividend of 2.28 per share at the Shareholders’ Meeting on  
May 11, 2012, including a remainder of 0.57 per share,  
with an ex-dividend date on June 18, 2012, and a payment  
on June 21, 2012. This 2.28 per share dividend is stable  
compared to the previous year.  
In 2011, TOTAL’s pay-out ratio was 45%(1). Changes in the pay-out  
ratio(2) for the past five years are as follow:  
2007  
2008  
2009  
2010  
2011  
66%  
50%  
4
5%  
39%  
37%  
(
1) Based on adjusted fully-diluted earnings per share of 5.06.  
(2) Based on adjusted fully-diluted earnings for the relevant year.  
144  
TOTAL. Registration Document 2011  
TOTAL and its shareholders  
Dividend  
6
2.2. Dividend payment  
BNP Paribas Securities Services manages the payment of the dividend, which is made through financial intermediaries using the Euroclear  
France direct payment system.  
The Bank of New York Mellon (101 Barclay Street 22 W, New York, NY 10286, USA) manages the payment of dividends to holders  
of American Depositary Receipts (ADRs).  
2.2.1. Dividend payment on stock certificates  
TOTAL issued stock certificates (certificats représentatifs d’actions, “CRs”) as part of the public exchange offer for PetroFina shares. The CR  
is a stock certificate provided for by French Law, issued by Euroclear France, intended to circulate exclusively outside of France, and which  
may not be held by French residents. The CR is issued as a physical certificate, or registered in a custody account. It has the characteristics  
of a bearer security. The CR is freely convertible from a physical certificate into a security registered on a custody account and conversely.  
However, pursuant to the Belgian law of December 14, 2005 on the dematerialization of securities in Belgium, CRs may only be delivered  
in the form of a dematerialized certificate once this law became effective on January 1, 2008. In addition, new CRs were issued following  
TOTAL’s four-for-one stock split in 2006. ING Belgique is the bank handling the payment of any coupon detached from any outstanding CR.  
No fees are applicable to the payment of coupons detached from CRs, except for any income or withholding taxes; the payment may be  
received at the teller windows of the following institutions:  
ING Belgique  
BNP Paribas Fortis  
KBC BANK N.V.  
Avenue Marnix 24, 1000 Brussels, Belgium  
Montagne du Parc 3, 1000 Brussels, Belgium  
Avenue du Port 2, 1080 Brussels, Belgium  
2.2.2. Strips-VVPR TOTAL  
Strips-VVPR are securities that allow a shareholder residing in Belgium to reduce the Belgian withholding tax applicable to securities income  
on the dividend paid by TOTAL from 25% to 21%. However, when the sum of all securities income which are subject to the 21% withholding  
tax exceeds 20,020 per year, an additional 4% withholding tax is charged on the dividends subject to the 21% withholding tax. These  
Strips-VVPR are traded separately from TOTAL shares and are listed on the semi-official market (marché semi-continu) of the Brussels stock  
exchange. In compliance with the Belgian law of December 14, 2005 on the dematerialization of securities in Belgium, the Strips VVPR may  
only be delivered in the form of a dematerialized certificate after this law became effective on January 1, 2008.  
Strips-VVPR grant rights only if accompanied by TOTAL shares. There were 227,734,056 strips-VVPR TOTAL outstanding as of December 31, 2011.  
2.3. Coupons  
For the year ended  
Ex-dividend  
date  
Payment  
date  
Expiration  
date  
Nature and amount Net amount Net amount  
(a)  
of the coupon () ()  
2
2
2
2
2
2
2
004  
005  
006  
007  
008  
009  
010  
11/24/2004  
11/24/2004  
05/24/2005  
11/24/2009  
05/24/2010  
Interim dividend (n°7)  
Remainder (n°8)  
2.4  
3
0.6  
0.75  
0
5/24/2005  
11/24/2005  
5/18/2006(b)  
11/17/2006  
5/18/2007  
11/16/2007  
5/20/2008  
11/14/2008  
5/19/2009  
11/13/2009  
5/27/2010  
11/12/2010  
5/23/2011  
09/19/2011  
11/24/2005  
05/18/2006(b)  
11/24/2010  
05/18/2011  
Interim dividend (n°9)  
Remainder (n°11)  
3
3.48  
0.75  
0.87  
0
11/17/2006  
05/18/2007  
11/17/2011  
05/18/2012  
Interim dividend (n°19)  
Remainder (n°20)  
0.87  
1
0.87  
1
0
11/16/2007  
05/20/2008  
11/16/2012  
05/20/2013  
Interim dividend (n°21)  
Remainder (n°22)  
1
1.07  
1
1.07  
0
11/19/2008  
05/22/2009  
11/19/2013  
05/22/2014  
Interim dividend (n°23)  
Remainder (n°24)  
1.14  
1.14  
1.14  
1.14  
0
18/11/2009  
06/01/2010  
18/11/2014  
06/01/2015  
Interim dividend (n°25)  
Remainder (n°26)  
1.14  
1.14  
1.14  
1.14  
0
11/17/2010  
05/26/2011  
11/17/2015  
05/26/2016  
Interim dividend (n°27)  
Remainder (n°28)  
1.14  
1.14  
1.14  
1.14  
0
2
011(c)  
09/22/2011  
12/22/2011  
03/22/2012  
06/21/2012  
09/22/2016  
12/22/2016  
03/22/2017  
06/21/2017  
Interim dividend (n°29)  
Interim dividend (n°30)  
Interim dividend (n°31)  
Remainder (n°32)  
0.57  
0.57  
0.57  
0.57  
0.57  
0.57  
0.57  
0.57  
12/19/2011  
03/19/2012  
06/18/2012  
(
(
(
a) Net amounts adjusted to take into account the four-for-one stock split on May 18, 2006.  
b) In addition, on May 18, 2006, each TOTAL share was granted an allotment right for an Arkema share, with ten allotment rights entitling the holder to one Arkema share.  
c) A resolution will be submitted to the Shareholder’s Meeting on May 11, 2012 to pay a cash dividend of 2.28 per share for fiscal year 2011, including a remainder of 0.57 per share,  
with an ex-dividend date on June 18, 2012 and a payment date on June 21, 2012.  
Registration Document 2011. TOTAL  
145  
TOTAL and its shareholders  
6
Share buybacks  
3. Share buybacks  
The Shareholders’ Meeting of May 13, 2011, after acknowledging  
the Report of the Board of Directors, authorized the Board of  
Directors, in accordance with the provisions of Article L. 225-209  
of the French Commercial Code and of European Regulation  
of eighteen months and replaced the previous authorization  
granted by the Shareholders’ Meeting of May 21, 2010.  
A resolution will be submitted to the Shareholders’ Meeting on  
May 11, 2012 to authorize trading in TOTAL shares through a share  
buyback program performed in accordance with the provisions  
of Article L. 225-209 of the French Commercial Code and of  
European Regulation 2273/2003 dated December 22, 2003.  
This program is described in paragraph 3.3 of this Chapter.  
2273/2003 dated December 22, 2003, to buy and sell the  
Company’s shares within the framework of a share buyback  
program. The maximum purchase price was set at 70 per share.  
The number of shares acquired may not exceed 10% of the  
share capital. This authorization was granted for a period  
3.1. Share buybacks and cancellations in 2011  
In 2011, TOTAL did not buy back any shares.  
Percentage of share capital bought back(1)  
2
007  
2008  
2009  
2010  
2011  
1.2%  
1
.0%  
0.0%  
0.0%  
0.0%  
3.2. Board’s report on share buybacks and sales  
3
.2.1. Share buybacks during 2011  
For shares bought back to be allocated to Company or Group  
employees pursuant to of the objectives referred to in Article 3 of  
EC Regulation No. 2273/2003 of December 22, 2003, note that,  
when such shares are held to cover call options that have expired  
or restricted share grants that have not been awarded at the end  
of the vesting period, they will be allocated to new TOTAL share  
purchase options plans or restricted share grants that could be  
approved by the Board of Directors.  
In 2011, TOTAL did not buy back any shares.  
3
.2.2. Shares registered in the name  
of the Company and its subsidiaries  
as of December 31, 2011  
As of December 31, 2011, the Company held 9,222,905 treasury  
shares, representing 0.39% of TOTAL’s share capital. By law, the  
voting rights and dividend rights of these shares are suspended.  
3.2.3. Sale of shares during 2011  
2
,933,506 TOTAL shares were sold in 2011 further to the final grant  
After taking into account the shares held by Group subsidiaries  
that are entitled to a dividend but deprived of voting rights, the total  
number of TOTAL shares held by the Group as of December 31, 2011  
was 109,554,173, representing 4.63% of TOTAL’s share capital,  
comprised of, on the one hand, 9,222,905 treasury shares,  
including 6,712,528 shares held to cover restricted share grants  
and 2,510,377 shares to cover new share purchase option plans  
or new restricted share grants and, on the other hand, 100,331,268  
shares held by subsidiaries.  
of shares as part of the share grant plans.  
3.2.4. Cancellation of Company shares  
during 2009, 2010, 2011 and 2012  
Pursuant to the authorization granted by the Shareholders’ Meeting  
of May 11, 2007 to reduce the share capital by up to 10% by  
canceling shares held by the Company during a 24-month period,  
(
1) Average share capital of year N = (share capital as of December 31, N-1+share capital as of December 31, N)/2. Excluding share buybacks related to the restricted shares granted  
under the 2005, 2006, 2007 and 2008 plans.  
146  
TOTAL. Registration Document 2011  
TOTAL and its shareholders  
Share buybacks  
6
the Board of Directors decided on July 30, 2009 to cancel  
4,800,000 shares accounted for as long-term securities in the  
3.2.6. Conditions for the buyback  
and use of derivative products  
2
parent company’s financial statements. This authorization will  
no longer be valid from the date of the Shareholders’ Meeting held  
to approve the financial statements for the year ended  
December 31, 2011.  
Between January 1, 2011 and February 29, 2012, the Company  
did not use any derivative products on the financial markets as part  
of the share buyback programs successively authorized by the  
Shareholders’ Meeting on May 21, 2010 and the Shareholders’  
Meeting on May 13, 2011.  
Based on 2,363,767,313 shares outstanding as of December 31,  
2011, and until the end of the Shareholders’ Meeting called  
to approve the accounts for the financial year ending on  
December 31, 2011, the Company may cancel a maximum  
of 236,376,731 shares up to and including December 31, 2011,  
before reaching the cancellation threshold of 10% of share capital  
canceled during a 24-month period.  
3.2.7. Shares held in the name  
of the Company and its subsidiaries  
as of February 29, 2012  
As of February 29, 2012, the Company held 9,221,513 treasury  
shares, representing 0.39% of TOTAL’s share capital. By law, the  
voting rights and dividend rights of these shares are suspended.  
3
.2.5. Reallocation for other approved  
purposes during fiscal year 2011  
After taking into account the shares held by Group subsidiaries  
that are entitled to a dividend but deprived of voting rights, the total  
number of TOTAL shares held by the Group as of February 29,  
2012 was 109,552,781, representing 4.63% of TOTAL’s share  
capital, comprised of, on the one hand, 9,221,513 treasury  
shares, including 6,711,356 shares held to cover restricted share  
grants and 2,510,157 shares to cover new share purchase option  
plans or new restricted share grants and, on the other hand,  
Shares purchased by the Company under the authorization granted  
by the Shareholders’ Meeting of May 16, 2008, or under previous  
authorizations, were not reallocated in 2011 to purposes other than  
those initially specified at the time of purchase.  
100,331,268 shares held by subsidiaries.  
Summary table of transactions completed by the Company involving its own shares from March 1, 2011 to February 29, 2012(a)  
:
Gross cumulated flows  
Open positions as of February 29, 2012  
Purchases  
Sales  
Open buy positions  
Open sell positions  
Number of shares  
-
-
-
-
-
-
-
-
Bought  
Forward  
purchases  
Sold  
calls  
Forward  
-
-
-
-
-
-
calls  
sells  
Number of shares  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Average maximum maturity date  
Average transaction price ()  
Average exercise price  
Amounts (M)  
(
a) In compliance with the applicable regulations as of February 29, 2012, the period indicated commenced the day after the date used as a reference for the publication of information  
regarding the previous program (Registration Document 2010).  
Moreover, 2,934,047 TOTAL shares were sold between March 1, 2011 and February 29, 2012 further to the final grant of shares as part of  
the share grant plans.  
As of February 29, 2012  
Percentage of share capital held by TOTAL S.A.  
0.39%  
Number of shares held in portfolio(a)  
Book value of portfolio (at purchase price) (M)  
Market value of the portfolio (M)(b)  
9,221,513  
364  
387  
Percentage of capital held by the entire Group(c)  
4.63%  
Number of shares held in portfolio  
Book value of portfolio (at purchase price) (M)  
Market value of the portfolio (M)(b)  
109,552,781  
3,390  
4,600  
(
(
(
a) TOTAL S.A. did not buy back any shares during the 3 business days preceding February 29, 2012. As a result, TOTAL S.A. owns all the shares held in portfolio as of this date.  
b) Based on a closing price of 41.99 per share as of February 29, 2012.  
c) TOTAL S.A., Total Nucléaire, Financière Valorgest, Sogapar and Fingestval.  
Registration Document 2011. TOTAL  
147  
TOTAL and its shareholders  
6
Share buybacks  
3.3. 2012-2013 share buyback program  
3
.3.1. Description of the share  
Pursuant to Article L. 225-209 of the French Commercial Code,  
the maximum number of shares that may be bought back under  
this authorization may not exceed 10% of the total number of shares  
outstanding, with this limit applying to an amount of the Company’s  
share capital that will be adjusted, if necessary, to include transactions  
affecting the share capital subsequent to this meeting; purchases  
made by the Company cannot in any case result in the Company  
holding more than 10% of the share capital, either directly or  
indirectly through subsidiaries.  
buyback program under Article 241-1  
and following of the French Financial  
Markets Authority (Autorité des marchés  
financiers) General Regulation  
Objectives of the share buyback program:  
reduce the Company’s capital through the cancellation of shares;  
honor the Company’s obligations related to securities convertible  
or exchangeable into Company shares; and  
As of December 31,2011, of the 2,363,767,313 shares  
outstanding at this date, the Company held 9,222,905 shares  
directly and 100,331,268 shares indirectly through its subsidiaries,  
for a total of 109,554,173 shares. Under these circumstances,  
the maximum number of shares that the Company could buy  
back is 126,822,558 shares, and the maximum amount that the  
Company may spend to acquire such shares is 8,877,579,060.  
honor the Company’s obligations related to stock option  
programs or other share grants to the Company’s management  
and employees of the Company or Group Companies;  
deliver shares (by exchange payment or otherwise) in case  
of external growth operations;  
The purpose of this share buyback program is to reduce  
the number of shares outstanding or to allow the Company to fulfill  
its engagements in connection with:  
animate the secondary market or the liquidity of the TOTAL  
share as part of a liquidity agreement.  
convertible or exchangeable securities that may give holders  
rights to receive shares upon conversion or exchange,  
3.3.2. Legal framework  
Implementation of the share buyback program, which falls within  
the legal framework created by French Law No. 98-546 of July 2, 1998,  
containing various economic and financial provisions and within the  
framework of the provisions of European Regulation No. 2273/2003  
of December 22, 2003 is subject to approval by TOTAL S.A.  
Shareholders’ Meeting of May 11, 2012, through the fourth resolution,  
which reads as follows:  
– share purchase option plans, employee shareholding plans,  
company savings plans, or other share allocation programs  
for management or employees of the Company or of Group  
companies (in particular as part of restricted share grants).  
Share buybacks could be motivated by a market practice  
recognized by the French Financial Market Authority, knowingly:  
deliver shares (by exchange payment or otherwise) in case  
of external growth, merger, spin-off or contribution operations,  
without exceeding the limit stipulated in article L.225-209,  
paragraph 6 of the French Commercial Code, in the merger,  
spin-off or contribution operation; or  
Upon presentation of the report by the Board of Directors, and  
certain information appearing in the description of the program  
prepared in accordance with Articles 241-1 and thereafter of  
the General Regulation (règlement général) of the French Financial  
Markets Authority (Autorité des marchés financiers) and pursuant to  
the provisions of Article L. 225-209 of the French Commercial Code  
and of Council Regulation No. 2273/2003 dated December 22,  
– animate the secondary market or the liquidity of the TOTAL share  
by an investment service provider as part of a liquidity agreement  
compliant with the ethical rules recognized by the French  
Financial Market Authority.  
2
003, and voting under conditions for quorum and majority required  
for ordinary general meetings, the shareholders hereby authorize  
the Board of Directors to buy or sell shares of the company within  
the framework of a share buyback program.  
This program may also be used by the Company to trade in its  
own shares, either on or off the market, for any other purpose  
that is authorized or any permitted market practice, or any other  
purpose that may be authorized or any other market practice that  
may be permitted under the applicable law or regulation. In case  
of transactions other than the mentioned intended purpose,  
the Company will inform its shareholders in a press release.  
The purchase, sale or transfer of these shares can be completed  
by any means on regulated markets, multilateral trading facilities  
or over the counter, including the purchase or sale of blocks of  
shares under the conditions authorized by the relevant market  
authorities. Within this framework, this includes using any financial  
derivative instrument traded on regulated markets, multilateral  
trading facilities or over the counter and implementing option  
strategies.  
According to the intended purpose, the treasury shares that  
are acquired by the Company through this program may be:  
canceled up to the maximum legal limit of 10% of the total  
number of shares outstanding on the date of the operation  
during each 24-month period;  
These transactions may be carried out at any time, except any  
public offering periods applying to the Company’s share capital,  
in accordance with the applicable rules and regulations.  
granted to the employees of the Group and to the management  
of the Company or of other companies in the Group;  
The maximum purchase price is set at 70 per share.  
In case of a capital increase by incorporation of reserves and  
restricted share grants, and in the case of a stock-split or a reverse-  
stock-split, this maximum price shall be adjusted by applying the  
ratio of the number of shares outstanding before the transaction to  
the number of shares outstanding after the transaction.  
delivered to the holders of Company’s share purchase options  
having exercised such options;  
– sold to employees, either directly or through the intermediary  
of Company savings plans; or  
148  
TOTAL. Registration Document 2011  
TOTAL and its shareholders  
Share buybacks  
6
delivered to the holders of securities that grant such rights  
to receive such shares, either through redemption, conversion,  
exchange, presentation of a warrant or in any other manner;  
3.3.3. Conditions  
Maximum share capital to be purchased and maximum funds  
allocated to the transaction  
used in any other manner that is consistent with the purpose  
stated in this resolution.  
The maximum number of shares that may be purchased under  
the authorization proposed to the Shareholders’ Meeting of  
May 11, 2012, may not exceed 10% of the total number of shares  
outstanding, with this limit applying to an amount of the Company’s  
share capital that will be adjusted, if necessary, to include  
transactions affecting the share capital subsequent to this meeting;  
purchases made by the Company cannot in any case result in the  
Company holding more than 10% of the share capital, either  
directly or indirectly through subsidiaries.  
While they are held by the Company, such shares will be deprived  
of voting rights and dividend rights.  
This authorization is granted for an 18-month period from the date  
of this meeting.  
The Board of Directors is hereby granted full authority, with the right  
to delegate such authority, to undertake all actions necessary or  
desirable to carry out the program or programs authorized by this  
resolution. This resolution renders ineffective, up to unused portion,  
the fifth resolution of the Shareholders’ Meeting held on  
May 13, 2011.”  
Before any share cancellation under the authorization given by  
the Shareholders’ Meeting of May 11, 2007, based on the number  
of shares outstanding as of December 31, 2011 (2,363,767,313  
shares), and given the 109,554,173 shares held by the Group  
as of February 29, 2012, representing 4.63% of the share capital,  
the maximum number of shares that may be purchased would  
be 126,822,558 shares, representing a theoretical maximum  
investment of 8,877,579,060 based on the maximum purchase  
price of 70.  
The Shareholders’ Meeting of May 11, 2007 had also authorized  
the Board of Directors to reduce the capital by cancellation of  
shares up to a maximum of 10% of the share capital over a period  
of twenty-four months. As this authorization is valid until May 11, 2012  
only, it is subject to the new approval of the TOTAL S.A.  
Shareholders’ Meeting of May 11, 2012, through the twentieth  
resolution, which reads as follows:  
Conditions for buybacks  
Upon presentation of the report of the Board of Directors and  
Such shares may be bought back by any means on regulated  
markets, multilateral trading facilities or over the counter, including  
the purchase or sale of blocks of shares under the conditions  
authorized by the relevant market authorities. Within this  
framework, this includes using any financial derivative instrument  
traded on a regulated market, or over the counter and  
implementing option strategies, with the Company taking  
measures, however, to avoid increasing the volatility of its stock.  
The portion of the program realized through the purchase of blocks  
of shares will not be subject to quota allocation, up to the limit  
set by this resolution. These shares may be bought back at any  
time in accordance with current regulation, except any public  
offering periods applying to the Company’s share capital.  
the auditors’ special report, and ruling under conditions for quorum  
and majority required for extraordinary general meetings, the  
shareholders hereby authorize the Board of Directors, in  
accordance with Article L. 225-209 and following of the French  
Commercial Code and Article L. 225-213 of the same Code,  
to reduce the company’s capital on one or more occasions by  
canceling shares that the Company holds within the legal limits.  
The maximum number of shares that may be cancelled under this  
authorization may not exceed 10% of the total number of shares  
outstanding, during a 24-month period, with this limit applying  
to a number of shares that will be adjusted, if necessary, to include  
transactions affecting the share capital subsequent to this meeting.  
Duration and schedule of the share buyback program  
The shareholders hereby grant all powers to the Board of Directors,  
with the option to sub-delegate such powers under conditions  
provided for by law, to carry out such capital reduction or  
reductions based on its decisions alone, in 24-month periods and  
within the limit of 10% of the total number of shares outstanding as  
of the transaction date, to decide on the conditions of the capital  
reduction operations and confirm their execution, and to apply  
the difference between the buyback value of the securities and their  
par value against any reserves or premiums, to amend the by-laws  
accordingly, and to complete all necessary formalities related  
thereto.  
In accordance with the fourth resolution, which will be subject  
to approval of the Shareholders’ Meeting of May 11, 2012, the  
share buyback program may be implemented over an 18-month  
period following the date of this meeting, expiring therefore on  
November 11, 2013.  
Transactions carried out under the previous program  
Transactions carried out under the previous program are listed  
in the special report of the Board of Directors on share buybacks  
(see paragraph 3.2 of this Chapter).  
This authorization is granted for five years will no longer be valid  
from the date of the Shareholders’ Meeting held to approve  
the financial statements for the year ending December 31, 2016.”  
Registration Document 2011. TOTAL  
149  
TOTAL and its shareholders  
6
Shareholders  
4. Shareholders  
4.1. Relationship between TOTAL and the French State  
Since the decree of December 13, 1993 providing for a unique Elf Aquitaine share to the French State was repealed on October 3, 2002,  
no agreement governing shareholding relationships between TOTAL (or its subsidiary Elf Aquitaine) and the French State has been implemented.  
4.2. Merger of Total with PetroFina in 1999  
In December, 1998, Total(1) signed an in-kind contribution  
agreement with Electrafina, Investor, Tractebel, Electrabel and  
AG 1824 (the Contributors), under which the Contributors  
exchanged their PetroFina shares. Total then launched in 1999  
a public exchange offer for the remaining PetroFina shares  
not in its possession, at the same exchange ratio as the previous  
one. Following this public offer, Total held 98.8% of Petrofina’s  
share capital.  
(a 100% subsidiary of TOTAL S.A.) of the entire equity stake  
held by the Company in PetroFina. Finally in September 2001,  
the Board of Directors of Total Chimie decided to launch  
a squeeze-out procedure for the 90,129 PetroFina shares not yet  
held. Since the end of the squeeze-out, all shares of PetroFina  
have been held by Total Chimie.  
In May 2003, minority PetroFina shareholders, holding  
4,938 shares, brought a complaint against Total Chimie S.A.  
In October 2000, TotalFinaElf launched, at the same exchange  
ratio as the previous one, a complementary public exchange offer  
for the PetroFina shares not yet held by the Company. As of  
December 31, 2000, TotalFinaElf held 99.6% of PetroFina’s share  
capital. Then in April 2001, the Extraordinary Shareholders’ Meeting  
of Total Chimie approved TotalFinaElf’s contribution to Total Chimie  
and PetroFina S.A. before the Commercial Court of Brussels  
contesting, in particular, the price offered by Total Chimie in the  
squeeze-out procedure. In June 2006, TOTAL S.A became party  
to this lawsuit. At the end of 2011, these minority shareholders  
voluntarily withdrew their lawsuit, thereby definitively terminating  
the legal proceedings they had initiated.  
4.3. Merger of TotalFina with Elf Aquitaine  
In 1999, the Boards of Directors of TotalFina and Elf Aquitaine  
recommended to their shareholders that the two companies merge  
through a public exchange offer. TotalFina acquired 254,345,078  
shares of Elf Aquitaine in exchange for 371,735,114 new TotalFina  
shares. In 2000, the Board of Directors launched an offer for the  
remaining Elf Aquitaine shares not yet held by the Company. Upon  
completion of this offer, TotalFinaElf acquired 10,828,326 shares  
of Elf Aquitaine in exchange for 14,437,768 new TotalFinaElf shares.  
all of the Elf Aquitaine shares that were not held directly  
or indirectly by TOTAL S.A., representing 1,468,725 Elf Aquitaine  
shares (0.52% of the share capital and 0.27% of the company’s  
voting rights).  
The squeeze out procedure was implemented on April 30, 2010  
to acquire all the Elf Aquitaine shares targeted by the offer  
and which had not been tendered to the offer by the minority  
shareholders upon payment of a compensation per share  
set at the price of the offer, i.e., 305 per Elf Aquitaine share  
(including the remaining 2009 dividend).  
Pursuant to the public tender offer followed by a squeeze out  
announced on March 24, 2010, TOTAL S.A. now owns 100%  
of the securities issued by Elf Aquitaine.  
Elf Aquitaine shares were delisted from Euronext Paris  
on April 30, 2010 (AMF notice No. 210C0376).  
The offer, which took place from April 16 to 29, 2010, at the price  
of 305 per share (including the remaining 2009 dividend), targeted  
(
1) The name “Total” was changed to “TotalFina S.A.” on June, 14 1999. The name “TotalFina S.A” was then changed to “TotalFinaElf S.A” by the Shareholders’ Meeting of March 22, 2000.  
It was then changed to “TOTAL S.A.” by the Shareholders’ Meeting of May 6, 2003.  
150  
TOTAL. Registration Document 2011  
TOTAL and its shareholders  
Shareholders  
6
4.4. Major shareholders  
4.4.1. Changes in major shareholders’ holdings  
The major shareholders of TOTAL as of December 31, 2011, 2010 and 2009 are set forth in the table below:  
2011  
2010  
2009  
As of December 31  
% of share  
capital  
% of voting  
rights  
% of  
theoretical  
% of share  
capital  
% of voting  
rights  
% of share  
capital  
% of voting  
rights  
voting rights(  
a)  
Groupe Bruxelles Lambert(b) (c)  
Compagnie Nationale à Portefeuille(b) (c)  
BNP Paribas(b)  
4.0  
1.5  
0.2  
4.0  
1.6  
0.2  
3.7  
1.4  
0.1  
4.0  
1.6  
0.2  
4.0  
1.6  
0.2  
4.0  
1.4  
0.2  
4.0  
1.4  
0.2  
Group employees(b) (d)  
4.4  
1.7  
8.0  
2.8  
7.4  
2.6  
4.0  
1.4  
7.7  
2.5  
3.9  
1.4  
7.5  
2.4  
Other registered shareholders (non-Group)  
Treasury shares  
Of which TOTAL S.A.  
Of which Total Nucléaire  
Of which subsidiaries of Elf Aquitaine  
4.6  
0.4  
0.1  
4.2  
-
-
-
-
8.1  
0.4  
0.2  
7.6  
4.8  
0.5  
0.1  
4.2  
-
-
-
-
4.9  
0.6  
0.1  
4.2  
-
-
-
-
Other bearer shareholders  
of which holders of ADS(e)  
83.6  
8.7  
83.5  
8.7  
76.7  
8.0  
84.0  
8.0  
84.0  
8.0  
84.2  
7.5  
84.5  
7.6  
(
a) Pursuant to article 223-11 of the AMF General Regulation, the number of theoretical voting rights is calculated on the basis of all outstanding shares to which voting rights are attached,  
including treasury shares that are deprived of voting rights.  
(
(
b) Shareholders with an executive officer (or a representative of employees) or director serving as a director of TOTAL S.A.  
c) Groupe Bruxelles Lambert is a company controlled jointly by the Desmarais family and Frère-Bourgeois S.A., and for the latter mainly through its direct and indirect interest in  
Compagnie Nationale à Portefeuille. In addition, Groupe Bruxelles Lambert and Compagnie Nationale à Portefeuille declared their acting in concert.  
d) Based on the definition of employee shareholding pursuant to Article L. 225-102 of the French Commercial Code.  
e) American Depositary Shares listed on the New York Stock Exchange.  
(
(
As of December 31, 2011, the holdings of the major shareholders were calculated based on 2,363,767,313 shares,  
representing 2,368,716,634 voting rights exercisable at Shareholders’ Meetings or 2,578,602,075 theoretical voting rights(1) including:  
9,222,905 voting rights attached to the 9,222,905 TOTAL shares held by TOTAL S.A. that are deprived of voting rights; and  
200,662,536 voting rights attached to the 100,331,268 TOTAL shares held by TOTAL S.A. subsidiaries that cannot be exercised  
at Shareholders’ Meetings.  
For prior years, the holdings of the major shareholders were established on the basis of 2,349,640,931 shares, to which were attached  
,350,274,592 voting rights that could be exercised at the Shareholders’ Meeting, as of December 31, 2010, and of 2,348,422,884 shares  
to which were attached 2,339,384,550 voting rights that could be exercised at the Shareholders’ Meeting, as of December 31, 2009.  
2
4
.4.2. Identification of the holders  
voting rights pursuant to one or several temporary transfers  
or similar operations as described by Article L. 225-126 of the  
French Commercial Code is required to inform the Company and  
the French Financial Markets Authority of the number of shares  
temporarily held no later than the third business day preceding  
the shareholders’ meeting at midnight.  
of bearer shares  
In accordance with Article 9 of its by-laws, the Company is authorized,  
to the extent permitted under applicable law, to identify the holders  
of securities that grant immediate or future voting rights at the  
Company’s Shareholders’ Meetings.  
Declarations are to be e-mailed to the Company at:  
holding.df-shareholdingnoti[email protected]  
4
.4.3. Temporary transfer of securities  
Failing to declare such information, any share bought under any  
of the above described temporary transfer operations shall be  
deprived of voting rights at the relevant Shareholders’ Meeting and  
at any Shareholders’ Meeting that would be held until such shares  
are transferred again or returned.  
Pursuant to legal obligations, any legal entity or individual (with the  
exception of those described in paragraph IV-3° of Article L. 233-7  
of the French Commercial Code) holding alone or together a  
number of shares representing more than 0.5% of the Company’s  
(
1) Pursuant to Article 223-11 of the AMF General Regulation, the number of theoretical voting rights is calculated on the basis of all outstanding shares, including those shares held by the Group  
that are deprived of voting rights.  
Registration Document 2011. TOTAL  
151  
TOTAL and its shareholders  
6
Shareholders  
4.4.4. Thresholds notifications  
4.4.6. Holdings above the legal thresholds  
In addition to the legal obligation to inform the Company and the  
French Financial Markets Authority within four business days when  
thresholds representing 5%, 10%, 15%, 20%, 25%, 30%, 1/3,  
In accordance with Article L. 233-13 of the French Commercial  
Code, only one shareholder, Compagnie Nationale à Portefeuille  
(CNP) and Groupe Bruxelles Lambert (GBL), acting in concert,  
holds 5% or more of TOTAL’s share capital at year-end 2011(2).  
5
0%, 2/3, 90% or 95% of the share capital or voting rights(1)  
are crossed (Article L. 233-7 of the French Commercial Code),  
any individual or entity who directly or indirectly comes to hold  
a percentage of the share capital, voting rights or rights giving  
future access to the share capital of the Company which is equal  
to or greater than 1%, or a multiple of this percentage, is required  
to notify the Company within fifteen days by registered mail with  
return receipt requested, and declare the number of securities held.  
In addition, two known shareholders held 5% or more of  
the voting rights exercisable at TOTAL Shareholders’ Meetings  
at year-end 2011:  
– CNP jointly with GBL  
In the AMF notice No. 209C1156 dated September 2, 2009,  
CNP and GBL acting in concert declared that they held more  
than the threshold of 5% of the voting rights of TOTAL as of  
August 25, 2009 and held 127,149,464 TOTAL shares  
representing 127,745,604 voting rights, i.e. 5.42% of the share  
capital and 5.0009% of the theoretical voting rights(3) (based  
on a share capital of 2,347,601,812 shares representing  
2,554,431,468 voting rights). To the Company’s knowledge,  
CNP, jointly with GBL, held, as of December 31, 2011, 5.52%  
of the share capital representing 5.53% of the voting rights  
exercisable at Shareholders’ Meetings and 5.08% of the  
In case the shares above these thresholds are not declared, any  
undeclared shares held in excess of the threshold and may  
be deprived of voting rights at future Shareholders’ Meetings if, at  
that meeting, the failure to make a declaration is acknowledged and  
if one or more shareholders holding collectively at least 3% of the  
Company’s share capital or voting rights so request at that meeting.  
All individuals and entities are also required to notify the Company  
in due form and within the time limits stated above when their direct  
or indirect holdings fall below each of the aforementioned  
thresholds.  
theoretical voting rights(3)  
The collective investment fund  
fonds commun de placement)  
TOTAL ACTIONNARIAT FRANCE”  
To the Company’s knowledge, the collective investment fund  
fonds commun de placement) “TOTAL ACTIONNARIAT  
.
Declarations are to be sent to the Vice President of the Investor  
Relations department in Paris (contact details in paragraph 6.8  
of this Chapter).  
(
(
4.4.5. Legal threshold notifications in 2011  
FRANCE” held, as of December 31, 2011, 3.33% of the share  
capital representing 6.12% of the voting rights exercisable  
at a Shareholders’ Meeting and 5.62% of the theoretical  
voting rights(3)  
.
Société Générale reported that it had passed:  
on May 6, 2011, above the thresholds of 5% of the share capital  
and the voting rights of the Company, and that it held after  
crossing the thresholds 6.86% of the share capital and 6.29%  
of the voting rights of the Company;  
4.4.7. Shareholders’ agreements  
on May 25, 2011, below the thresholds of 5% of the share  
capital and the voting rights of the Company, and that it held  
after crossing the thresholds 4.92% of the share capital  
and 4.50% of the voting rights of the Company.  
TOTAL is not aware of any agreements among its shareholders.  
4.5. Treasury shares  
As of December 31, 2011, the Company held 109,554,173 TOTAL  
shares either directly or through its indirect subsidiaries, which  
represented 4.63% of the share capital, as of this date. By law,  
these shares are also deprived of voting rights.  
4.5.2. TOTAL shares held by Group companies  
As of December 31, 2011, Total Nucléaire, a Group company  
wholly-owned indirectly by TOTAL held 2,023,672 TOTAL shares.  
As of December 31, 2011, Financière Valorgest, Sogapar and  
Fingestval, indirect subsidiaries of Elf Aquitaine, held respectively  
Refer to Chapter 8 paragraph 1.5 of this registration document for  
more information.  
22,203,704, 4,104,000 and 71,999,892 TOTAL shares,  
representing a total of 98,307,596 TOTAL shares. As of  
December 31, 2011, the Company held through its indirect  
subsidiaries, 4.24% of the share capital.  
4
.5.1. TOTAL shares held directly  
by the Company (treasury shares)  
The Company held 9,222,905 treasury shares as of December 31,  
2011, representing 0.39% of the share capital, as of that date.  
(
1) Pursuant to Article 223-11 of the AMF General Regulation, the number of voting rights is calculated on the basis of all outstanding shares, including those shares held by the Group that are  
deprived of voting rights.  
2) AMF notice No. 209C1156 dated September 2, 2009  
(
(
3) Pursuant to Article 223-11 of the AMF General Regulation, the number of theoretical voting rights is calculated on the basis of all outstanding shares, including those shares held by the Group  
that are deprived of voting rights.  
152  
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Shareholders  
6
4.6. Shares held by members of the administrative and management bodies  
This information appears in points 1 and 6 of Chapter 5.  
4.7. Employee shareholding  
This information appears in paragraph 6.2 of Chapter 5 and paragraph 3.1 of Chapter 8.  
4.8. Shareholding structure  
Estimates as of November 30, 2011, excluding treasury shares.  
4.8.1. By shareholder type  
4.8.2. By region  
(a)  
France 33%  
Group employees 4.6%  
United Kingdom 10%  
Individual shareholders 8.4%  
Rest of Europe 22%  
North America 27%  
Institutional shareholders 87.0%  
of which  
1.2% in France  
0.5% in the United Kingdom  
1.5% in Rest of Europe  
6.0% in North America  
.8% in Rest of World  
2
1
2
Rest of World 8%  
2
7
(a) Based on the definition of employee shareholding pursuant  
to Article L. 225-102 of the French Commercial code  
The number of French individual TOTAL shareholders is estimated at approximately 520,000.  
4.9. Regulated agreements and undertakings and related party transactions  
4
.9.1. Regulated agreements  
4.9.2. Related party transactions  
and undertakings  
Details of transactions with related parties as required by the  
regulations adopted under EC regulation No. 1606/2002, entered  
into by the Group Companies during fiscal years 2009, 2010  
or 2011, appear in Note 24 to the Consolidated Financial  
Statements (see point 7, Chapter 9).  
The special report of the statutory auditors of TOTAL S.A. on  
regulated agreements and undertakings in accordance with Articles  
L. 225-38 and following of the French Commercial Code for fiscal  
year 2011 appears point 1 of Chapter 11.  
These transactions primarily concern equity affiliates and  
non-consolidated companies in which TOTAL exercises  
significant influence.  
Registration Document 2011. TOTAL  
153  
TOTAL and its shareholders  
6
Information for overseas shareholders  
5. Information for overseas shareholders  
5.1. 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 United States Securities and Exchange Commission for the year ended  
December 31, 2011  
5.2. Non-resident shareholders (other than U.S. Shareholders)  
In addition to Euronext Paris, TOTAL’s shares have been listed on the London Stock Exchange since 1973 and on the Brussels stock  
exchange since 1999.  
5.3. Dividends  
Dividends paid to non-French resident shareholders are generally  
subject to French withholding tax at a rate of 30%.  
the dividends to be received by them, provided that they provide  
the financial institution managing their securities with a certificate of  
residence conforming to the model attached to the Administrative  
Guidelines. The instant application of the 15% withholding tax rate  
will be available only if the certificate of residence is sent to the  
financial institution managing their securities before the dividend  
payment date. Furthermore, each financial institution managing the  
eligible Holders’ securities 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.  
This withholding tax is reduced to 21% with respect to dividends  
received as from January 1, 2012 by individuals who are residents  
within the European Union, in Iceland and in Norway.  
Dividends paid to not-for-profit organizations that are residents  
of the European Union, Iceland or Norway are generally subject  
to the French withholding tax rate of 15% under certain conditions  
provided for by an Administrative guideline B.O.I 4 H-2-10.  
Besides, future court cases may take position on whether or not  
the application of French withholding tax on French-source-dividends  
paid to non French investment/pension funds is contrary to the EU  
principle of freedom of movement of capital.  
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 providing the financial institution  
managing its securities with the above-mentioned certificate of  
residence, and apply the 15% withholding tax rate to dividends  
it pays to such foreign Eligible Holder.  
This summary does not address the specific withholding tax  
regime at a rate of 55% applicable to dividends transferred in so  
called “Non Cooperative Countries and Territories” or NCCTs within  
the meaning of the new Section 238-0A of the French Tax Code.  
A list of NCCTs is established annually and updated by the  
French tax authorities.  
The “simplified procedure” is not applicable to Swiss corporate  
holders and Singapore resident holders.  
For an Eligible Holder that is not entitled to the so-called “simplified  
procedure”, the 30% 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 provides the French  
paying agent with an application for refund on a specific forms  
(Forms N° 5000 and 5001 or any other relevant form to be issued  
by the French tax authorities) before December 31 of the second  
year following the date of payment of the withholding tax at the  
According to many tax treaties signed between France and  
other countries (“Tax Treaties”), the rate of French withholding tax  
is reduced 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 Tax Treaties, provided that certain requirements are satisfied  
(“Eligible Holder”).  
Countries with which France has signed a Tax Treaty providing  
for a reduction of the French withholding tax rate 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).  
30% rate. Any French withholding tax refund is generally expected  
to be paid within 12 months from the filing of the abovementioned  
forms. However, it will not be paid before January 15 of the year  
following the year in which the dividend was paid. Copies of the  
French forms mentioned above are, in principle, available from the  
French non-resident tax office, at the following internet address:  
www.impots.gouv.fr (click on “Recherche de formulaires”).  
Administrative Guidelines issued by the French Tax Authorities set  
forth the conditions under which the reduced French withholding  
tax 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 residents  
of a country with which France has concluded a Tax Treaty that  
provides for a reduction of the withholding tax.  
The foreign taxation of dividends varies from one country to another  
according to their respective tax legislation.  
In most countries, the gross amount of dividend is generally  
included in the recipient’s taxable income. Subject to certain  
conditions and limitations, French withholding taxes on dividends  
will be eligible for credit against the holder’s income tax liability.  
Under the “simplified procedure”, such Eligible Holders may claim  
the immediate application of the reduced 15% withholding tax on  
154  
TOTAL. Registration Document 2011  
TOTAL and its shareholders  
Investor Relations  
6
However, there are certain exceptions. For instance, in Belgium,  
a so-called précompte mobilier of 15% is applicable to the net  
dividends received by individual shareholders.  
in TOTAL provided that the transfer is not evidenced by a written  
agreement.  
But, on 8 February 2012, a proposal for the Amending Finance Law  
for 2012 (Projet de Loi de Finances rectificative pour 2012, PLFR),  
was adopted by the French Council of Ministers and will be  
submitted to the Parliament. One key element of this proposal is  
the introduction of a financial transaction tax on the acquisition  
of shares of publicly traded companies established in France whose  
capital is over 1 billion euros, which would be taxable at a rate  
of 0,1% on the value of the shares. This new tax will be applicable  
as from 1 August 2012, if the proposal is adopted.  
Taxation of Disposition of Shares  
In general, a non-French resident Holder will not be subject to  
French tax on any capital gain from the sale of shares in a French  
company unless the shares form part of a business property of  
a permanent establishment or a fixed base that the non-French  
residents has in France.  
A Holder may recognize capital gain or loss upon the sale of shares  
in its country of tax residence.  
Because the foregoing is a general summary, holders are advised  
to consult their own tax advisors in order to determine the effect of  
the Tax Treaties and the applicable procedures as well as their income  
tax and more generally the tax consequences of the ownership  
of shares applicable in their particular tax situations.  
A French transfer tax assessed on the higher of the purchase price  
and the market value of the shares applies to certain transfer of  
shares in French companies. However, the transfer tax does not  
apply to transfer of shares of publicly traded shares such as shares  
6. Investor Relations  
6.1. Communication policy  
In addition to the French version of its Registration Document filed  
each year with the French Financial Markets Authority (Autorité des  
marchés financiers), the Group provides information regularly on its  
operations on reports and newsletters as well as its website  
www.total.com and through press releases for significant news. The  
Group’s presentations on its results and outlook are also available  
on its website. This English version of the Document de référence  
The Company also files an annual report on Form 20-F, in English,  
with the United States Securities and Exchange Commission (SEC)  
(see paragraph 3.4 in Chapter 8).  
The Group holds regular information sessions and participates  
in conferences for shareholders, investors and financial analysts,  
both in France and abroad.  
(Registration Document) is provided for information purposes only.  
6.2. Relationships with institutional investors and financial analysts  
Members of the Group’s Management regularly meet with  
portfolio managers and financial analysts in the leading financial  
centers throughout the world (Europe, North America, Asia and  
the Middle East).  
available to investors and CSR analysts and provides responses  
to their questions about the Group’s CSR (ethics, governance,  
safety, health and environmental protection, contribution to the  
development of local communities, future energies, measures to  
combat climate change).  
The first series of meetings are held annually in the first quarter,  
after publication of the results for the lapsed fiscal year. The second  
set of meetings takes place in the third quarter of the year.  
Material from those meetings is available on the Group’s website  
– meetings focused on these issues are organized in France and  
worldwide. Nearly sixty meetings were held in 2011. To better  
meet the investors’ expectations, the Group also organized its  
second CSR day for the financial community, focusing on the  
incorporation of CSR in the Group’s business model. This event,  
which took place on June 24, 2011 in Paris, provided an  
opportunity for investors to exchange opinions with TOTAL’s  
representatives, who included Christophe de Margerie (Chairman  
and Chief Executive Officer), Patrick de La Chevardière (Chief  
Financial Officer), Philippe Boisseau (President of Gas and  
Power) and Manoelle Lepoutre (Vice President Sustainable  
Development and the Environment). Issues addressed included  
water management, major accident prevention and the  
acceptability of the Group’s activities.  
(www.total.com, heading Investors/Presentations).  
As in previous years, three phone conferences were led by the  
Group’s Chief Financial Officer to discuss results for the first,  
second and third quarters of the year. These conferences are  
available on the Group’s website (www.total.com, heading  
Investors/Results).  
In 2011, about 600 meetings bringing together institutional  
investors and analysts were organized by the Group.  
The Group maintains an active dialogue with shareholders on  
issues related to Corporate Social Responsibility (CSR) through:  
For the first time, this year’s Registration Document contains a new  
Chapter dedicated to CSR (see Chapter 12).  
annual publication of the Society and Environment report.  
with a dedicated team, the Investor Relations department is  
Registration Document 2011. TOTAL  
155  
TOTAL and its shareholders  
6
Investor Relations  
6.3. A quality relationship serving Individual Shareholders  
TOTAL’s Individual Shareholder Relations Department is the only  
ISO 9001 version 2008 certified-shareholder service in France for  
its communication policy with individual shareholders. This certification  
was issued by AFNOR following a thorough audit of the various  
processes implemented in terms of communication with individual  
shareholders.  
– The Consultative Shareholders Committee, comprised of twelve  
members, held four meetings in 2011:  
in March, during a meeting with Mr. Christophe de Margerie,  
Chairman and Chief Executive Officer of TOTAL;  
in May, following the Shareholders’ Meeting;  
in September, on the occasion of a visit to the Total  
Petrochemicals research center in Feluy, Belgium;  
Follow-up audits are conducted on a yearly basis. This certification  
of TOTAL’s Individual Shareholder Relations Department  
demonstrates the Group’s strong commitment to providing  
individual shareholders with valuable financial information over  
the long term.  
– in November, with the Group Chief Financial Officer,  
at Paris La Défense.  
During these meetings, the Consultative Shareholders Committee  
gives its opinion on various components of the communications  
directed towards individual shareholders, including the  
Shareholders’ Newsletter, the program of the Shareholders’ Circle,  
the webzine and the electronic version of the Shareholders’  
notebook.  
As part of this quality assurance certification, three satisfaction  
surveys have been made available on the Group’s website  
(www.total.com, heading Individual Shareholders/Individual  
Shareholder Relations).  
For the second year in succession row, the Individual Shareholder  
Relations Department won one of the Boursoscan awards,  
organized by Boursorama. After winning the prize for best financial  
communication in 2010, TOTAL received the Shareholders’ award  
in 2011.  
In 2011, the Consultative Shareholders Committee brought its  
contribution to different projects concerning individual shareholders,  
such as the preparation of the annual Shareholders’ Meeting  
and the Actionaria trade show. The Consultative Shareholders  
Committee contributed to the setting up of the e-notice and  
the e-vote for the Shareholders’ Meeting and voiced its opinion  
on the form of the notice. The Committee also gave its feedback  
on the Shareholders’ Meeting. It was also consulted on the planned  
new format of the Consultative Shareholders Committee, which  
will be introduced from April 2012. The format of the committee  
is to be changed after twenty years, by becoming broader and  
even more interactive.  
In 2011, TOTAL also continued to organize meetings and  
information sessions with individual shareholders, in particular  
as part of different events:  
The Shareholders’ Meeting, held on May 13, 2011,  
gathered 4,000 attendees at the Palais des Congrès in  
Paris. This meeting was broadcast live and was later available  
on the Group’s website. Notice of the meeting is sent to all  
holders of 250 or more bearer shares and to all registered  
shareholders. Registered shareholders were able to vote over  
the Internet for the first time.  
The new Shareholders’ Circle organized twenty-five events in  
2011, to which more than 2,800 individual shareholders belonging  
to the Circle were invited, 1,000 more than in 2010. They visited  
industrial facilities, cultural and natural sites supported by the Total  
Foundation and attended seminars dedicated to better  
understanding the Group’s different businesses. Finally, they  
attended cultural events within the framework of the Total  
Foundation sponsorship policy.  
On May 25, 2011, in Lyon, the Group’s Chief Financial Officer  
presented the Group’s results, strategy and outlook,  
and answered shareholders’ questions.  
At the Actionaria Trade Show, held in the Palais des Congrès  
in Paris in November 2011, almost 3,500 people visited TOTAL’s  
stand, which presented the Group’s activity in the field of solar  
energy. The trade show provided shareholders with an  
opportunity to meet the Group representatives present on  
the stand and to attend conferences.  
In this context, almost 14,000 individual shareholders met with  
Group representatives in 2011, 3,000 more than in 2010.  
2011 saw five other meetings with individual shareholders in  
Antwerp (Belgium), and in Aix-en-Provence, Annecy, Strasbourg  
and Nantes (France). These meetings were attended by  
almost 3,000 people. In 2012, meetings are planned in Antwerp,  
Caen, Nice, Nancy and Bordeaux.  
156  
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Investor Relations  
6
6.4. Registered shareholding  
TOTAL shares, which are generally bearer instruments, can be registered shares. In this case, shareholders are identified by TOTAL S.A.,  
in its capacity as the issuer, or by its agent, BNP Paribas Securities Services, which is responsible for keeping the register of the registered  
shares of the shareholders.  
6
.4.1. Registration  
– the possibility of receiving notice of the Shareholders’ Meeting  
over the Internet and voting over the Internet before the  
Meeting takes place;  
There are two forms of registration:  
administered registered shares: shares are registered with  
TOTAL through BNP Paribas Securities Services, but the holder’s  
financial intermediary continues to administer them with regards  
to sales, purchases, coupons, shareholders’ meeting notices, etc.  
– the ability to join the TOTAL Shareholders’ Circle by holding  
at least fifty shares.  
The advantages of pure registered shares, in addition to those  
of administered registered shares, include:  
pure registered shares: TOTAL holds and directly administers  
shares on behalf of the holder through BNP Paribas Securities  
Services, which administers sales, purchases, coupons,  
shareholders’ meeting notices, etc., so that the shareholder  
does not need to appoint a financial intermediary. This form of  
registration is not easily compatible with the registration of shares  
in a French share savings plan (PEA), given the administrative  
procedures in place.  
no custodial fees;  
– easier placement of market orders(1) (phone, mail, fax, internet);  
brokerage fees of 0.20% (before tax) based on the amount  
of the transaction, with no minimum charge and up to 1,000  
per transaction;  
– possibility to check share holdings on the internet.  
To convert TOTAL shares into pure registered shares, shareholders  
are required to fill out a form, which can be obtained upon request  
from the Individual Shareholder Relations Department, and send it  
to his/her financial intermediary. Once BNP Paribas Securities  
Services receives the shares on a registered account, a certificate  
of account registration is sent and the following are requested to be  
sent to it:  
6
.4.2. Main advantages of registered shares  
The advantages of registered shares include:  
double voting rights if the shares are held continuously for  
two successive years (see paragraph 2.4.1 of Chapter 8);  
a specific toll-free number for all contacts with BNP Paribas  
Securities Services (a toll-free call within France from a  
landline): 0 800 117 000 or +33 1 40 14 80 61 (from outside  
France); from Monday to Friday (working days), 8:45 a.m.  
a bank account number (or a postal account or savings account  
number) for payment of dividends; and  
– a market service agreement to facilitate trading TOTAL shares  
on the stock exchange.  
-
6:00 p.m., GMT+1 (fax: +33 1 55 77 34 17);  
the shareholder receives, at home, all information published  
by the Group for its shareholders;  
6.5. Individual Shareholders Department Contacts  
For any information regarding the conversion of bearer to registered  
shares, membership in the Shareholders’ Circle or any other  
general information, individual shareholders may contact:  
Phone  
From France: 0 800 039 039  
(toll-free number from a landline in France)  
Outside France: +33 1 47 44 24 02  
From Monday to Friday, 9:00 a.m. to 12:30 p.m.  
and 1:30 p.m. to 5:30 p.m. (GMT+1)  
TOTAL S.A.  
Individual Shareholder Relations Department  
Tour Coupole  
Fax  
From France: 01 47 44 20 14  
2
, place Jean Millier  
Arche Nord Coupole/Regnault  
2078 Paris La Défense Cedex, France  
Outside France: +33 1 47 44 20 14  
E-mail  
Contact  
from the contact form available at www.total.com,  
heading Shareholders  
9
Jean-Marie Rossini  
(Head of Individual Shareholders Relations Department)  
(1) Subject to having entered into a brokerage services contract, which is free of charge.  
Registration Document 2011. TOTAL  
157  
TOTAL and its shareholders  
6
Investor Relations  
6.6. 2012 Schedule  
February 10  
Results for the fourth quarter and full year 2011  
and outlook  
July 27  
Results for the second quarter  
and the first half 2012  
March 19  
Ex-dividend date for the 2011 third interim  
dividend  
September 24 Ex-dividend date for the 2012 first interim dividend(2)  
September 24 Investor Day - London  
April 21  
April 27  
May 11  
VFB-Happening, Antwerp (Belgium)  
Results for the first quarter 2012  
2012 Shareholders’ Meeting in Paris  
October 16  
Meeting with individual shareholders in Nancy  
(France)  
October 31  
Results for the third quarter 2012  
(
Palais des Congrès in Paris)  
Meeting with individual shareholders in Caen  
France)  
November 23-24 Actionaria Trade Show in Paris  
May 21  
(Palais des Congrès in Paris)  
(
November 29  
December 17  
Meeting with individual shareholders in Bordeaux  
(France)  
June 18  
June 28  
Ex-dividend date for the 2011 remainder dividend(1)  
Meeting with individual shareholders in Nice  
Ex-dividend date for the 2012 second  
interim dividend(2)  
(France)  
6.7. 2013 Schedule  
March 18  
Ex-dividend date for the 2012 third interim  
dividend(2)  
May 17  
Shareholders’ Meeting in Paris  
(Palais des Congrès in Paris)  
6.8. Investor Relations Department contacts  
Martin Deffontaines  
Vice President Investor Relations  
TOTAL S.A.  
Tour Coupole  
2
, place Jean Millier  
Arche Nord Coupole/Regnault  
2078 Paris La Défense Cedex  
9
France  
Phone: 01 47 44 58 53 or +33 1 47 44 58 53  
Fax: 01 47 44 58 24 or +33 1 47 44 58 24  
North America:  
Robert Hammond  
Director of Investor Relations  
North America  
TOTAL American Services Inc.  
1201 Louisiana Street, Suite 1800  
Houston, TX 77002  
United States  
Phone: +1 (713) 483-5070  
Fax: +1 (713) 483-5629  
(
1) Subject to the approval of the Shareholders’ Meeting of May 11, 2012.  
(2) Subject to approval by the Board of Directors.  
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Financial information  
7
Financial information  
1.  
Historical financial information  
160  
1
1
.1.  
.2.  
2011, 2010 and 2009 Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .160  
Statutory Financial Statements of TOTAL S.A. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .160  
2.  
3.  
4.  
5.  
Audit of the historical financial information  
Other information  
160  
160  
161  
161  
Dividend policy  
Legal and arbitration proceedings  
5.1.  
5.2.  
5.3.  
5.4.  
5.5.  
5.6.  
5.7.  
5.8.  
5.9.  
Antitrust investigations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .161  
Grande Paroisse . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .162  
Buncefield . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .163  
Erika . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .163  
Blue Rapid and the Russian Olympic Committee - Russian regions and Interneft . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .164  
Iran . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .164  
Libya . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .164  
Oil-for-Food Program . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .164  
Italy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .165  
6.  
Significant changes  
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Financial information  
7
Historical financial information.  
1. Historical financial information  
1.1. 2011, 2010 and 2009 Consolidated Financial Statements  
The Consolidated Financial Statements of TOTAL S.A. and its consolidated subsidiaries (the Group) for the years ended December 31, 2011,  
010 and 2009 were prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International  
Accounting Standards Board (IASB) and as adopted by the European Union as of December 31, 2011.  
2
1.2. Statutory Financial Statements of TOTAL S.A.  
The Statutory Financial Statements of TOTAL S.A., the parent company of the Group, for the years ended December 31, 2011,  
010 and 2009 were prepared in accordance with French accounting standards as applicable on December 31, 2011.  
2
2. Audit of the historical financial information  
The Consolidated Financial Statements for the fiscal year 2011  
which appear in Chapter 9 to this Registration Document were  
certified by the Company’s auditors. A translation of the auditors’  
report on the Consolidated Financial Statements is provided in  
point 1 of Chapter 9, for information purposes only.  
Consolidated Financial Statements and the Statutory Financial  
Statements which appear on pages 172 and 280 of the French  
version of the Registration Document for fiscal year 2010 which  
was filed with the French Financial Markets Authority on  
March 28, 2011 (and a translation is reproduced on pages 174  
and 272 of the English version of such Registration Document  
for information purposes only);  
TOTAL’s Statutory Financial Statements for the fiscal year 2011  
(under French accounting standards) which appear in Chapter 11  
to this Registration Document were also certified by the Company’s  
auditors. A translation of the auditors’ report on the 2011 Statutory  
Financial Statements is provided in point 2 of the Chapter 11,  
for information purposes only.  
– the Consolidated and Statutory Financial Statement for fiscal  
year 2009, together with the statutory auditors’ reports on the  
Consolidated Financial Statements and the Statutory Financial  
Statements which appear on pages 182 and 290 of the French  
version of the Registration Document for fiscal year 2009 which  
was filed with the French Financial Markets Authority (Autorité  
des marchés financiers) on April 1, 2010 (and a translation  
is reproduced on pages 180 and 284 of the English version  
of such Registration Document for information purposes only).  
Pursuant to Article 28 of EC Regulation No 809/2004,  
are incorporated by reference in this Registration Document:  
the Consolidated and Statutory Financial Statements for fiscal  
year 2010, together with the statutory auditors’ reports on the  
3. Other information  
Financial information other than that contained in Chapter 9 or 11  
of this Registration Document, in particular ratios, statistical data  
or other calculated data, which are used to describe the Group or  
its business performance, is not extracted from the audited financial  
statements of the issuer. Except where otherwise stated, these  
data are based on internal Company data.  
was prepared by the Company based on information available  
to it, using its own calculations or estimates and taking into account  
the U.S. standards to which the Company is subject for this kind  
of information as a result of the listing of its shares (in the form  
of ADRs) on the New York Stock Exchange.  
This Registration Document does not include profit forecasts  
or estimates, under the meaning given to such terms by EC  
Regulation No. 809/2004 dated April 29, 2004, for the period  
after December 31, 2011.  
In particular, the supplemental oil and gas information provided  
in Chapter 10 of this Registration Document is not extracted from  
the audited financial statements of the issuer and was not audited  
by the Company’s statutory auditors. This supplemental information  
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7
4. Dividend policy  
The Company’s dividend policy is described in point 2, Chapter 6 of this Registration Document.  
5. Legal and arbitration proceedings  
There are no governmental, legal or arbitration proceedings, including any proceeding that the Company is aware of, threatened with or even pending  
including the main legal proceedings described hereafter) that could have a material impact on the Group’s financial situation or profitability.  
(
The main legal proceedings in which the Group’s companies are involved are described below.  
5.1. Antitrust investigations  
The principal antitrust proceedings in which the Group’s companies  
are involved are described below.  
As a result, since the spin-off, the Group has paid the overall  
(2)  
amount of 188.07 million , corresponding to 90% of the fines  
overall amount once the threshold provided for by the guarantee  
is deducted to which an amount of 31.31 million of interest has  
been added as explained hereinafter.  
5.1.1. Chemicals  
As part of the spin-off of Arkema(1) in 2006, TOTAL S.A. or certain  
other Group companies agreed to grant Arkema a guarantee  
for potential monetary consequences related to antitrust proceedings  
arising from events prior to the spin-off.  
The European Commission imposed these fines following  
investigations between 2000 and 2004 into commercial practices  
involving eight products sold by Arkema. Five of these investigations  
resulted in prosecutions from the European Commission for which  
Elf Aquitaine has been named as the parent company, and two  
of these investigations named TOTAL S.A. as the ultimate parent  
company of the Group.  
This guarantee covers, for a period of ten years from the date  
of the spin-off, 90% of amounts paid by Arkema related to (i) fines  
imposed by European authorities or European member-states  
for competition law violations, (ii) fines imposed by U.S. courts  
or antitrust authorities for federal antitrust violations or violations  
of the competition laws of U.S. states, (iii) damages awarded in civil  
proceedings related to the government proceedings mentioned  
above, and (iv) certain costs related to these proceedings.  
The guarantee related to anti-competition violations in Europe  
applies to amounts above a 176.5 million threshold. On the other  
hand, the agreements provide that Arkema will indemnify  
TOTAL S.A. or any Group company for 10% of any amount that  
TOTAL S.A. or any Group company are required to pay under any  
of the proceedings covered by this guarantee, in Europe.  
TOTAL S.A. and Elf Aquitaine are contesting their liability based solely  
on their status as parent companies and appealed for cancellation  
and reformation of the rulings that are still pending before  
the relevant EU court of appeals or supreme court of appeals.  
During the year 2011, four of the proceedings have evolved  
and are closed as far as Arkema is concerned:  
-
In one of these proceedings, the Court of Justice of the European  
Union (CJEU) has rejected the action of Arkema while the decisions  
of the European Commission and of the General Court  
of the European Union against the parent companies have  
been squashed. Consequently, this proceeding is definitively  
closed regarding Arkema as well as the parent companies.  
If one or more individuals or legal entities, acting alone or together,  
directly or indirectly holds more than one-third of the voting rights  
of Arkema, or if Arkema transfers more than 50% of its assets  
-
-
In two other proceedings, previous decisions against Arkema  
and the parent companies have been upheld by the General  
Court of the European Union. While the parent companies have  
introduced an appeal before the CJEU, Arkema did not appeal  
to the CJEU.  
(as calculated under the enterprise valuation method, as of the date  
of the transfer) to a third party or parties acting together, irrespective  
of the type or number of transfers, this guarantee will become void.  
In the United States, civil liability lawsuits, for which TOTAL S.A.  
has been named as the parent company, are closed without  
significant impact on the Group’s financial position.  
In Europe, since 2006, the European Commission has fined  
companies of the Group in its configuration prior to the spin-off  
an overall amount of 385.47 million, of which Elf Aquitaine  
and/or TOTAL S.A. were held jointly liable for 280.17 million,  
Elf Aquitaine being personally fined 23.6 million for deterrence.  
These fines are entirely settled as of today.  
Finally, in a last proceeding, the General Court has decided  
to reduce the amount of the fine initially ordered against Arkema  
while, in parallel, it has rejected the actions of the parent  
companies that have remained obliged to pay the whole amount  
of the fine initially ordered by the European Commission. Arkema  
has accepted this decision while the parent companies have  
introduced an appeal before the CJEU.  
(1) Arkema is used in this section to designate those companies of the Arkema group whose ultimate parent company is Arkema S.A. Arkema became an independent company after  
being spun-off from TOTAL S.A. in May 2006.  
(2) This amount does not take into account a case that led to Arkema, prior to Arkema’s spin-off from TOTAL, and Elf Aquitaine being fined jointly 45 million and Arkema being fined 13.5 million.  
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Financial information  
7
Legal and arbitration proceedings  
With the exception of the 31.31 million of interest charged  
by the European Commission to the parent companies, which has  
been required to pay in accordance with the decision concerning  
the last proceeding referred hereinabove, the evolution of the  
proceedings during the year 2011 did not modify the global amount  
assumed by the Group in execution of the guarantee.  
5.1.2. Downstream  
– Pursuant to a statement of objections received by Total  
Nederland N.V. and TOTAL S.A. (based on its status as parent  
company) from the European Commission, Total Nederland N.V.  
was fined 20.25 million in 2006, for which TOTAL S.A. was held  
jointly liable for 13.5 million. TOTAL S.A. appealed this decision  
before the relevant court and this appeal is still pending.  
In addition, civil proceedings against Arkema and other groups  
of companies were initiated in 2009 and 2011, respectively, before  
the German and Dutch courts by third parties for alleged damages  
pursuant to two of the above mentioned legal proceedings.  
TOTAL S.A. was summoned to serve notice of the dispute before  
the German court. At this point, the probability of a favorable verdict  
and the financial impacts of these proceedings are uncertain due to  
the number of legal difficulties they give rise to, the lack  
– In addition, pursuant to a statement of objections received by  
Total Raffinage Marketing (formerly Total France) and TOTAL S.A.  
from the European Commission regarding another product line of  
the Refining & Marketing division, Total Raffinage Marketing was  
fined 128.2 million in 2008, which has been paid, and for which  
TOTAL S.A. was held jointly liable based on its status as parent  
company. TOTAL S.A. also appealed this decision before the  
relevant court and this appeal is still pending.  
of documented claims and evaluations of the alleged damages.  
Arkema began implementing compliance procedures in 2001 that  
are designed to prevent its employees from violating antitrust provisions.  
However, it is not possible to exclude the possibility that the relevant  
authorities could commence additional proceedings involving Arkema  
regarding events prior to the spin-off, as well as Elf Aquitaine  
and/or TOTAL S.A. based on their status as parent company.  
– In addition, civil proceedings against TOTAL S.A. and Total  
Raffinage Marketing and other companies were initiated before U.K  
and Dutch courts by third parties for alleged damages in connection  
with the prosecutions brought by the European Commission in this  
case. At this point, the probability to have a favorable verdict and  
the financial impacts of these procedures are uncertain due to the  
number of legal difficulties they gave rise to, the lack of documented  
claims and evaluations of the alleged damages.  
Within the framework of all of the legal proceedings described  
above, a 17 million reserve remains booked in the Group’s  
consolidated financial statements as of December 31, 2011.  
Within the framework of the legal proceedings described above,  
a 30 million reserve is booked in the Group’s consolidated  
financial statements as of December 31, 2011.  
Whatever the evolution of the proceedings described above,  
the Group believes that their outcome should not have  
a material adverse effect on the Group’s financial situation  
or consolidated results.  
5.2. Grande Paroisse  
An explosion occurred at the Grande Paroisse industrial site in the city  
of Toulouse in France on September 21, 2001. Grande Paroisse,  
a former subsidiary of Atofina which became a subsidiary  
of Elf Aquitaine Fertilisants on December 31, 2004, as part of the  
reorganization of the Chemicals segment, was principally engaged  
in the production and sale of agricultural fertilizers. The explosion,  
which involved a stockpile of ammonium nitrate pellets, destroyed  
a portion of the site and caused the death of thirty-one people,  
including twenty-one workers at the site, and injured many others.  
site for ammonium nitrate was discredited over the course of the  
investigation. As a result, proceedings against ten of the eleven  
Grande Paroisse employees charged during the criminal investigation  
conducted by the Toulouse Regional Court (Tribunal de grande  
instance) were dismissed and this dismissal was upheld on appeal.  
Nevertheless, the final experts’ report filed on May 11, 2006  
continued to focus on the hypothesis of a chemical accident,  
although this hypothesis was not confirmed during the attempt to  
reconstruct the accident at the site. After having articulated several  
hypotheses, the experts no longer maintain that the accident was  
caused by pouring a large quantity of a chlorine compound over  
ammonium nitrate. Instead, the experts have retained a scenario  
where a container of chlorine compound sweepings was poured  
between a layer of wet ammonium nitrate covering the floor and  
a quantity of dry agricultural nitrate at a location not far from the  
principal storage site. This is claimed to have caused an explosion  
which then spread into the main storage site. Grande Paroisse  
was investigated based on this new hypothesis in 2006; Grande  
Paroisse is contesting this explanation, which it believes to be  
based on elements that are not factually accurate.  
The explosion also caused significant damage to certain property  
in part of the city of Toulouse.  
This plant has been closed and individual assistance packages  
have been provided for employees. The site has been rehabilitated.  
On December 14, 2006, Grande Paroisse signed, under the supervision  
of the city of Toulouse, the deed whereby it donated the former site  
of the AZF plant to the greater agglomeration of Toulouse (CAGT)  
and the Caisse des dépôts et consignations and its subsidiary  
ICADE. Under this deed, TOTAL S.A. guaranteed the site restoration  
obligations of Grande Paroisse and granted a 10 million endowment  
to the InNaBioSanté research foundation as part of the setting  
up of a cancer research center at the site by the city of Toulouse.  
All the requests for additional investigations that were submitted  
by Grande Paroisse, the former site manager and various plaintiffs  
were denied on appeal after the end of the criminal investigation  
procedure. On July 9, 2007, the investigating judge brought charges  
against Grande Paroisse and the former plant manager before the  
Regarding the cause of the explosion, the hypothesis that the  
explosion was caused by Grande Paroisse through the accidental  
mixing of hundreds of kilos of a chlorine compound at a storage  
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Legal and arbitration proceedings  
7
criminal chamber of the Court of Appeal of Toulouse. In late 2008,  
TOTAL S.A. and Mr. Thierry Desmarest were summoned to appear in  
Court pursuant to a request by a victims association. The trial for this  
case began on February 23, 2009, and lasted approximately four months.  
The Prosecutor’s office, together with certain third parties, has  
appealed the Toulouse Criminal Court verdict. In order to preserve  
its rights, Grande Paroisse lodged a cross-appeal with respect  
to civil charges.  
On November 19, 2009, the Toulouse Criminal Court acquitted  
both the former Plant Manager, and Grande Paroisse due to the  
lack of reliable evidence for the explosion. The Court also ruled that  
the summonses against TOTAL S.A. and Mr. Thierry Desmarest,  
Chairman and CEO at the time of the disaster, were inadmissible.  
The appeal proceedings before the Court of Appeal of Toulouse  
was completed on March 16, 2012. The decision is expected on  
September 24, 2012.  
A compensation mechanism for victims was set up immediately  
following the explosion. 2.3 billion was paid for the compensation  
of claims and related expenses amounts. As of December 31, 2011,  
a 21 million reserve was recorded in the Group’s consolidated  
balance sheet.  
Due to the presumption of civil liability that applied to Grande Paroisse,  
the Court declared Grande Paroisse civilly liable for the damages  
caused by the explosion to the victims in its capacity as custodian  
and operator of the plant.  
5.3. Buncefield  
On December 11, 2005, several explosions, followed by a major fire,  
occurred at an oil storage depot at Buncefield, north of London.  
This depot was operated by Hertfordshire Oil Storage Limited  
TOTAL’s UK subsidiary finally decided to withdraw from this recourse  
due to settlement agreements reached in mid-February 2011.  
The Group carries insurance for damage to its interests in these  
facilities, business interruption and civil liability claims from third parties.  
The provision for the civil liability that appears in the Group ’s consolidated  
financial statements as of December 31, 2011, stands at 80 million  
after taking into account the payments previously made.  
(HOSL), a company in which TOTAL’s UK subsidiary holds 60%  
and another oil group holds 40%.  
The explosion caused injuries, most of which were minor injuries,  
to a number of people and caused property damage to the depot  
and the buildings and homes located nearby. The official Independent  
Investigation Board has indicated that the explosion was caused  
by the overflow of a tank at the depot. The Board’s final report was  
released on December 11, 2008. The civil procedure for claims,  
which had not yet been settled, took place between October and  
December 2008. The Court’s decision of March 20, 2009, declared  
TOTAL’s UK subsidiary liable for the accident and solely liable  
for indemnifying the victims. The subsidiary appealed the decision.  
The appeal trial took place in January 2010. The Court of Appeals,  
by a decision handed down on March 4, 2010, confirmed the prior  
judgment. The Supreme Court of United Kingdom has partially  
authorized TOTAL’s UK subsidiary to contest the decision.  
The Group believes that, based on the information currently available,  
on a reasonable estimate of its liability and on provisions recognized,  
this accident should not have a significant impact on the Group’s  
financial situation or consolidated results.  
In addition, on December 1, 2008, the Health and Safety  
Executive (HSE) and the Environment Agency (EA) issued a Notice  
of prosecution against five companies, including TOTAL’s UK  
subsidiary. By a judgment on July 16, 2010, the subsidiary was  
fined £3.6 million and paid it. The decision takes into account  
a number of elements that have mitigated the impact of the charges  
brought against it.  
5.4. Erika  
Following the sinking in December 1999 of the Erika, a tanker  
that was transporting products belonging to one of the Group  
companies, the Tribunal de grande instance of Paris convicted  
TOTAL S.A. of marine pollution pursuant to a judgment issued  
on January 16, 2008, finding that TOTAL S.A. was negligent in  
its vetting procedure for vessel selection, and ordering TOTAL S.A.  
to pay a fine of 375,000. The Court also ordered compensation  
to be paid to those affected by the pollution from the Erika up to an  
aggregate amount of 192 million, declaring TOTAL S.A. jointly and  
severally liable for such payments together with the Erika’s inspection  
and classification firm, the Erika’s owner and the Erika’s manager.  
However, the Court of Appeal ruled that TOTAL S.A. bears no civil  
liability according to the applicable international conventions  
and consequently ruled that TOTAL S.A. be not convicted.  
TOTAL challenged the criminal law-related issues of this decision  
before the French Supreme Court (Cour de cassation).  
To facilitate the payment of damages awarded by the Court  
of Appeal in Paris to third parties against Erika’s controlling and  
classification firm, the ship-owner and the ship-manager, a global  
settlement agreement was signed late 2011 between these parties  
and TOTAL S.A. under the auspices of the IOPC Fund. Under  
this global settlement agreement, each party agreed to the  
withdrawal of all civil proceedings initiated against all other parties  
to the agreement.  
TOTAL has appealed the verdict of January 16, 2008. In the meantime,  
it nevertheless proposed to pay third parties who so requested definitive  
compensation as determined by the Court. Forty-two third parties  
have been compensated for an aggregate amount of 171.5 million.  
TOTAL S.A. believes that, based on the information currently  
available, the case should not have a significant impact on the Group’s  
financial situation or consolidated results.  
By a decision dated March 30, 2010, the Court of Appeal of Paris  
upheld the lower Court verdict pursuant to which TOTAL S.A. was  
convicted of marine pollution and fined 375,000.  
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Financial information  
7
Legal and arbitration proceedings  
5.5. Blue Rapid and the Russian Olympic Committee -  
Russian regions and Interneft  
Blue Rapid, a Panamanian company, and the Russian Olympic  
Committee filed a claim for damages with the Paris Commercial  
Court against Elf Aquitaine, alleging a so-called non-completion  
by a former subsidiary of Elf Aquitaine of a contract related  
to an exploration and production project in Russia negotiated  
in the early 1990s. Elf Aquitaine believed this claim to be unfounded  
and opposed it. On January 12, 2009, the Commercial Court  
of Paris rejected Blue Rapid’s claim against Elf Aquitaine and found  
that the Russian Olympic Committee did not have standing  
in the matter. Blue Rapid and the Russian Olympic Committee  
appealed this decision. On June 30, 2011, the Court of Appeal  
of Paris dismissed as inadmissible the claim of Blue Rapid  
and the Russian Olympic Committee against Elf Aquitaine,  
notably on the grounds of the contract’s termination. Blue Rapid  
and the Russian Olympic Committee appealed this decision  
to the French Supreme Court.  
In connection with the same facts, and fifteen years after the  
termination of the exploration and production contract, a Russian  
company, which was held not to be the contracting party to the  
contract, and two regions of the Russian Federation which were  
not even parties to the contract, have launched an arbitration  
procedure against the aforementioned former subsidiary of  
Elf Aquitaine that was liquidated in 2005, claiming alleged damages  
of U.S.$ 22.4 billion. For the same reasons as those successfully  
adjudicated by Elf Aquitaine against Blue Rapid and the Russian  
Olympic Committee, the Group considers this claim to be  
unfounded as to a matter of law or fact. The Group has lodged a  
criminal complaint to denounce the fraudulent claim which the  
Group believes it is a victim of and, has taken and reserved its  
rights to take other actions and measures to defend its interests.  
5.6. Iran  
In 2003, the United States Securities and Exchange Commission (SEC)  
followed by the Department of Justice (DoJ) issued a formal order  
directing an investigation in connection with the pursuit of business  
in Iran, by certain oil companies including, among others, TOTAL.  
As TOTAL was unable to agree to several substantial elements  
of the proposal, the Company is continuing discussions with the  
U.S. authorities. The Company is free not to accept an out-of-court  
settlement solution, in which case it would be exposed to the risk  
of prosecution in the United States.  
The inquiry concerns an agreement concluded by the Company  
with a consultant concerning a gas field in Iran and aims to verify  
whether certain payments made under this agreement would have  
benefited Iranian officials in violation of the Foreign Corrupt  
Practices Act (FCPA) and the Company’s accounting obligations.  
In this same affair, a parallel judicial inquiry related to TOTAL was  
initiated in France in 2006. In 2007, the Company’s Chief Executive  
Officer was placed under formal investigation in relation to this inquiry,  
as the former President of the Middle East department of the Group’s  
Exploration & Production division. The Company has not been  
notified of any significant developments in the proceedings since  
the formal investigation was launched.  
Investigations are still pending and the Company is cooperating  
with the SEC and the DoJ. In 2010, the Company opened talks  
with U.S. authorities, without any acknowledgement of facts,  
to consider an out-of-court settlement as it is often the case  
in this kind of proceeding.  
At this point, the Company cannot determine when these investigations  
will terminate, and cannot predict their results, or the outcome  
of the talks that have been initiated. Resolving these cases is not  
expected to have a significant impact on the Group’s financial  
situation or consequences on its future planned operations.  
Late in 2011, the SEC and the DoJ proposed to TOTAL out-of-court  
settlements that would close their inquiries, in exchange for TOTAL’s  
committing to a number of obligations and paying fines.  
5.7. Libya  
In June 2011, the United States Securities and Exchange Commission (SEC) issued to certain oil companies - including, among others,  
TOTAL - a formal request for information related to their operations in Libya. TOTAL is cooperating with this non-public investigation.  
5.8. Oil-for-Food Program  
Several countries have launched investigations concerning possible  
violations related to the United Nations (UN) Oil-for-Food program in Iraq.  
Prosecutor’s office. In 2009, the Prosecutor’s office recommended  
to the investigating judge that the case against the Group’s current  
and former employees and TOTAL’s Chairman and Chief Executive  
Officer not be pursued.  
Pursuant to a French criminal investigation, certain current or former  
Group employees were placed under formal criminal investigation  
for possible charges as accessories to the misappropriation of corporate  
assets and as accessories to the corruption of foreign public agents.  
The Chairman and Chief Executive Officer of the Company, formerly  
President of the Group’s Exploration & Production division, was also  
placed under formal investigation in October 2006. In 2007, the criminal  
investigation was closed and the case was transferred to the  
In early 2010, despite the recommendation of the Prosecutor’s  
office, a new investigating judge, having taken over the case,  
decided to indict TOTAL S.A. on bribery charges as well as complicity  
and influence peddling. The indictment was brought eight years  
after the beginning of the investigation without any new evidence  
being introduced.  
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7
In October 2010, the Prosecutor’s office recommended to the  
investigating judge that the case against TOTAL S.A. the Group’s  
current and former employees and TOTAL’s Chairman and Chief  
Executive Officer not be pursued. However, by ordinance notified  
in early August 2011, the investigating judge on the matter  
decided to send the case to trial. The hearings are expected  
in the first quarter of 2013.  
The Company believes that its activities related to the Oil-for-Food  
program have been in compliance with this program, as organized  
by the UN in 1996. The Volcker report released by the independent  
investigating committee set up by the UN had discarded any  
bribery grievance within the framework of the Oil-For-Food program  
with respect to TOTAL.  
5.9. Italy  
As part of an investigation led by the Prosecutor of the Republic  
of the Potenza Court, Total Italia and certain Group’s employees  
are the subject of an investigation related to certain calls for tenders  
that Total Italia made for the preparation and development of an oil  
field. On February 16, 2009, as a preliminary measure before the  
proceedings go before the Court, the preliminary investigation judge  
of Potenza served notice to Total Italia of a decision that would  
suspend the concession for this field for one year. Total Italia  
has appealed the decision by the preliminary investigation judge  
before the Court of Appeal of Potenza. In a decision dated  
April 8, 2009, the Court reversed the suspension of the Gorgoglione  
concession and appointed for one year, i.e. until February 16, 2010,  
a judicial administrator to supervise the operations related to the  
development of the concession, allowing the Tempa Rossa project  
to continue.  
The criminal investigation was closed in the first half of 2010.  
The preliminary hearing judge, who will decide whether the case  
shall be returned to the Criminal Court to be judged on the merits,  
held the first hearing on December 6, 2010. The proceedings  
before the Judge of the preliminary hearing are still pending.  
In 2010, Total Italia’s exploration and production operations were  
transferred to Total E&P Italia and refining and marketing operations  
were merged with those of Erg Petroli.  
6. Significant changes  
Except for the recent events mentioned, in the Management Report of the Board of Directors (Chapter 3) or in the Business overview (Chapter 2),  
no significant changes in the Group’s financial or commercial position have occurred since December 31, 2011, the end of the last fiscal year  
for which audited financial statements have been published by the Company.  
Registration Document 2011. TOTAL  
165  
166  
TOTAL. Registration Document 2011  
General information  
8
General information  
1.  
Share capital  
168  
1.1.  
1.2.  
1.3.  
1.4.  
1.5.  
1.6.  
Share capital as of December 31, 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .168  
Features of the shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .168  
Authorized share capital not issued as of December 31, 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .168  
Potential share capital as of December 31, 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .171  
TOTAL shares held by the Companies or its subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .171  
Share capital history . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .171  
2.  
Articles of incorporation and by-laws; other information  
172  
2.1.  
2.2.  
2.3.  
2.4.  
2.5.  
2.6.  
2.7.  
2.8.  
General information concerning the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .172  
Summary of the Company’s purpose . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .172  
Provisions of the by-laws governing the administration and management bodies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .173  
Rights, privileges and restrictions attached to the shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .174  
Amending shareholders’ rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .174  
Shareholders’ meetings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .175  
Thresholds to be declared according to the by-laws . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .175  
Changes in the share capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .175  
3.  
Other matters  
175  
3.1.  
3.2.  
3.3.  
3.4.  
Employee incentives and profit-sharing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .175  
Pension savings plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .175  
Agreements mentioned in Article L. 225-100-3 of the French Commercial Code . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .176  
Filing of Form 20-F with the United States Securities and Exchange Commission . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .176  
4
.
.
Documents on display  
Information on holdings  
176  
176  
5
5.1.  
5.2.  
5.3.  
5.4.  
5.5.  
General information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .176  
TOTAL’s interest in Sanofi . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .176  
TOTAL’s interest in CEPSA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .177  
TOTAL’s interest in Novatek . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .177  
TOTAL’s interest in SunPower . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .177  
Registration Document 2011. TOTAL  
167  
General information  
8
Share capital  
1. Share capital  
1.1. Share capital as of December 31, 2011  
5,909,418,282.50 consisting of 2,363,767,313 fully paid ordinary shares.  
1.2. Features of the shares  
There is only one class of shares, par value 2.50. A double voting right is granted to every shareholder, under certain conditions  
see paragraph 2.4.1 of this Chapter). The shares are in bearer or registered form at the shareholder’s discretion. The shares are in  
book-entry form and registered in an account.  
(
1.3. Authorized share capital not issued as of December 31, 2011  
A table summarizing the currently valid delegations and authorizations  
to increase share capital that have been granted by the Shareholders’  
Meeting to the Board of Directors, and the uses made of those  
delegations and authorizations in fiscal year 2011, appears in  
paragraph 1.3.8 of this Chapter.  
Furthermore, the maximum nominal amount of the debt securities  
granting rights to the Company’s share capital that may be issued  
pursuant to the above mentioned seventeenth and eighteenth  
resolutions may not exceed 10 billion, or their exchange value,  
on the date of issuance.  
1
.3.1. Seventeenth resolution of the  
1.3.3. Nineteenth resolution of the  
Shareholders’ Meeting held on May 21, 2010  
Shareholders’ Meeting held on May 21, 2010  
Delegation of authority granted by the Shareholders’ Meeting  
to the Board of Directors to increase the share capital by issuing  
common shares or other securities granting immediate or future  
rights to the Company’s share capital, maintaining shareholders’  
pre-emptive subscription rights up to a maximum nominal amount  
of 2.5 billion, i.e., 1 billion shares (delegation of authority valid  
for twenty-six months).  
Delegation of power granted by the Shareholders’ Meeting to  
the Board of Directors to increase the share capital by issuing new  
ordinary shares or other securities granting immediate or future  
rights to the Company’s share capital as compensation of in-kind  
contribution granted to the Company, by an amount not  
exceeding 10% of the share capital outstanding at the date of the  
Shareholders’ Meeting on May 21, 2010 (delegation of authority  
valid for twenty-six months). The nominal amount of the capital  
increases is counted against the maximum aggregate nominal  
amount of 850 million authorized by the eighteenth resolution  
of the Shareholders’ Meeting held on May 21, 2010.  
Furthermore, the maximum nominal amount of the debt securities  
granting rights to the Company’s share capital that may be issued  
pursuant to the seventeenth resolution and the eighteenth  
resolution (mentioned below) may not exceed 10 billion, or their  
exchange value, on the date of issuance.  
1
.3.4. Twentieth resolution of the  
Shareholders’ Meeting held on May 21, 2010  
1
.3.2. Eighteenth resolution of the  
Shareholders’ Meeting held on May 21, 2010  
Delegation of authority to the Board of Directors to complete capital  
increases reserved for employees participating in the Company  
Savings Plan (Plan d’épargne d’entreprise), up to a maximum  
amount equal to 1.5% of the outstanding share capital on the date  
of the decision of the Board of Directors to proceed with the issue  
Delegation of authority granted by the Shareholders’ Meeting to the  
Board of Directors to increase the share capital by issuing common  
shares or other securities granting immediate or future rights to the  
Company’s share capital, canceling shareholders’ pre-emptive  
subscription rights, including the compensation comprised of  
securities as part of a public exchange offer, provided that they  
meet the requirements of Article L. 225-148 of the French  
Commercial Code. This resolution grants the Board of Directors the  
authority to grant a priority period for shareholders to subscribe to  
these securities pursuant to the provisions of Article L. 225-135 of  
the French Commercial Code. The total amount of the capital  
increases without pre-emptive subscription rights likely to occur  
immediately or in the future cannot exceed the nominal amount of  
(delegation of authority valid for twenty-six months). It is being  
specified that the amount of the capital increase is counted against  
the maximum aggregate nominal amount of 2.5 billion authorized  
by the seventeenth resolution of the Shareholders’ Meeting held on  
May 21, 2010.  
Given that the Board of Directors made use of this delegation of  
authority on October 28, 2010, under which 8,902,717 new TOTAL  
shares were issued in 2011, the authorized share capital not issued  
with respect to capital increases reserved for employees  
850 million, i.e., 340 million shares, par value 2.50 (delegation of  
participating in a Company Savings Plan was 66,384,480 as  
of December 31, 2011, representing 26,553,792 shares.  
authority valid for twenty-six months). The nominal amount of the  
capital increases is counted against the maximum aggregate  
nominal amount of 2.5 billion authorized by the seventeenth  
resolution of the Shareholders’ Meeting held on May 21, 2010.  
As a result of the use of the delegation authorizing capital increases  
reserved for employees decided by the Board on October 28, 2010,  
and given that the Board of Directors did not make use of the  
168  
TOTAL. Registration Document 2011  
General information  
Share capital  
8
delegations of authority granted by the seventeenth, eighteenth  
and nineteenth resolutions of the Shareholders’ Meeting held on  
May 21, 2010, the authorized capital not issued was 2.48 billion  
as of December 31, 2011, representing 991 million shares.  
the options granted to the Company’s corporate executive officers  
cannot exceed 0.1% of the outstanding share capital on the date of  
the meeting of the Board of Directors that approves the grants  
(authorization valid for thirty-eight months).  
Pursuant to this authorization:  
1
.3.5. Eleventh resolution of the  
4,925,000 stock options were awarded by the Board of Directors  
at its meeting on September 14, 2010, including 240,000 stock  
options to the Chairman and Chief Executive Officer;  
Shareholders’ Meeting held on May 13, 2011  
Authority to grant restricted outstanding or new TOTAL shares  
to employees of the Group and to executive officers up to  
a maximum of 0.8% of the share capital outstanding on the date  
of the meeting of the Board of Directors that approves the restricted  
share grants. In addition, the shares granted to the Company’s  
executive officers cannot exceed 0.01% of the outstanding share  
capital on the date of the meeting of the Board of Directors  
that approves the grants (authorization valid for thirty-eight months).  
– 1,600,000 stock options were awarded by the Board of Directors  
at its meeting on September 14, 2011, including 160,000 stock  
options to the Chairman and Chief Executive Officer.  
As of December 31, 2011, 28,931,509 stock options, including  
1,963,767 to the Company’s corporate executive officers, could still  
be awarded pursuant to this authorization.  
Pursuant to this authorization:  
1
.3.7. Seventeenth resolution of the  
3,700,000 outstanding shares were awarded by the Board of  
Directors on September 14, 2011, including 16,000 outstanding  
shares awarded to the Chairman and Chief Executive.  
Shareholders’ Meeting held on May 11, 2007  
Authority to cancel shares up to a maximum of 10% of the share  
capital of the Company existing as of the date of the operation  
within a twenty-four-month period. This authorization is effective  
until the Shareholders’ Meeting called to approve the financial  
statements for the year ending December 31, 2011. The Board did  
not make use of this delegation of authority during fiscal year 2011.  
As of December 31, 2011, 15,210,138 shares, including 220,376  
to the Company’s corporate executive officers could, therefore, still  
be awarded pursuant to this authorization.  
1
.3.6. Twenty-first resolution of the  
Based on 2,363,767,313 shares outstanding on December 31, 2011,  
the Company may, up until the conclusion of the Shareholders’  
Meeting called to approve the financial statements for the fiscal year  
ending on December 31, 2011, cancel a maximum of 236,376,731  
shares before reaching the cancellation threshold of 10% of share  
capital canceled during a twenty-four-month period.  
Shareholders’ Meeting held on May 21, 2010  
Authority to grant stock options reserved for TOTAL employees  
and to executive and officers up to a maximum of 1.5% of the  
share capital outstanding on the date of the meeting of the Board  
of Directors that approves the stock option grant. In addition,  
Registration Document 2011. TOTAL  
169  
General information  
8
Share capital  
1
.3.8. Table compiled in accordance with Article L 225-100 of the French Commercial Code  
summarizing the use of delegations of authority and powers granted to the Board of Directors  
with respect to capital increases as of December 31, 2011  
Type  
Par value limit, or maximum number  
of shares expressed as % of share  
capital (par value, number of shares  
or % of share capital)  
Use in 2011,  
par value,  
or number  
of shares  
Available balance  
as of 12/31/2011  
par value, or  
Date  
Term of  
of delegation authorization  
of authority granted to the  
or authorization Board of Directors  
number of shares  
Debt  
10 billion  
In securities  
-
10 billion  
ESM(g) of  
May 21, 2010  
(Resolutions  
17 and 18)  
26 months  
securities  
representing  
rights  
to capital  
1
2.5 billion, i.e. a maximum of  
billion shares issued with  
8.9 million shares  
(within the specific (i.e. 991 million  
cap 2/below)  
2.48 billion(a)  
ESM(g) of  
May 21, 2010  
(Resolution 17)  
26 months  
26 months  
a pre-emptive subscription right,  
of which  
shares)  
1/ a specific cap of 850 million,  
-
850 million  
ESM(g) of  
i.e. a maximum of 340 million shares  
for issuances without pre-emptive  
subscription rights, including the  
compensation comprised of securities  
as part of a public exchange offer,  
provided that they meet the  
May 21, 2010  
(Resolution 18)  
Maximum  
cap for the  
issuance  
of securities  
granting  
immediate or  
future rights  
to share  
requirements of Article L. 225-148 of  
the French Commercial Code, of which:  
Nominal  
share  
capital  
1/a sub-cap of 10% of the share  
capital on the date of the  
-
587.1 million  
ESM(g) of  
May 21, 2010  
(Resolution 19)  
26 months  
26 months  
capital  
Shareholders’ Meeting on  
(b)  
May 21, 2010 through in-kind  
contributions when provisions  
of Article L. 225-148 of the French  
Commercial Code are not applicable  
2/ a specific cap of 1.5%  
8.9 million  
shares  
26.5 million  
shares  
ESM(g) of  
May 21, 2010  
(Resolution 20)  
(d)  
(d)  
of the share capital on the date  
(c)  
of Board decision , for capital  
increases reserved for employees  
participating in Company  
Savings Plan  
Stock options  
1.5% of share capital(c) on  
the date of Board decision  
to grant options  
1.6 million  
shares  
28.9 million  
shares  
ESM(g) of  
May 21, 2010  
(Resolution 21)  
38 months  
38 months  
(e)  
(e)  
Restricted/free shares awarded 0.8% of share capital(c) on the date  
to Group employees  
and to executives and officers  
3.7 million  
15.2 million  
ESM(g) of  
May 13, 2011  
(Resolution 11)  
(f)  
(f)  
of Board decision to grant  
the restricted/free shares  
shares  
shares  
(
a) The number of new shares authorized under the 17th resolution of the ESM held on May 21, 2010, cannot exceed 1 billion shares. The Board of Directors decided on October 28, 2010  
to proceed with a capital increase reserved for employees. 8,902,717 new TOTAL shares were subscribed and issued. As a result, the balance available under this authorization  
was 991,097,283 million new shares as of December 31, 2011, i.e., 1 billion shares, minus the 8,902,717 shares.  
(
(
(
b) Share capital as of May 21, 2010: 2,348,674,735 shares.  
c) Share capital as of December 31, 2011: 2,363,767,313 shares.  
d) The number of shares authorized under the 20th resolution of the May 21, 2010, ESM may not exceed 1.5% of the share capital on the date when the Board of Directors decided to use  
the delegation of authority. The Board of Directors decided on October 28, 2010 to proceed with a capital increase reserved for employees in 2011. 8,902,717 new TOTAL shares were  
issued. As a result, the balance available under this authorization was 26,553,792 new shares as of December 31, 2011, i.e. 1.5% of the 2,363,767,313 outstanding shares at year-end,  
minus the 8,902,717 shares.  
st  
(e) The number of stock options authorized under the 21 resolution of the May 21, 2010 ESM may not exceed 1.5% of the share capital on the date the options are awarded by the Board  
of Directors. Since 4,925,000 TOTAL share subscription options were awarded by the Board of Directors on September 14, 2010 and 1,600,000 stock options were granted by the  
Board of Directors on September 14, 2011, the number of options that may still be awarded as of December 31, 2011, was 28,931,509, which represents 1.5% of the 2,363,767,313  
outstanding shares at year-end, minus 6,525,000 options already awarded and representing the same number of shares. In addition, the options awarded to the Company’s corporate  
st  
executive officers under the 21 resolution of the ESM held on May 21, 2010, cannot exceed 0.1% of the outstanding share capital on the date of the decision of the Board of Directors  
to proceed with the grant. Given the 240,000 subscription options awarded to the Chairman and Chief Executive Officer by the Board of Directors at its meeting on September 14, 2010,  
and the 160,000 stock options awarded to the Chairman and Chief Executive Officer on September 14, 2011, the number of options that may still be awarded to the Company’s  
corporate executive officers was 1,963,767, i.e., 0.1% of the 2,363,767,313 outstanding shares at year-end, minus the 400,000 options already awarded and representing the same  
number of shares.  
(
f) The number of outstanding shares that may be awarded as restricted share grants under the 11th resolution of the May 13, 2011 ESM may not exceed 0.8% of the share capital on  
the date when the restricted shares are awarded by the Board of Directors. As the Board of Directors awarded 3,700,000 outstanding shares on September 14, 2011, the number  
of shares that may still be awarded as of December 31, 2011 is 15,210,138 shares, which represents 0.8% of the outstanding 2,363,767,313 shares at year-end, minus the 3,700,000  
th  
shares already awarded. In addition, the outstanding shares awarded to the Company’s corporate executive officers under the 11 resolution of the ESM held on May 13, 2011, cannot  
exceed 0.01% of the outstanding share capital on the date of the decision of the Board of Directors to proceed with the grant. Given the 16,000 outstanding shares awarded to  
the Chairman and Chief Executive Officer by the Board of Directors at its meeting on September 14, 2011, the number of outstanding shares that may still be awarded to the  
Company’s corporate executive officers was 220,376, representing 0.01% of the 2,363,767,313 outstanding shares at year-end, minus the 16,000 outstanding shares already awarded.  
g) ESM = Extraordinary Shareholders’ Meeting.  
(
170  
TOTAL. Registration Document 2011  
General information  
Share capital  
8
1.4. Potential share capital as of December 31, 2011  
Securities granting rights to TOTAL shares, through exercise  
or redemption, are TOTAL share subscription options  
September 14, 2010 and 1,508,440 options for the plan awarded  
by the Board of Directors at its meeting on September 14, 2011.  
amounting to 44,632,912 share subscription options as of  
December 31, 2011, divided into 12,094,524 options for  
the plan awarded by the Board of Directors at its meeting on  
July 20, 2004, 6,162,536 options(1) for the plan awarded by the  
Board of Directors at its meeting on July 19, 2005, 5,623,506  
options for the plan awarded by the Board of Directors at its  
meeting on July 18, 2006, 5,850,365 options for the plan awarded  
by the Board of Directors at its meeting on July 17, 2007,  
The potential share capital (existing share capital plus  
securities granting rights to TOTAL shares, through exercise  
or redemption) of 2,408,400,225 shares, represents 101.89%  
of the share capital as of December 31, 2011, on the basis  
of 2,363,767,313 TOTAL shares constituting the share capital  
as of December 31, 2011, and of 44,632,912 TOTAL shares  
that could be issued upon the exercise of TOTAL options.  
4
,335,698 options for the October 9, 2008 plan awarded by the  
In addition, the global free TOTAL share plan intended for all Group  
employees awarded by the Board of Directors at its meeting on  
May 21, 2010, is likely to result in the issuance of a maximum  
of 2,494,525 shares as of December 31, 2011.  
Board of Directors at its meeting on September 9, 2008, 4,357,800  
options for the plan awarded by the Board of Directors at its  
meeting on September 15, 2009, 4,700,043 options for the plan  
awarded by the Board of Directors at its meeting on  
1.5. TOTAL shares held by the Companies or its subsidiaries  
As of December 31, 2011  
Percentage of share capital held by TOTAL S.A.  
0.39%  
Number of shares held in portfolio  
Book value of portfolio (at purchase price) (M)  
Market value of portfolio (M)(a)  
9,222,905  
364  
364  
Percentage of capital held by the entire Group(b)  
4.63%  
Number of shares held in portfolio  
Book value of portfolio (at purchase price) (M)  
Market value of portfolio (M)(a)  
109,554,173  
3,390  
4,327  
(
a) Based on a market price of 39.50 per share as of December 31, 2011.  
(b) TOTAL S.A., Total Nucléaire, Financière Valorgest, Sogapar and Fingestval.  
1.6. Share capital history  
(Since January 1, 2009)  
1.6.1. For Fiscal Year 2009  
July 30, 2009  
Reduction of the share capital from 5,929,520,185 to 5,867,520,185, through the cancellation of 24,800,000  
treasury shares, par value 2.50.  
January 1, 2010  
Certification of the issuance of 1,414,810 new shares, par value 2.50 per share, between January 1  
and December 31, 2009, raising the share capital by 3,537,025 from 5,867,520,185 to 5,871,057,210  
(of which 934,780 new shares issued through the exercise of the Company’s stock options and 480,030 new shares  
through the exchange of 80,005 shares of Elf Aquitaine stock resulting from the exercise of Elf Aquitaine stock  
options and eligible for a guaranteed exchange for TOTAL shares).  
1.6.2. For Fiscal Year 2010  
January 12, 2011  
Certification of the issuance of 1,218,047 new shares, par value 2.50, through the exercise of the Company’s  
stock options between January 1 and December 31, 2010, raising the share capital by 3,045,117.50 from  
5,871,057,210 to 5,874,102,327.50.  
(
1) After considering the May 22, 2006, adjustments of the price and the number of share options, in accordance with the legal provisions in force at that date and following decisions  
of the Shareholders’ Meeting held on May 12, 2006 pertaining to the four-for-one stock split of TOTAL and the spin-off of Arkema.  
Registration Document 2011. TOTAL  
171  
General information  
8
Articles of incorporation and by-laws; other information  
1.6.3. Fiscal Year 2011  
April 28, 2011  
Certification of the subscription to 8,902,717 new shares, par value 2.50, as part of the capital increase reserved  
for Group employees approved by the Board of Directors on October 28, 2010, raising the share capital by  
22,256,792.50, from 5,874,102,327.50 to 5,896,359,120.  
January 12, 2012  
Certification of the issuance of 5,223,665 new shares, par value 2.50, through the exercise of the Company’s  
stock options between January 1 and December 31, 2011, raising the share capital by 13,059,162.50 from  
5,896,359,120 to 5,909,418,282.50.  
2. Articles of incorporation and by-laws; other information  
2.1. General information concerning the Company  
2.1.1. Name  
2.1.6. By-laws  
TOTAL S.A.  
On file with K.L. Associés, Notaries in Paris  
2.1.2. Headquarters  
2.1.7. APE Code (NAF)  
2, place Jean Millier, La Défense 6, 92400 Courbevoie (France)  
111Z until January 7, 2008  
741J since January 8, 2008  
2.1.3. Legal form and nationality  
2.1.8. Term  
A French société anonyme (limited liability company)  
99 years from March 22, 2000, to expire on March 22, 2099,  
2.1.4. Trade Registry  
unless dissolved prior to this date or extended  
542 051 180 RCS Nanterre  
2.1.9. Fiscal year  
2.1.5. EC Registration Number  
From January 1 to December 31 of each year  
FR 59 542 051 180  
2.2. Summary of the Company’s purpose  
The direct and indirect purpose of the Company is to search for  
and extract mining deposits in all countries, particularly hydrocarbons  
in all forms, and to perform industrial refining, processing and trading  
in said materials as well as their derivatives and by-products,  
as well as all activities relating to production and distribution of all  
forms of energy, as well as the chemicals sector in all of its forms  
and to the rubber and health sectors. The complete details of the  
Company’s corporate purpose are set forth in Article 3 of the by-laws.  
172  
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General information  
Articles of incorporation and by-laws; other information  
8
2.3. Provisions of the by-laws governing  
the administration and management bodies  
2
.3.1. Election of directors and term of office  
2.3.4. Minimum interest in the Company  
held by directors  
Directors are elected by the Shareholders’ Meeting for a 3-year  
term up to a maximum number of directors authorized by law  
Each director (other than the director representing the employee  
shareholders) must own at least 1,000 shares of stock during his  
term of office. If he ceases to own the required number of shares,  
he may, however, adjust his position subject to the conditions set  
by law. The director representing employee shareholders must hold,  
during his term of office, either individually or through a Company  
Savings Plan (Fonds Commun de Placement d’Entreprise - FCPE)  
governed by Article L. 214-40 of the French Monetary and Finance  
Code, at least one share or a number of units in said fund  
equivalent to at least one share.  
(currently 18), subject to the legal provisions that allow the term to  
be extended until the next Shareholders’ Meeting called to approve  
the financial statements for the previous fiscal year.  
In addition, one director representing the employee shareholders  
is also elected by the Shareholders’ Meeting for a 3-year term from  
a list of at least two candidates pre-selected by the employee  
shareholders under the conditions provided for by the laws,  
regulations and by-laws in force. However, his term shall expire  
automatically once this Director is no longer an employee or a  
shareholder. The Board of Directors may meet and conduct valid  
deliberations until the date his replacement is named.  
2.3.5. Majority rules for Board meetings  
Decisions are adopted by a majority vote of the Directors present  
or represented. In the event of a tie vote, the Chairman shall cast  
the deciding vote.  
2
.3.2. Age limit of directors  
On the closing date of each fiscal year, the number of individual  
directors over the age of 70 may not be greater than one-third of  
the directors in office.  
2.3.6. Rules of procedure of the Board  
and Committees of the Board of Directors  
If this percentage is exceeded, the oldest Board member  
is automatically considered to have resigned.  
See Chapter 5, point 1 (Corporate Governance – Report of the  
Chairman of the Board of Directors) of this Registration Document.  
The director permanent representative of a legal entity must be  
under 70 years old.  
2
.3.7. Form of Management  
2
.3.3. Age limit of the Chairman  
and the Chief Executive Officer  
The Management of the Company is assumed either by the  
Chairman of the Board of Directors (who then holds the title  
of the Chairman and Chief Executive Officer), or by another person  
appointed by the Board of Directors with the title of Chief Executive  
Officer. It is the responsibility of the Board of Directors to choose  
between these two forms of management under the majority rules  
described above.  
The duties of the Chairman of the Board and the Chief Executive  
Officer automatically cease on their 65th birthday at the latest.  
The Shareholders’ Meeting of May 15, 2009, approved an  
amendment of the by-laws pertaining to the rules relating to the  
nomination of the Chairman. The amendment allows the Board,  
as an exception to the applicable 65-year age limit, to appoint as  
Chairman of the Board for a period of up to two years a director  
who is more than 65 years old but less than 70 years old.  
On May 21, 2010, the Board of Directors decided to reunify the  
positions of Chairman and Chief Executive Officer and appointed  
the Chief Executive Officer in the position of Chairman and Chief  
Executive Officer.  
The management form selected remains in effect until a decision  
to the contrary is made by the Board of Directors.  
Registration Document 2011. TOTAL  
173  
General information  
8
Articles of incorporation and by-laws; other information  
2.4. Rights, privileges and restrictions attached to the shares  
In addition to the right to vote, each share entitles the holder to a  
portion of the corporate assets, distributions of profits and liquidation  
dividend which is proportional to the number of shares issued,  
subject to the laws and regulations in force and the by-laws.  
delay any takeover of the Company, except in case of a public  
tender offer where the bidder does not acquire at least two-thirds  
of the Company’s shares.  
With the exception of the double voting right, no privilege  
is attached to a specific class of shares or to a specific class  
of shareholders.  
2.4.3. Fractional rights  
Whenever it is necessary to own several shares in order to exercise  
a right, a number of shares less than the number required does not  
give the owners any right with respect to the Company; in such  
case, the shareholders are responsible for aggregating the required  
number of shares.  
2.4.1. Double voting rights  
Double voting rights, in relation to the portion of share capital they  
represent, are granted to all fully paid-up registered shares held  
continuously in the name of the same shareholder for at least two  
years(1), and to additional registered shares allotted to a shareholder  
in connection with a capital increase by capitalization of reserves,  
profits or premiums on the basis of the existing shares which entitle  
the shareholder to a double voting right.  
2.4.4. Statutory allocation of profits  
The net profit for the period is equal to the net income minus  
general expenses and other personnel expenses, all amortization  
and depreciation of the assets, and all provisions for commercial  
and industrial contingencies.  
2.4.2. Limitation of voting rights  
From this profit, minus prior losses, if any, the following items are  
deducted in the order indicated:  
Article 18 of the Company’s by-laws provides that at Shareholders’  
Meetings, no shareholder may cast, by himself or through his  
agent, on the basis of the single voting rights attached to the  
shares he holds directly or indirectly and the shares for which he  
holds powers, more than 10% of the total number of voting rights  
attached to the Company’s shares. However, in the case of double  
voting rights, this limit may be extended to 20%.  
1
) 5% to constitute the legal reserve fund, until said fund reaches  
10% of the share capital;  
2) the amounts set by the Shareholders’ Meeting to fund reserves  
for which it determines the allocation or use; and  
3) the amounts that the Shareholders’ Meeting decides to retain.  
The remainder is paid to the shareholders as dividends.  
The Board of Directors may pay interim dividends.  
Moreover, Article 18 of the by-laws also provides that the limitation  
on voting rights no longer applies, absent any decision of the  
Shareholders’ Meeting, if an individual or a legal entity acting solely  
or together with one or more individuals or entities acquires at least  
two-thirds of the Company’s shares following a public tender offer  
for all the Company’s shares. In that case, the Board of Directors  
acknowledges that the limitation no longer applies and carries out  
the necessary procedure to modify the company’s by-laws accordingly.  
The Shareholders’ Meeting held to approve the financial statements  
for the fiscal year may decide to grant shareholders an option, for  
all or part of the dividend or interim dividends, between payment of  
the dividend in cash or in shares.  
The Shareholders’ Meeting may decide at any time, but only based  
on a proposal by the Board of Directors, to make a full or partial  
distribution of the amounts in the reserve accounts, either in cash  
or in Company shares.  
Once acknowledged, the fact that the limitation no longer applies is  
final and applies to all Shareholders’ Meetings following the public  
tender offer under which the acquisition of at least two-third of the  
overall number of shares of the Company was made possible, and  
not solely to the first meeting following that public tender offer.  
Dividends which have not been claimed at the end of a 5-year  
period are forfeited to the French government.  
Because of the fact that in such circumstances the limitation no  
longer applies, such limitation on voting rights cannot prevent or  
2.5. Amending shareholders’ rights  
Any amendment to the by-laws must be approved or authorized by the Shareholders’ Meeting voting with the quorum and majority required  
by the laws and regulations governing Extraordinary Shareholders’ Meetings.  
(
1) This term is not interrupted and the right acquired is retained in case of a conversion of bearer to bearer pursuant to intestate or testamentary succession, share of community property  
between spouses or donation to the spouse or relatives entitled to inherit (Article 18 § 6 of by-laws).  
174  
TOTAL. Registration Document 2011  
General information  
Other matters  
8
2.6. Shareholders’ meetings  
2
.6.1. Notice of meetings  
maintained by a financial intermediary. Proof of this registration or  
record is obtained under a certificate of participation (attestation  
de participation) delivered to the shareholder. This registration or  
recording of the shares must be effective no later than a “record  
date” at 0:00 a.m. (Paris time) the third business days preceeding  
the date of the Shareholders’ Meeting. If, after having received such  
a certificate, shares are sold or transferred prior to this record date,  
the certificate of participation will be canceled and the votes sent  
by mail or proxies granted to the Company for such shares will be  
canceled accordingly. If shares are sold or transferred after this  
record date, the certificate of participation will remain valid and  
votes cast or proxies granted will be taken into account.  
Shareholders’ Meetings are convened and conducted under  
the conditions provided for by law.  
2.6.2. Admission to meetings  
Participation in any form in Shareholders’ Meetings is subject to  
registration or record of participating shares. Shares must either be  
held in the registered account maintained by the Company (or its  
securities agent) or recorded in bearer form in a securities account  
2.7. Thresholds to be declared according to the by-laws  
Any individual or entity who directly or indirectly acquires a  
percentage of the share capital, voting rights or rights giving future  
access to the share capital of the Company which is equal to or  
greater than 1%, or a multiple of this percentage, is required to  
notify the Company within fifteen days by registered mail with return  
receipt requested, and declare the number of securities held.  
They are also required to notify the Company in due form and  
within the time limits stated for the aforementioned thresholds  
when their direct or indirect holdings fall below each of the  
aforementioned thresholds.  
2.8. Changes in the share capital  
The Company’s share capital may be changed only under the  
conditions stipulated by the legal and regulatory provisions in force.  
No provision of the by-laws, charter, or internal regulations provide  
for more stringent conditions than the law governing changes  
in the Company’s share capital.  
3. Other matters  
3.1. Employee incentives and profit-sharing  
On June 26, 2009, a new incentive agreement and a profit-sharing  
agreement was signed for 2009, 2010 and 2011, concerning  
TOTAL S.A., CDF Énergie, Elf Exploration Production, Total  
Exploration Production France, Total Fluides, Total Additifs et  
Carburants Spéciaux, TIGF, Total Raffinage Marketing, Total  
Lubrifiants, and Totalgaz. The amount of the special profit-sharing  
and incentive reserve to be distributed by all of the companies that  
signed the Group agreements for fiscal year 2011 would total  
approximately 126 million.  
Company savings plans give employees of the Group’s companies  
covered by these plans the ability to make discretionary  
contributions (which the Company may, under certain conditions,  
supplement) to the plans invested in the shares of the Company  
(see paragraph 6.2 of Chapter 5).  
The Group made gross additional contributions (“abondement”) to  
various savings plans that totaled 72 million in 2011.  
3.2. Pension savings plan  
Pursuant to French law 2003-775 of August 21, 2003 reforming  
pensions, an agreement was signed with the unions on  
September 29, 2004 to set up, as of January 1, 2005, a Collective  
Retirement Savings Plan (PERCO) replacing the Voluntary  
Partnerships Plan for Employee Savings (PPESV) created in the  
agreement of March 15, 2002. An amendment to this agreement  
signed on December 20, 2005, allows for an increase in France  
of the employee and Company contributions and for contribution  
of incentives bonuses and/or profit-sharing.  
Registration Document 2011. TOTAL  
175  
General information  
8
Documents on display  
3.3. Agreements mentioned in Article L. 225-100-3 of the French Commercial Code  
There are no agreements mentioned in paragraph 9 or 10 of Article L. 225-100-3 of the French Commercial Code.  
3.4. Filing of Form 20-F with the United States Securities  
and Exchange Commission  
In order to meet its obligations related to the listing of its shares in  
the United States, the Company files, along with this Registration  
Document, an annual report on Form 20-F, in English, with the SEC.  
have conducted, with the assistance of the General Management,  
an evaluation of the effectiveness of the disclosure controls and  
procedures as defined by U.S. regulations, over the period covered  
by the Form 20-F. For 2011, the Chairman and Chief Executive  
Officer and the Chief Financial Officer concluded that the disclosure  
controls and procedures were effective.  
Pursuant to the requirements introduced by Section 302 of the  
Sarbanes-Oxley Act of July 30, 2002, the Chairman and Chief  
Executive Officer and the Chief Financial Officer of the Company  
4. Documents on display  
Documents and information concerning TOTAL S.A., including its  
charter, by-laws and the Company’s statutory and consolidated  
financial statements for the year ended December 31, 2011 or for  
previous fiscal years may be consulted at the Company’s registered  
office pursuant to the legal and regulatory provisions in force.  
Group presentations of its results and outlook, as well as the  
quarterly financial reports, are available on the Company’s website  
(www.total.com, Investor/Regulated Information in France).  
Furthermore, the annual summary for information publicly disclosed  
by TOTAL S.A., as provided for by Article L. 451-1-1 of the French  
Financial and Monetary Code, are also available on the Company’s  
website (www.total.com, heading Investor/Publications).  
TOTAL’s registration documents filed with the French Financial  
Markets Authority (Autorité des marchés financiers) for each of the  
past five fiscal years, the first half financial statements, the first half  
5. Information on holdings  
5.1. General information  
As of December 31, 2011, there were 870 consolidated subsidiaries,  
of which 783 were fully consolidated and 87 were accounted for under  
the equity method.  
TOTAL S.A.’s equity or of the consolidated net assets of the Group,  
or which has generated at least 10% of the TOTAL S.A.’s net income  
or of the Group’s consolidated net income during the last year.  
TOTAL S.A.’s scope of consolidation includes at least all companies  
in which the Company holds a direct or indirect interest, the book  
value of which on that date is at least equal to 10% of the amount of  
A list of the principal companies consolidated by TOTAL S.A. is  
provided in a summary table in Note 35 to the consolidated financial  
statements of this Registration Document (point 7, Chapter 9).  
5.2. TOTAL’s interest in Sanofi  
Following an amendment, signed in November 2003, to the  
shareholders’ agreement concluded in 1999 between  
TOTAL and L’Oréal, both companies declared that they were not  
acting in concert regarding Sanofi(1) as of December 2004,  
the termination date of the agreement. However, each one of the  
companies had committed itself for a period of three years,  
starting from the date of termination of the agreement, to inform  
the other company of any intention to sell more than 1% of Sanofi’s  
share capital. The notification was to be sent at least two months  
prior to the disposal date. Consequently, this obligation of prior  
notification agreed between the parties expired in December 2007.  
(1) Listed company that has been deconsolidated since July 1, 2010.  
176  
TOTAL. Registration Document 2011  
General information  
Information on holdings  
8
In 2011, TOTAL’s holdings in Sanofi, held indirectly through  
its subsidiary Elf Aquitaine, decreased from 5.51% of the share  
capital and 9.15% of the voting rights (i.e. 72,186,832 shares for  
pursuant to the conversion of registered Sanofi shares to bearer  
shares, which caused a decrease in the number of voting rights,  
and to the disposal of Sanofi shares on the market.  
1
39,195,845 voting rights) as of December 31, 2010(1), to 3.22%  
Over the years 2009 and 2010, TOTAL’s interest in Sanofi  
successively changed from 11.29% of the share capital  
and 18.16% of the voting rights to 7.33% of the share capital  
and 12.29% of the voting rights, and then from 7.33% of the share  
capital and 12.29% of the voting rights to 5.51% of the share  
capital and 9.15% of the voting rights.  
of the share capital and 5.46% of the voting rights (i.e. 43,196,815  
shares for 83,205,828 voting rights) as of December 31, 2011(2)  
.
On April 29, 2011, TOTAL S.A. declared in the AMF notice  
No. 211C0548, that its capital interest in Sanofi indirectly fell below  
the 5% threshold on April 28, 2011, pursuant to the disposal  
of Sanofi shares on the market, such that the Group held 4.99%  
of the share capital and 8.59% of the voting rights of the company.  
The gradual selling of the Sanofi shares, over the short or medium  
term, gives the Group a certain amount of financial flexibility to  
adapt its financial resources to its growth and dividend policies.  
On February 16, 2012, TOTAL S.A. declared in the AMF notice  
No. 212C0276 that on February 15, 2012, its voting rights in Sanofi  
indirectly fell below the 5% threshold and that it holds 2.83% of the  
share capital and 4.69% of the voting rights of the company,  
For a description of Sanofi, please consult the publications  
issued by that company.  
5.3. TOTAL’s interest in CEPSA  
TOTAL has been a shareholder of the Spanish oil and gas company  
CEPSA since 1990.  
agreement signed by TOTAL and IPIC on February 15, 2011.  
TOTAL received 3.7 billion from this transaction.  
In July 2011, TOTAL finalized the sale of its entire 48.83% capital  
interest in CEPSA to International Petroleum Investment Company  
As of December 31, 2011, TOTAL no longer holds CEPSA shares,  
directly or indirectly. As of December 31, 2010, TOTAL held  
(through its indirectly-owned subsidiary Odival) 130,668,240  
CEPSA shares out of a total of 267,574,941 outstanding shares,  
representing 48.83% of CEPSA’s share capital and voting rights.  
(IPIC). This sale took place upon the occasion of the public  
takeover bid launched by IPIC over the entire share capital of  
CEPSA, at a price of 28 per share, in accordance with the  
5.4. TOTAL’s interest in Novatek  
On March 2, 2011, TOTAL announced the signing of an agreement  
in principle to acquire a 12.09% capital interest in Novatek, with  
both parties intending TOTAL to increase its stake to 15% within  
TOTAL raised its stake to 14.09% on December 8, 2011, by  
acquiring an additional 2% capital interest in Novatek from its  
two major shareholders, in the framework of the agreement  
concluded in March 2011.  
12 months and to 19.40% within 36 months.  
TOTAL acquired its 12.09% capital interest in Novatek on  
April 1, 2011 by purchasing shares from Novatek’s two major  
shareholders. Further to this transaction, TOTAL is now  
represented on the Novatek Board of Directors.  
As of December 31, 2011, TOTAL held (through its subsidiary  
Total E&P Arctic Russia) 427,722,893 shares out of a total  
of 3,036,306,000 outstanding shares, representing 14.09%  
of Novatak’s share capital and voting rights.  
5.5. TOTAL’s interest in SunPower  
On April 28, 2011, SunPower and TOTAL announced the signing  
of a strategic agreement for the acquisition by TOTAL, through a  
friendly takeover bid (TOB), of 60% of SunPower’s outstanding  
shares for a price of $23.25 per share, totaling around $1.4 billion.  
The friendly TOB was concluded successfully on June 21, 2011.  
As of December 31, 2011, TOTAL held (through its subsidiary Total  
Gas & Power USA) 59,976,682 shares out of a total of 99,961,091  
outstanding shares, representing 60% of SunPower’s share capital  
and voting rights.  
In January 2012, TOTAL’s interest in SunPower increased to 66%  
as results of the Tenesol transaction (see paragraph 2.9.6.1,  
Chapter 2).  
TOTAL also signed in 2011 a five-year financial guarantee  
agreement with SunPower for a maximum amount of $1 billion,  
as well as a liquidity support agreement for a maximum amount  
of $600 million for a maximum five-year term.  
(
1) Based on 1,310,997,785 Sanofi shares to which are attached 1,520,994,059 voting rights as of December 31, 2010.  
(2) Based on 1,340,918,811 Sanofi shares to which are attached 1,524,116,740 voting rights as of December 31, 2011.  
Registration Document 2011. TOTAL  
177  
178  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
9
Consolidated Financial Statements  
The Consolidated Financial Statements were approved by the Board of Directors on February 9, 2012,  
and have not been updated with subsequent events.  
1.  
2.  
3.  
4.  
5.  
6.  
7.  
Statutory auditor’s report on the Consolidated Financial Statements  
Consolidated statement of income  
180  
181  
182  
183  
184  
185  
186  
Consolidated statement of comprehensive income  
Consolidated balance sheet  
Consolidated statement of cash flow  
Consolidated statement of changes in shareholders’ equity  
Notes to the Consolidated Financial Statements  
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .186  
Accounting policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .186  
Main indicators - information by business segment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .193  
Changes in the Group structure, main acquisitions and divestments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .194  
Business segment information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .197  
Information by geographical area . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .208  
Operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .208  
Other income and other expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .209  
Other financial income and expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .209  
Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .210  
Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .212  
Property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .213  
Equity affiliates: investments and loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .215  
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .217  
Other non-current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .218  
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .219  
Accounts receivable and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .220  
Shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .221  
Employee benefits obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .224  
Provisions and other non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .227  
Financial debt and related financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .229  
Other creditors and accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .235  
Lease contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .236  
Commitments and contingencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .237  
Related parties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .240  
Share-based payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .241  
Payroll and staff . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .248  
Statement of cash flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .249  
Financial assets and liabilities analysis per instruments class and strategy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .250  
Fair value of financial instruments (excluding commodity contracts) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .252  
Financial instruments related to commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .258  
Financial risks management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .260  
Other risks and contingent liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .266  
Other information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .271  
Changes in progress in the Group structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .271  
Consolidation scope . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .272  
1
2
3
4
5
6
7
8
9
1
1
1
1
1
1
1
1
1
1
2
2
2
2
2
2
2
2
2
2
3
3
3
3
3
3
)
)
)
)
)
)
)
)
)
0)  
1)  
2)  
3)  
4)  
5)  
6)  
7)  
8)  
9)  
0)  
1)  
2)  
3)  
4)  
5)  
6)  
7)  
8)  
9)  
0)  
1)  
2)  
3)  
4)  
5)  
Registration Document 2011. TOTAL  
179  
Consolidated Financial Statements  
9
Statutory auditor’s report on the Consolidated Financial Statements  
1
. Statutory auditor’s report  
on the Consolidated Financial Statements  
This is a free translation into English of the statutory auditors’ report on the consolidated financial statements issued in French and it is provided  
solely for the convenience of English-speaking users.  
The statutory auditors’ report includes information specifically required by French law in such reports, whether modified or not.  
This information is presented below the audit opinion on the consolidated financial statements and includes an explanatory paragraph  
discussing the auditors’ assessments of certain significant accounting and auditing matters. These assessments were considered for  
the purpose of issuing an audit opinion on the consolidated financial statements taken as a whole and not to provide separate assurance  
on individual account balances, transactions or disclosures.  
This report also includes information relating to the specific verification of information given in the Group’s management report.  
This report should be read in conjunction with and construed in accordance with French law and professional auditing standards applicable  
in France.  
Year ended December 31, 2011  
To the Shareholders,  
In compliance with the assignment entrusted to us by your General Shareholder’s Annual Meeting, we hereby report to you, for the year  
ended 31 December 2011, on:  
the audit of the accompanying consolidated financial statements of TOTAL S.A.;  
the justification of our assessments;  
the specific verification required by law.  
These consolidated financial statements have been approved by the Board of Directors. Our role is to express an opinion on these  
consolidated financial statements based on our audit.  
I. Opinion on the consolidated financial statements  
We conducted our audit in accordance with professional standards applicable in France; those standards require that we plan and perform  
the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit  
involves performing procedures, using sampling techniques or other methods of selection, to obtain audit evidence about the amounts and  
disclosures in the consolidated financial statements. An audit also includes evaluating the appropriateness of accounting policies used and  
the reasonableness of accounting estimates made, as well as the overall presentation of the consolidated financial statements. We believe  
that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.  
In our opinion, the consolidated financial statements give a true and fair view of the assets and liabilities and of the financial position of the  
Group as at December 31, 2011 and of the results of its operations for the year then ended in accordance with International Financial  
Reporting Standards as adopted by the European Union.  
II. Justification of our assessments  
In accordance with the requirements of article L. 823-9 of the French Commercial Code (Code de commerce) relating to the justification  
of our assessments, we bring to your attention the following matters:  
As stated in the Note “Introduction” to the consolidated financial statements, some accounting principles applied by TOTAL S.A. involve  
a significant amount of assumptions and estimates. Actual results may differ significantly from these estimates, if different assumptions  
or circumstances apply. The management reviews these estimates and assumptions on an ongoing basis, by reference to past experience  
and various other factors considered as reasonable which form the basis for assessing the carrying amount of assets and liabilities.  
These assumptions and estimates are principally related to the application of the successful efforts method for the oil and gas activities,  
the depreciation of long-lived assets, the provisions for dismantlement, removal and environmental costs, the valuation of retirement  
obligations and the determination of the current and deferred taxation. Detailed information relating to the application of these accounting  
principles is given in the notes to the consolidated financial statements.  
In order to assess the reasonableness of management’s estimates, we performed audit procedures, using sampling techniques, that entailed  
the review of the assumptions and calculations on which the estimates are based on, the comparison of prior years’ actual results to their  
related estimates and the review of management’s process for approving the estimates. Additionally, the notes to the financial statements  
were reviewed to ensure that appropriate information regarding the estimates used by management had been disclosed.  
These assessments were made as part of our audit of the consolidated financial statements taken as a whole; and therefore contributed  
to the opinion we formed which is expressed in the first part of this report.  
III. Specific verification  
As required by law we have also verified, in accordance with professional standards applicable in France, the information relative to the  
Group, given in the parent company’s management report.  
We have no matters to report as to its fair presentation and its consistency with the consolidated financial statements.  
Paris-La Défense, March 7, 2012  
The statutory auditors  
French original signed by  
KPMG Audit  
ERNST & YOUNG Audit  
A division of KPMG S.A.  
Jay Nirsimloo  
Pascal Macioce  
Laurent Vitse  
180  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Consolidated statement of income  
9
2. Consolidated statement of income  
TOTAL  
For the year ended December 31,  
(
M)(a)  
2011  
2010  
2009  
Sales  
Excise taxes  
Revenues from sales  
(notes 4 and 5)  
184,693  
(18,143)  
166,550  
159,269  
(18,793)  
140,476  
131,327  
(19,174)  
112,153  
Purchases net of inventory variation  
Other operating expenses  
Exploration costs  
Depreciation, depletion and amortization of tangible assets and mineral interests  
Other income  
Other expense  
(note 6)  
(note 6)  
(note 6)  
(113,892)  
(19,843)  
(1,019)  
(7,506)  
1,946  
(93,171)  
(19,135)  
(864)  
(8,421)  
1,396  
(71,058)  
(18,591)  
(698)  
(6,682)  
314  
(note 7)  
(note 7)  
(1,247)  
(900)  
(600)  
Financial interest on debt  
Financial income from marketable securities & cash equivalents  
Cost of net debt  
(713)  
273  
(440)  
(465)  
131  
(334)  
(530)  
132  
(398)  
(note 29)  
Other financial income  
Other financial expense  
(note 8)  
(note 8)  
609  
(429)  
442  
(407)  
643  
(345)  
Equity in income (loss) of affiliates  
Income taxes  
(note 12)  
(note 9)  
1,925  
(14,073)  
1,953  
(10,228)  
1,642  
(7,751)  
Consolidated net income  
12,581  
10,807  
8,629  
Group share  
Non-controlling interests  
12,276  
305  
10,571  
236  
8,447  
182  
Earnings per share ()  
Fully-diluted earnings per share ()  
5.46  
5.44  
4.73  
4.71  
3.79  
3.78  
(a) Except for per share amounts.  
Registration Document 2011. TOTAL  
181  
Consolidated Financial Statements  
9
Consolidated statement of comprehensive income  
3. Consolidated statement of comprehensive income  
TOTAL  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Consolidated net income  
12,581  
10,807  
8,629  
Other comprehensive income  
Currency translation adjustment  
Available for sale financial assets  
Cash flow hedge  
Share of other comprehensive income of associates, net amount  
1,498  
337  
(84)  
(15)  
(2)  
2,231  
(100)  
(80)  
302  
(7)  
(244)  
38  
128  
234  
(5)  
Other  
Tax effect  
(55)  
28  
(38)  
Total other comprehensive income (net amount) (note 17)  
1,679  
2,374  
113  
Comprehensive income  
14,260  
13,181  
8,742  
Group share  
Non-controlling interests  
13,911  
349  
12,936  
245  
8,500  
242  
182  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Consolidated balance sheet  
9
4. Consolidated balance sheet  
TOTAL  
As of December 31,  
(M)  
ASSETS  
2011  
2010  
2009  
Non-current assets  
Intangible assets, net  
(notes 5 and 10)  
(notes 5 and 11)  
(note 12)  
12,413  
64,457  
12,995  
3,674  
8,917  
54,964  
11,516  
4,590  
7,514  
51,590  
13,624  
1,162  
Property, plant and equipment, net  
Equity affiliates: investments and loans  
Other investments  
(note 13)  
Hedging instruments of non-current financial debt  
Other non-current assets  
(note 20)  
(note 14)  
1,976  
4,871  
1,870  
3,655  
1,025  
3,081  
Total non-current assets  
100,386  
85,512  
77,996  
Current assets  
Inventories, net  
(note 15)  
(note 16)  
(note 16)  
(note 20)  
(note 27)  
18,122  
20,049  
10,767  
700  
15,600  
18,159  
7,483  
1,205  
14,489  
13,867  
15,719  
8,198  
311  
Accounts receivable, net  
Other current assets  
Current financial assets  
Cash and cash equivalents  
14,025  
11,662  
Total current assets  
Assets classified as held for sale  
Total assets  
63,663  
-
56,936  
1,270  
49,757  
-
(note 34)  
164,049  
143,718  
127,753  
LIABILITIES & SHAREHOLDERS’ EQUITY  
Shareholders’ equity  
Common shares  
5,909  
66,506  
(988)  
5,874  
60,538  
(2,495)  
(3,503)  
5,871  
55,372  
(5,069)  
(3,622)  
Paid-in surplus and retained earnings  
Currency translation adjustment  
Treasury shares  
(3,390)  
Total shareholders’ equity - Group share  
Non-controlling interests  
(note 17)  
68,037  
1,352  
60,414  
857  
52,552  
987  
Total shareholders’ equity  
69,389  
61,271  
53,539  
Non-current liabilities  
Deferred income taxes  
Employee benefits  
Provisions and other non-current liabilities  
Non-current financial debt  
(note 9)  
(note 18)  
(note 19)  
(note 20)  
12,260  
2,232  
10,909  
22,557  
9,947  
2,171  
9,098  
8,948  
2,040  
9,381  
20,783  
19,437  
Total non-current liabilities  
47,958  
41,999  
39,806  
Current liabilities  
Accounts payable  
Other creditors and accrued liabilities  
Current borrowings  
22,086  
14,774  
9,675  
167  
18,450  
11,989  
9,653  
159  
15,383  
11,908  
6,994  
123  
(note 21)  
(note 20)  
(note 20)  
Other current financial liabilities  
Total current liabilities  
46,702  
-
40,251  
197  
34,408  
-
Liabilities directly associated with the assets classified as held for sale  
Total liabilities and shareholders’ equity  
(note 34)  
164,049  
143,718  
127,753  
Registration Document 2011. TOTAL  
183  
Consolidated Financial Statements  
9
Consolidated statement of cash flow  
5. Consolidated statement of cash flow  
TOTAL  
(note 27)  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
CASH FLOW FROM OPERATING ACTIVITIES  
Consolidated net income  
12,581  
8,628  
1,665  
-
10,807  
9,117  
527  
8,629  
7,107  
441  
Depreciation, depletion and amortization  
Non-current liabilities, valuation allowances, and deferred taxes  
Impact of coverage of pension benefit plans  
(60)  
-
(
Gains) losses on disposals of assets  
Undistributed affiliates’ equity earnings  
Increase) decrease in working capital  
(1,590)  
(107)  
(1,739)  
98  
(1,046)  
(470)  
(496)  
114  
(200)  
(378)  
(3,316)  
77  
(
Other changes, net  
Cash flow from operating activities  
CASH FLOW USED IN INVESTING ACTIVITIES  
19,536  
18,493  
12,360  
Intangible assets and property, plant and equipment additions  
Acquisitions of subsidiaries, net of cash acquired  
Investments in equity affiliates and other securities  
Increase in non-current loans  
(17,950)  
(854)  
(4,525)  
(1,212)  
(13,812)  
(862)  
(11,849)  
(160)  
(654)  
(945)  
(400)  
(940)  
Total expenditures  
(24,541)  
(16,273)  
(13,349)  
Proceeds from disposals of intangible assets and property, plant and equipment  
Proceeds from disposals of subsidiaries, net of cash sold  
Proceeds from disposals of non-current investments  
Repayment of non-current loans  
1,439  
575  
5,691  
873  
1,534  
310  
1,608  
864  
138  
-
2,525  
418  
Total divestments  
8,578  
4,316  
3,081  
Cash flow used in investing activities  
CASH FLOW USED IN FINANCING ACTIVITIES  
Issuance (repayment) of shares:  
(15,963)  
(11,957)  
(10,268)  
Parent company shareholders  
Treasury shares  
481  
-
41  
49  
41  
22  
Dividends paid:  
Parent company shareholders  
Non-controlling interests  
(5,140)  
(172)  
(573)  
4,069  
(3,870)  
896  
(5,098)  
(152)  
(429)  
3,789  
(731)  
(817)  
(5,086)  
(189)  
-
5,522  
(3,124)  
(54)  
Other transactions with non-controlling interests  
Net issuance (repayment) of non-current debt  
Increase (decrease) in current borrowings  
Increase (decrease) in current financial assets and liabilities  
Cash flow used in financing activities  
(4,309)  
(736)  
(3,348)  
3,188  
(2,868)  
(776)  
Net increase (decrease) in cash and cash equivalents  
Effect of exchange rates  
272  
(361)  
117  
Cash and cash equivalents at the beginning of the period  
14,489  
11,662  
12,321  
Cash and cash equivalents at the end of the period  
14,025  
14,489  
11,662  
184  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Consolidated statement of changes in shareholders’ equity  
9
6. Consolidated statement of changes in shareholders’ equity  
TOTAL  
(M)  
Common shares issued Paid-in surplus Currency  
and retained translation  
Treasury shares Shareholders’  
Non-  
Total  
equity - controlling shareholders’  
Number Amount  
earnings adjustment  
Number Amount Group share interests  
equity  
As of Janurary 1, 2009  
2,371,808,074 5,930  
52,947  
(4,876) (143,082,095) (5,009)  
48,992  
958  
49,950  
Net income 2009  
Other comprehensive  
income (note 17)  
-
-
8,447  
-
-
-
8,447  
182  
8,629  
-
-
-
-
-
-
246  
8,693  
(193)  
(193)  
-
-
-
-
-
-
-
53  
8,500  
60  
242  
113  
8,742  
Comprehensive income  
Dividend  
(5,086)  
(5,086)  
(189)  
(5,275)  
Issuance of common  
shares (note 17)  
1,414,810  
3
-
-
38  
-
(143)  
106  
-
-
-
-
-
-
-
-
41  
-
22  
106  
-
-
-
-
-
-
41  
-
22  
106  
-
Purchase of treasury shares  
Sale of treasury shares(a)  
Share-based payments (note 25)  
Share cancellation (note 17)  
Other operations  
-
-
-
-
2,874,905  
-
165  
-
-
(24,800,000)  
(62)  
(1,160)  
24,800,000 1,222  
with non-controlling interests  
Other items  
-
-
-
-
(23)  
-
-
-
-
-
-
-
(23)  
-
(24)  
-
(47)  
-
As of December 31, 2009  
2,348,422,884 5,871  
55,372  
(5,069) (115,407,190) (3,622)  
52,552  
987  
53,539  
Net income 2010  
Other comprehensive  
income (note 17)  
-
-
-
10,571  
-
-
-
10,571  
236  
10,807  
-
(216)  
10,355  
(5,098)  
2,581  
2,581  
-
-
-
-
-
-
-
2,365  
12,936  
(5,098)  
9
245  
2,374  
13,181  
(5,250)  
Comprehensive income  
-
-
Dividend  
-
-
(152)  
Issuance of common  
shares (note 17)  
1,218,047  
3
-
-
-
-
38  
-
(70)  
140  
-
-
-
-
-
-
-
-
-
41  
-
49  
140  
-
-
-
-
-
-
41  
-
49  
140  
-
Purchase of treasury shares  
Sale of treasury shares(a)  
Share-based payments (note 25)  
Share cancellation (note 17)  
Other operations  
-
-
-
-
-
119  
-
2,919,511  
-
-
-
with non-controlling interests  
Other items  
-
-
-
-
(199)  
-
(7)  
-
-
-
-
-
(206)  
-
(223)  
-
(429)  
-
As of December 31, 2010  
2,349,640,931 5,874  
60,538  
(2,495) (112,487,679) (3,503)  
60,414  
857  
61,271  
Net income 2011  
Other comprehensive  
income (note 17)  
-
-
-
12,276  
-
-
-
12,276  
305  
12,581  
-
231  
12,507  
(6,457)  
1,404  
1,404  
-
-
-
-
-
-
-
1,635  
13,911  
(6,457)  
44  
349  
1,679  
14,260  
(6,629)  
Comprehensive income  
-
-
Dividend  
-
-
(172)  
Issuance of common  
shares (note 17)  
14,126,382  
35  
-
-
-
-
446  
-
(113)  
161  
-
-
-
-
-
-
-
-
-
481  
-
-
-
-
-
481  
Purchase of treasury shares  
Sale of treasury shares(a)  
Share-based payments (note 25)  
Share cancellation (note 17)  
Other operations  
-
-
-
-
-
113  
-
-
-
-
-
2,933,506  
-
-
161  
-
161  
-
-
with non-controlling interests  
Other items  
-
-
-
-
(553)  
(23)  
103  
-
-
-
-
-
(450)  
(23)  
(123)  
441  
(573)  
418  
As of December 31, 2011  
2,363,767,313 5,909  
66,506  
(988) (109,554,173) (3,390)  
68,037  
1,352  
69,389  
(a) Treasury shares related to the stock option purchase plans and restricted stock grants.  
Registration Document 2011. TOTAL  
185  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
7. Notes to the Consolidated Financial Statements  
On February 9, 2012, the Board of Directors established and authorized the publication of the Consolidated Financial Statements of TOTAL S.A.  
for the year ended December 31, 2011, which will be submitted for approval to the shareholders’ meeting to be held on May 11, 2012.  
Introduction  
The Consolidated Financial Statements of TOTAL S.A. and its  
subsidiaries (the Group) are presented in Euros and have been  
prepared on the basis of IFRS (International Financial Reporting  
Standards) as adopted by the European Union and IFRS as issued  
by the IASB (International Accounting Standard Board) as of  
December 31, 2011.  
considered as reasonable which form the basis for assessing  
the carrying amount of assets and liabilities. Actual results may  
differ significantly from these estimates, if different assumptions  
or circumstances apply. These judgments and estimates relate  
principally to the application of the successful efforts method for  
the oil and gas accounting, the valuation of long-lived assets,  
the provisions for asset retirement obligations and environmental  
remediation, the pensions and post-retirements benefits and the  
income tax computation.  
The accounting principles applied in the Consolidated Financial  
Statements as of December 31, 2011 were the same as those  
that were used as of December 31, 2010 except for amendments  
and interpretations of IFRS which were mandatory for the periods  
beginning after January 1, 2011 (and not early adopted). Their  
adoption has no material impact on the Consolidated Financial  
Statements as of December 31, 2011.  
Furthermore, where the accounting treatment of a specific  
transaction is not addressed by any accounting standard or  
interpretation, the management applies its judgment to define  
and apply accounting policies that will lead to relevant and reliable  
information, so that the financial statements:  
The preparation of financial statements in accordance with IFRS  
requires the management to make estimates and assumptions  
that affect the reported amounts of assets, liabilities and contingent  
liabilities at the date of preparation of the financial statements and  
reported income and expenses for the period. The management  
reviews these estimates and assumptions on an ongoing basis,  
by reference to past experience and various other factors  
– give a true and fair view of the Group’s financial position,  
financial performance and cash flows;  
– reflect the substance of transactions;  
– are neutral;  
– are prepared on a prudent basis; and  
– are complete in all material aspects.  
1) Accounting policies  
Pursuant to the accrual basis of accounting followed by the Group,  
the financial statements reflect the effects of transactions and other  
events when they occur. Assets and liabilities such as property,  
plant and equipment and intangible assets are usually measured at  
amortized cost. Assets and liabilities are measured at fair value  
when required by the standards.  
B) Business combinations  
Business combinations are accounted for using the acquisition  
method. This method implies the recognition of the acquired  
identifiable assets, assumed liabilities and any non-controlling  
interests in the companies acquired by the Group at their fair value.  
The acquirer shall recognize goodwill at the acquisition date, being  
the excess of:  
Accounting policies used by the Group are described below:  
A) Principles of consolidation  
– The consideration transferred, the amount of non-controlling  
interests and, in business combinations achieved in stages, the  
fair value at the acquisition date of the investment previously held  
in the acquired company;  
Subsidiaries that are directly controlled by the parent company or  
indirectly controlled by other consolidated subsidiaries are fully  
consolidated.  
Over the fair value at the acquisition date of acquired identifiable  
assets and assumed liabilities.  
Investments in jointly-controlled entities are consolidated under the  
equity method. The Group accounts for jointly-controlled operations  
and jointly-controlled assets by recognising its share of assets,  
liabilities, income and expenses.  
If the consideration transferred is lower than the fair value of  
acquired identifiable assets and assumed liabilities, an additional  
analysis is performed on the identification and valuation of the  
identifiable elements of the assets and liabilities. Any residual  
badwill is recorded as income.  
Investments in associates, in which the Group has significant  
influence, are accounted for by the equity method. Significant  
influence is presumed when the Group holds, directly or indirectly  
(
e.g. through subsidiaries), 20% or more of the voting rights.  
In transactions with non-controlling interests, the difference  
between the price paid (received) and the book value of non-  
controlling interests acquired (sold) is recognized directly in equity.  
Companies in which ownership interest is less than 20%, but over  
which the Company is deemed to exercise significant influence, are  
also accounted for by the equity method.  
The purchase price allocation is finalized within one year from the  
acquisition date.  
All significant intercompany balances, transactions and income are  
eliminated.  
186  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
Non-monetary contributions by venturers to a jointly-controlled  
entity in exchange for an equity interest in the jointly-controlled  
entity are accounted for by applying guidance provided in SIC 13  
(ii) Sale of services  
Revenues from services are recognized when the services have  
been rendered.  
“Jointly Controlled Entities – Non-Monetary Contributions by  
Venturers”. A gain or loss on disposal of the previously held  
investment is recorded up to the share of the co-venturer in the  
jointly controlled entity.  
Revenues from gas transport are recognized when services are  
rendered. These revenues are based on the quantities transported  
and measured according to procedures defined in each service  
contract.  
C) Foreign currency translation  
Shipping revenues and expenses from time-charter activities are  
recognized on a pro rata basis over a period that commences upon  
the unloading of the previous voyage and terminates upon the  
unloading of the current voyage. Shipping revenue recognition  
starts only when a charter has been agreed to by both the Group  
and the customer.  
The financial statements of subsidiaries are prepared in the  
currency that most clearly reflects their business environment.  
This is referred to as their functional currency.  
(i) Monetary transactions  
Transactions denominated in foreign currencies other than the  
functional currency of the entity are translated at the exchange rate on  
the transaction date. At each balance sheet date, monetary assets  
and liabilities are translated at the closing rate and the resulting  
exchange differences are recognized in the statement of income.  
E) Share-based payments  
The Group may grant employees stock options, create employee  
share purchase plans and offer its employees the opportunity to  
subscribe to reserved capital increases. These employee benefits  
are recognized as expenses with a corresponding credit to  
shareholders’ equity.  
(ii) Translation of financial statements  
denominated in foreign currencies  
Assets and liabilities of foreign entities are translated into euros on  
the basis of the exchange rates at the end of the period. The  
income and cash flow statements are translated using the average  
exchange rates for the period. Foreign exchange differences  
resulting from such translations are either recorded in shareholders’  
equity under “Currency translation adjustments” (for the Group  
share) or under “Non-controlling interests” (for the share of  
non-controlling interests) as deemed appropriate.  
The expense is equal to the fair value of the instruments granted.  
The fair value of the options is calculated using the Black-Scholes  
model at the grant date. The expense is recognized on a straight-  
line basis between the grant date and vesting date.  
For restricted share plans, the expense is calculated using the  
market price at the grant date after deducting the expected  
distribution rate during the vesting period.  
The cost of employee-reserved capital increases is immediately  
expensed. A discount reduces the expense in order to account for  
the nontransferability of the shares awarded to the employees over  
a period of five years.  
D) Sales and revenues from sales  
Sales figures include excise taxes collected by the Group within the  
course of its oil distribution operations. Excise taxes are deducted  
from sales in order to obtain the “Revenues from sales” indicator.  
F) Income taxes  
(i) Sale of goods  
Income taxes disclosed in the statement of income include the  
current tax expenses and the deferred tax expenses.  
Revenues from sales are recognized when the significant risks and  
rewards of ownership have been passed to the buyer and when the  
amount is recoverable and can be reasonably measured.  
The Group uses the method whereby deferred income taxes are  
recorded based on the temporary differences between the carrying  
amounts of assets and liabilities recorded in the balance sheet and  
their tax bases, and on carry-forwards of unused tax losses and  
tax credits.  
Revenues from sales of crude oil, natural gas and coal are recorded  
upon transfer of title, according to the terms of the sales contracts.  
Revenues from the production of crude oil and natural gas  
properties, in which the Group has an interest with other producers,  
are recognized based on actual volumes sold during the period.  
Any difference between volumes sold and entitlement volumes,  
based on the Group net working interest, is recognized as “Crude  
oil and natural gas inventories” or “Other current assets” or “Other  
creditors and accrued liabilities”, as appropriate.  
Deferred tax assets and liabilities are measured using the tax rates  
that have been enacted or substantially enacted at the balance  
sheet date. The tax rates used depend on the timing of reversals  
of temporary differences, tax losses and other tax credits.  
The effect of a change in tax rate is recognized either in the  
Consolidated Statement of Income or in shareholders’ equity  
depending on the item it relates to.  
Quantities delivered that represent production royalties and taxes,  
when paid in cash, are included in oil and gas sales, except for the  
United States and Canada.  
Deferred tax assets are recognized when future recovery is probable.  
Asset retirement obligations and finance leases give rise to the  
recognition of assets and liabilities for accounting purposes as  
described in paragraph K “Leases” and paragraph Q “Asset  
retirement obligations” of this Note. Deferred income taxes resulting  
from temporary differences between the carrying amounts and tax  
bases of such assets and liabilities are recognized.  
Certain transactions within the trading activities (contracts involving  
quantities that are purchased to third parties then resold to third  
parties) are shown at their net value in sales.  
Exchanges of crude oil and petroleum products within normal  
trading activities do not generate any income and therefore these  
flows are shown at their net value in both the statement of income  
and the balance sheet.  
Deferred tax liabilities resulting from temporary differences between  
the carrying amounts of equity-method investments and their tax  
Registration Document 2011. TOTAL  
187  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
bases are recognized. The deferred tax calculation is based on the  
expected future tax effect (dividend distribution rate or tax rate on  
the gain or loss upon disposal of these investments).  
- the Group is making sufficient progress assessing the reserves  
and the economic and operating viability of the project. This  
progress is evaluated on the basis of indicators such as  
whether additional exploratory works are under way or firmly  
planned (wells, seismic or significant studies), whether costs  
are being incurred for development studies and whether the  
Group is waiting for governmental or other third-party  
authorization of a proposed project, or availability of capacity  
on an existing transport or processing facility.  
G) Earnings per share  
Earnings per share is calculated by dividing net income (Group share)  
by the weighted-average number of common shares outstanding  
during the period, excluding TOTAL shares held by TOTAL S.A.  
(Treasury shares) and TOTAL shares held by the Group subsidiaries  
which are deducted from consolidated shareholders’ equity.  
Costs of exploratory wells not meeting these conditions are  
charged to expense.  
Diluted earnings per share is calculated by dividing net income  
(Group share) by the fully-diluted weighted-average number of  
(ii) Oil and Gas producing assets  
common shares outstanding during the period. Treasury shares  
held by the parent company, TOTAL S.A., and TOTAL shares held  
by the Group subsidiaries are deducted from consolidated  
shareholders’ equity. These shares are not considered outstanding  
for purposes of this calculation which also takes into account the  
dilutive effect of stock options, share grants and capital increases  
with a subscription period closing after the end of the fiscal year.  
Development costs incurred for the drilling of development wells  
and for the construction of production facilities are capitalized,  
together with borrowing costs incurred during the period of  
construction and the present value of estimated future costs of  
asset retirement obligations. The depletion rate is usually equal  
to the ratio of oil and gas production for the period to proved  
developed reserves (unit-of-production method).  
The weighted-average number of fully-diluted shares is calculated  
in accordance with the treasury stock method provided for by IAS 33.  
The proceeds, which would be recovered in the event of an  
exercise of rights related to dilutive instruments, are presumed to  
be a share buyback at the average market price over the period.  
The number of shares thereby obtained leads to a reduction in the  
total number of shares that would result from the exercise of rights.  
With respect to production sharing contracts, this computation is  
based on the portion of production and reserves assigned to the  
Group taking into account estimates based on the contractual  
clauses regarding the reimbursement of exploration, development  
and production costs (cost oil) as well as the sharing of  
hydrocarbon rights (profit oil).  
Transportation assets are depreciated using the unit-of-production  
method based on throughput or by using the straight-line method  
whichever best reflects the economic life of the asset.  
H) Oil and gas exploration  
and producing properties and mining activity  
The Group applies IFRS 6 “Exploration for and Evaluation of  
Mineral Resources”. Oil and gas exploration and production  
properties and assets are accounted for in accordance with  
the successful efforts method.  
Proved mineral interests are depreciated using the unit-of-production  
method based on proved reserves.  
(iii) Mining activity  
Before an assessment can be made on the existence of resources,  
exploration costs, including studies and core drilling campaigns as  
a whole, are expensed.  
(
i) Exploration costs  
Geological and geophysical costs, including seismic surveys for  
exploration purposes are expensed as incurred.  
When the assessment concludes that resources exist, the costs  
engaged subsequently to this assessment are capitalized temporarily  
while waiting for the field final development decision, if a positive  
decision is highly probable. Otherwise, these costs are expensed.  
Mineral interests are capitalized as intangible assets when acquired.  
These acquired interests are tested for impairment on a regular  
basis, property-by-property, based on the results of the exploratory  
activity and the management’s evaluation.  
Once the development decision is taken, the predevelopment costs  
capitalized temporarily are integrated with the cost of development  
and depreciated from the start of production at the same pace than  
development assets.  
In the event of a discovery, the unproved mineral interests are  
transferred to proved mineral interests at their net book value as  
soon as proved reserves are booked.  
Exploratory wells are tested for impairment on a well-by-well  
basis and accounted for as follows:  
Mining development costs include the initial stripping costs and all  
costs incurred to access resources, and particularly the costs of:  
Costs of exploratory wells which result in proved reserves are  
capitalized and then depreciated using the unit-of-production  
method based on proved developed reserves;  
– Surface infrastructures;  
– Machinery and mobile equipment which are significantly costly;  
– Utilities and off-sites.  
Costs of dry exploratory wells and wells that have not found  
proved reserves are charged to expense;  
These costs are capitalized and depreciated either on a straight line  
basis or depleted using the UOP method from the start of  
production.  
Costs of exploratory wells are temporarily capitalized until a  
determination is made as to whether the well has found proved  
reserves if both of the following conditions are met:  
I) Goodwill and other intangible  
assets excluding mineral interests  
-
the well has found a sufficient quantity of reserves to justify its  
completion as a producing well, if appropriate, assuming that  
the required capital expenditures are made;  
Other intangible assets include goodwill, patents, trademarks, and  
lease rights.  
188  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
Intangible assets are carried at cost, after deducting any  
accumulated depreciation and accumulated impairment losses.  
present value of the minimum lease payments according to the  
contract. A corresponding financial debt is recognized as a financial  
liability. These assets are depreciated over the corresponding useful  
life used by the Group.  
Guidance for calculating goodwill is presented in Note 1 paragraph  
B to the Consolidated Financial Statements. Goodwill is not  
amortized but is tested for impairment annually or as soon as there  
is any indication of impairment (see Note 1 paragraph L to the  
Consolidated Financial Statements).  
Leases that are not finance leases as defined above are recorded  
as operating leases.  
Certain arrangements do not take the legal form of a lease but  
convey the right to use an asset or a group of assets in return for  
fixed payments. Such arrangements are accounted for as leases  
and are analyzed to determine whether they should be classified as  
operating leases or as finance leases.  
In equity affiliates, goodwill is included in the investment book value.  
Other intangible assets (except goodwill) have a finite useful life and  
are amortized on a straight-line basis over 3 to 20 years depending  
on the useful life of the assets.  
Research and development  
L) Impairment of long-lived assets  
Research costs are charged to expense as incurred.  
The recoverable amounts of intangible assets and property, plant and  
equipment are tested for impairment as soon as any indication of  
impairment exists. This test is performed at least annually for goodwill.  
Development expenses are capitalized when the following can be  
demonstrated:  
The recoverable amount is the higher of the fair value (less costs to  
sell) or its value in use.  
the technical feasibility of the project and the availability of the  
adequate resources for the completion of the intangible asset;  
Assets are grouped into cash-generating units (or CGUs) and  
tested. A cash-generating unit is a homogeneous group of assets  
that generates cash inflows that are largely independent of the cash  
inflows from other groups of assets.  
the ability of the asset to generate probable future economic  
benefits;  
the ability to measure reliably the expenditures attributable  
to the asset; and  
The value in use of a CGU is determined by reference to the  
discounted expected future cash flows, based upon the  
the feasibility and intention of the Group to complete the  
intangible asset and use or sell it.  
management’s expectation of future economic and operating  
conditions. When this value is less than the carrying amount of the  
CGU, an impairment loss is recorded. It is allocated first to goodwill  
in counterpart of "Other expenses". These impairment losses are  
then allocated to "Depreciation, depletion and amortization of  
tangible assets and mineral interests" for property, plant and mineral  
interests and to "Other expenses" for other intangible assets.  
Advertising costs are charged to expense as incurred.  
J) Other property, plant and equipment  
Other property, plant and equipment are carried at cost, after  
deducting any accumulated depreciation and accumulated  
impairment losses. This cost includes borrowing costs directly  
attributable to the acquisition or production of a qualifying asset  
incurred until assets are placed in service. Borrowing costs are  
capitalized as follows:  
Impairment losses recognized in prior periods can be reversed  
up to the original carrying amount, had the impairment loss not  
been recognized. Impairment losses recognized for goodwill cannot  
be reversed.  
if the project benefits from a specific funding, the capitalization  
of borrowing costs is based on the borrowing rate;  
M) Financial assets and liabilities  
if the project is financed by all the Group’s debt, the capitalization  
of borrowing costs is based on the weighted average borrowing  
cost for the period.  
Financial assets and liabilities are financial loans and receivables,  
investments in non-consolidated companies, publicly traded equity  
securities, derivatives instruments and current and non-current  
financial liabilities.  
Routine maintenance and repairs are charged to expense as  
incurred. The costs of major turnarounds of refineries and large  
petrochemical units are capitalized as incurred and depreciated  
over the period of time between two consecutive major  
turnarounds.  
The accounting treatment of these financial assets and liabilities  
is as follows:  
(i) Loans and receivables  
Financial loans and receivables are recognized at amortized cost.  
They are tested for impairment, by comparing the carrying amount of  
the assets to estimates of the discounted future recoverable cash  
flows. These tests are conducted as soon as there is any evidence  
that their fair value is less than their carrying amount, and at least  
annually. Any impairment loss is recorded in the statement of income.  
Other property, plant and equipment are depreciated using the  
straight-line method over their useful lives, which are as follows:  
Furniture, office equipment, machinery and tools  
Transportation equipments  
3-12 years  
5-20 years  
10-15 years  
10-30 years  
10-50 years  
Storage tanks and related equipment  
Specialized complex installations and pipelines  
Buildings  
(ii) Other investments  
These assets are classified as financial assets available for sale and  
therefore measured at their fair value. For listed securities, this fair  
value is equal to the market price. For unlisted securities, if the fair  
value is not reliably determinable, securities are recorded at their  
historical value. Changes in fair value are recorded in shareholders’  
equity. If there is any evidence of a significant or long-lasting  
K) Leases  
A finance lease transfers substantially all the risks and rewards  
incidental to ownership from the lessor to the lessee. These  
contracts are capitalized as assets at fair value or, if lower, at the  
Registration Document 2011. TOTAL  
189  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
impairment loss, a loss is recorded in the Statement of Income.  
This impairment is reversed in the statement of income only when  
the securities are sold.  
If the hedging instrument expires, is sold or terminated by  
anticipation, gains or losses previously recognized in equity  
remain in equity. Amounts are recycled in the income statement  
only when the hedged transaction affects profit or loss.  
(iii) Derivative instruments  
Foreign subsidiaries’ equity hedge  
The Group uses derivative instruments to manage its exposure  
to risks of changes in interest rates, foreign exchange rates and  
commodity prices. Changes in fair value of derivative instruments are  
recognized in the statement of income or in shareholders’ equity and  
are recognized in the balance sheet in the accounts corresponding to  
their nature, according to the risk management strategy described in  
Note 31 to the Consolidated Financial Statements. The derivative  
instruments used by the Group are the following:  
Certain financial instruments hedge against risks related to  
the equity of foreign subsidiaries whose functional currency is  
not the euro (mainly the dollar). These instruments qualify as  
“net investment hedges”. Changes in fair value are recorded in  
shareholders’ equity.  
The fair value of these instruments is recorded under “Current  
financial assets” or”Other current financial liabilities”.  
Cash management  
Financial instruments related to commodity contracts  
Financial instruments used for cash management purposes are  
part of a hedging strategy of currency and interest rate risks within  
global limits set by the Group and are considered to be used for  
transactions (held for trading). Changes in fair value are  
systematically recorded in the statement of income. The balance  
sheet value of those instruments is included in “Current financial  
assets” or “Other current financial liabilities”.  
Financial instruments related to commodity contracts, including  
crude oil, petroleum products, gas, power and coal purchase/sales  
contracts within the trading activities, together with the commodity  
contract derivative instruments such as energy contracts and  
forward freight agreements, are used to adjust the Group’s  
exposure to price fluctuations within global trading limits. According  
to the industry practice, these instruments are considered as held  
for trading. Changes in fair value are recorded in the statement of  
income. The fair value of these instruments is recorded in “Other  
current assets” or “Other creditors and accrued liabilities”  
depending on whether they are assets or liabilities.  
Long-term financing  
When an external long-term financing is set up, specifically to  
finance subsidiaries, and when this financing involves currency  
and interest rate derivatives, these instruments are qualified as:  
Detailed information about derivatives positions is disclosed in  
Notes 20, 28, 29, 30 and 31 to the Consolidated Financial  
Statements.  
1
) Fair value hedge of the interest rate risk on the external debt  
and of the currency risk of the loans to subsidiaries. Changes  
in fair value of derivatives are recognized in the statement of  
income as are changes in fair value of underlying financial debts  
and loans to subsidiaries.  
(iv) Current and non-current financial liabilities  
Current and non-current financial liabilities (excluding derivatives)  
are recognized at amortized cost, except those for which a hedge  
accounting can be applied as described in the previous paragraph.  
The fair value of those hedging instruments of long-term  
financing is included in the assets under “Hedging instruments  
on non-current financial debt” or in the liabilities under  
(v) Fair value of financial instruments  
Non-current financial debt “for the non-current portion.  
The current portion (less than one year) is accounted for in  
Current financial assets” or “Other current financial liabilities”.  
Fair values are estimated for the majority of the Group’s financial  
instruments, with the exception of publicly traded equity securities  
and marketable securities for which the market price is used.  
In case of the anticipated termination of derivative instruments  
accounted for as fair value hedges, the amount paid or received  
is recognized in the statement of income and:  
Estimated fair values, which are based on principles such as  
discounting future cash flows to present value, must be weighted  
by the fact that the value of a financial instrument at a given time  
may be influenced by the market environment (liquidity especially),  
and also the fact that subsequent changes in interest rates and  
exchange rates are not taken into account.  
-
If this termination is due to an early cancellation of the hedged  
items, the adjustment previously recorded as revaluation of those  
hedged items is also recognized in the statement of income;  
-
If the hedged items remain in the balance sheet, the adjustment  
previously recorded as a revaluation of those hedged items is  
spread over the remaining life of those items.  
As a consequence, the use of different estimates, methodologies  
and assumptions could have a material effect on the estimated fair  
value amounts.  
2
) Cash flow hedge of the currency risk of the external debt.  
Changes in fair value are recorded in equity for the effective  
portion of the hedging and in the statement of income for the  
ineffective portion of the hedging. Amounts recorded in equity  
are transferred to the income statement when the hedged  
transaction affects profit or loss.  
The methods used are as follows:  
• Financial debts, swaps  
The market value of swaps and of bonds that are hedged by those  
swaps has been determined on an individual basis by discounting  
future cash flows with the zero coupon interest rate curves existing  
at year-end.  
The fair value of those hedging instruments of long-term  
financing is included in the assets under “Hedging instruments  
on non-current financial debt” or in the liabilities under “Non-  
current financial debt“for the non-current portion. The current  
portion (less than one year) is accounted for in “Current financial  
assets” or “Other current financial liabilities”.  
Financial instruments related to commodity contracts  
The valuation methodology is to mark to market all open positions  
for both physical and paper transactions. The valuations are  
determined on a daily basis using observable market data based on  
organized and over the counter (OTC) markets. In particular cases  
190  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
when market data are not directly available, the valuations are  
derived from observable data such as arbitrages, freight or spreads  
and market corroboration. For valuation of risks which are the result  
of a calculation, such as options for example, commonly known  
models are used to compute the fair value.  
O) Treasury shares  
Treasury shares of the parent company held by its subsidiaries or itself  
are deducted from consolidated shareholders’ equity. Gains or losses  
on sales of treasury shares are excluded from the determination of net  
income and are recognized in shareholders’ equity.  
Other financial instruments  
P) Provisions and other non-current liabilities  
The fair value of the interest rate swaps and of FRA (Forward Rate  
Agreement) are calculated by discounting future cash flows on the  
basis of zero coupon interest rate curves existing at year-end after  
adjustment for interest accrued but unpaid.  
Provisions and non-current liabilities are comprised of liabilities for  
which the amount and the timing are uncertain. They arise from  
environmental risks, legal and tax risks, litigation and other risks.  
Forward exchange contracts and currency swaps are valued on the  
basis of a comparison of the negociated forward rates with the rates  
in effect on the financial markets at year-end for similar maturities.  
A provision is recognized when the Group has a present obligation  
(legal or constructive) as a result of a past event for which it is  
probable that an outflow of resources will be required and when  
a reliable estimate can be made regarding the amount of the  
obligation. The amount of the liability corresponds to the best  
possible estimate.  
Exchange options are valued based on the Garman-Kohlhagen  
model including market quotations at year-end.  
Fair value hierarchy  
Q) Asset retirement obligations  
IFRS 7 “Financial instruments: disclosures”, amended in 2009,  
introduces a fair value hierarchy for financial instruments and  
proposes the following three-level classification:  
Asset retirement obligations, which result from a legal or  
constructive obligation, are recognized based on a reasonable  
estimate in the period in which the obligation arises.  
level 1: quotations for assets and liabilities (identical to the ones  
that are being valued) obtained at the valuation date on an active  
market to which the entity has access;  
The associated asset retirement costs are capitalized as part  
of the carrying amount of the underlying asset and depreciated  
over the useful life of this asset.  
level 2: the entry data are observable data but do not correspond  
to quotations for identical assets or liabilities;  
An entity is required to measure changes in the liability for an asset  
retirement obligation due to the passage of time (accretion) by  
applying a risk-free discount rate to the amount of the liability.  
The increase of the provision due to the passage of time is  
recognized as “Other financial expense”.  
level 3: the entry data are not observable data. For example:  
these data come from extrapolation. This level applies when  
there is no market or observable data and the company has to  
use its own hypotheses to estimate the data that other market  
players would have used to determine the fair value of the asset.  
R) Employee benefits  
Fair value hierarchy is disclosed in Notes 29 and 30 to the  
Consolidated Financial Statements.  
In accordance with the laws and practices of each country, the  
Group participates in employee benefit plans offering retirement,  
death and disability, healthcare and special termination benefits.  
These plans provide benefits based on various factors such as  
length of service, salaries, and contributions made to the  
governmental bodies responsible for the payment of benefits.  
N) Inventories  
Inventories are measured in the Consolidated Financial Statements  
at the lower of historical cost or market value. Costs for petroleum  
and petrochemical products are determined according to the  
FIFO (First-In, First-Out) method and other inventories are  
measured using the weighted-average cost method.  
These plans can be either defined contribution or defined benefit  
pension plans and may be entirely or partially funded with  
investments made in various non-Group instruments such  
as mutual funds, insurance contracts, and other instruments.  
Downstream (Refining - Marketing)  
Petroleum product inventories are mainly comprised of crude  
oil and refined products. Refined products principally consist of  
gasoline, kerosene, diesel, fuel oil and heating oil produced by  
the Group’s refineries. The turnover of petroleum products does  
not exceed two months on average.  
For defined contribution plans, expenses correspond to the  
contributions paid.  
Defined benefit obligations are determined according to the  
Projected Unit Method. Actuarial gains and losses may arise from  
differences between actuarial valuation and projected commitments  
(depending on new calculations or assumptions) and between  
projected and actual return of plan assets.  
Crude oil costs include raw material and receiving costs.  
Refining costs principally include the crude oil costs, production  
costs (energy, labor, depreciation of producing assets) and  
allocation of production overhead (taxes, maintenance, insurance,  
etc.). Start-up costs and general administrative costs are excluded  
from the cost price of refined products.  
The Group applies the corridor method to amortize its actuarial  
gains and losses. This method amortizes the net cumulative  
actuarial gains and losses that exceed 10% of the greater of the  
present value of the defined benefit obligation and the fair value of  
plan assets at the opening balance sheet date, over the average  
expected remaining working lives of the employees participating  
in the plan.  
Chemicals  
Costs of chemical products inventories consist of raw material  
costs, direct labor costs and an allocation of production overhead.  
Start-up costs and general administrative costs are excluded from  
the cost of inventories of chemicals products.  
In case of a change in or creation of a plan, the vested portion of  
the cost of past services is recorded immediately in the statement  
Registration Document 2011. TOTAL  
191  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
of income, and the unvested past service cost is amortized over  
the vesting period.  
U) Non-current assets held for sale  
and discontinued operations  
The net periodic pension cost is recognized under “Other operating  
expenses”.  
Pursuant to IFRS 5 “Non-current assets held for sale and discontinued  
operations”, assets and liabilities of affiliates that are held for sale  
are presented separately on the face of the balance sheet.  
S) Consolidated Statement of Cash Flows  
Net income from discontinued operations is presented separately  
on the face of the statement of income. Therefore, the notes to  
the Consolidated Financial Statements related to the statement of  
income only refer to continuing operations.  
The Consolidated Statement of Cash Flows prepared in foreign  
currencies has been translated into euros using the exchange rate  
on the transaction date or the average exchange rate for the period.  
Currency translation differences arising from the translation of  
monetary assets and liabilities denominated in foreign currency  
into euros using the closing exchange rates are shown in the  
Consolidated Statement of Cash Flows under “Effect of exchange  
rates”. Therefore, the Consolidated Statement of Cash Flows will not  
agree with the figures derived from the Consolidated Balance Sheet.  
A discontinued operation is a component of the Group for which  
cash flows are independent. It represents a major line of business  
or geographical area of operations which has been disposed of  
or is currently being held for sale.  
V) Alternative IFRS methods  
Cash and cash equivalents  
For measuring and recognizing assets and liabilities, the following  
choices among alternative methods allowable under IFRS have  
been made:  
Cash and cash equivalents are comprised of cash on hand and  
highly liquid short-term investments that are easily convertible into  
known amounts of cash and are subject to insignificant risks of  
changes in value.  
property, plant and equipment, and intangible assets are  
measured using historical cost model instead of revaluation  
model;  
Investments with maturity greater than three months and less than  
twelve months are shown under “Current financial assets”.  
actuarial gains and losses on pension and other post-  
employment benefit obligations are recognized according to the  
corridor method (see Note 1 paragraph R to the Consolidated  
Financial Statements);  
Changes in current financial assets and liabilities are included  
in the financing activities section of the Consolidated Statement  
of Cash Flows.  
Non-current financial debt  
– jointly-controlled entities are consolidated under the equity  
method, as provided for in the alternative method of IAS 31  
Changes in non-current financial debt are presented as the net  
variation to reflect significant changes mainly related to revolving  
credit agreements.  
“Interests in joint ventures”.  
W) New accounting principles not yet in effect  
T) Carbon dioxide emission rights  
The standards or interpretations published respectively by the  
International Accounting Standards Board (IASB) and the  
International Financial Reporting Interpretations Committee (IFRIC)  
which were not yet in effect and not adopted by the European  
Union at December 31, 2011, are as follows:  
In the absence of a current IFRS standard or interpretation on  
accounting for emission rights of carbon dioxide, the following  
principles are applied:  
Emission rights are managed as a cost of production and as  
such are recognized in inventories:  
In November 2009, the IASB issued standard IFRS 9 “Financial  
Instruments” that introduces new requirements for the  
classification and measurement of financial assets, and included  
in October 2010 requirements regarding classification and  
measurement of financial liabilities. This standard shall be  
completed with texts on impairment and hedge accounting.  
Under standard IFRS 9, financial assets and liabilities are  
generally measured either at fair value through profit or loss or  
at amortised cost if certain conditions are met. The standard  
should be applicable for annual periods starting on or after  
January 1, 2015. The application of the standard as published  
in 2010 should not have any material effect on the Group’s  
consolidated balance sheet, statement of income and  
shareholder’s equity.  
-
emission rights allocated for free are booked in inventories  
with a nil carrying amount;  
-
-
purchased emission rights are booked at acquisition cost;  
sales or annual restorations of emission rights consist of decreases  
in inventories recognized based on a weighted average cost;  
if the carrying amount of inventories at closing date is higher  
than the market value, an impairment loss is recorded.  
-
At each closing, a provision is recorded in order to materialize the  
obligation of emission rights restoration related to the emissions  
of the period. This provision is calculated based on estimated  
emissions of the period, valued at weighted average cost of the  
inventories at the end of the period. It is reversed when the  
emission rights are restored.  
– In May 2011, the IASB issued a package of standards on  
consolidation: standard IFRS 10 “Consolidated financial  
statements”, standard IFRS 11 “Joint arrangements”, standard  
IFRS 12 “Disclosure of interests in other entities”, revised  
standard IAS 27 “Separate financial statements” and revised  
standard IAS 28 “Investments in associates and joint ventures”.  
These standards are applicable for annual periods beginning on  
or after January 1, 2013. The impact of the application of these  
standards is currently assessed by the Group.  
If emission rights to be delivered at the end of the compliance  
period are higher than emission rights (allocated and purchased)  
booked in inventories, the shortage is accounted for as a liability  
at market value.  
Forward transactions are recognized at their fair market value in  
the balance sheet. Changes in the fair value of such forward  
transactions are recognized in the statement of income.  
192  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
In June 2011, the IASB issued revised standard IAS 19  
Employee benefits”, which leads in particular to the full  
– In addition, the IASB published in May 2011 standard IFRS 13  
“Fair value measurement”, applicable for annual periods  
beginning on or after January 1, 2013, and in June 2011 revised  
standard IAS 1 “Presentation of financial statements”, applicable  
for annual periods beginning on or after July 1, 2012. The  
application of these standards should not have any material  
effect on the Group’s consolidated balance sheet, statement  
of income and shareholder’s equity.  
recognition of the net position in respect of employee benefits  
obligations (liabilities net of assets) in the balance sheet, to the  
elimination of the corridor approach currently used by the Group  
and to the obligation to evaluate the expected return on plan  
assets on a normative basis (via the discount rate used to  
value the debt). This standard is applicable for annual periods  
beginning on or after January 1, 2013. The impact of the  
application of this standard is currently assessed by the Group.  
2) Main indicators - information by business segment  
Performance indicators excluding the adjustment items, such as  
adjusted operating income, adjusted net operating income, and  
adjusted net income are meant to facilitate the analysis of the financial  
performance and the comparison of income between periods.  
transactions, internal indicators used to measure performance  
include valuations of trading inventories based on forward prices.  
Furthermore, TOTAL, in its trading activities, enters into storage  
contracts, which future effects are recorded at fair value in Group’s  
internal economic performance. IFRS precludes recognition of this  
fair value effect.  
Adjustment items  
(
iv) Until June 30, 2010, TOTAL’s equity share of adjustment  
The detail of these adjustment items is presented in Note 4 to the  
Consolidated Financial Statements.  
items reconciling “Business net income” to Net income  
attributable to equity holders of Sanofi (see Note 3, paragraph  
on the sales of Sanofi shares and loss of significant influence  
over Sanofi)  
Adjustment items include:  
(i) Special items  
Due to their unusual nature or particular significance, certain  
transactions qualified as "special items" are excluded from the  
business segment figures. In general, special items relate to  
transactions that are significant, infrequent or unusual. However, in  
certain instances, transactions such as restructuring costs or  
assets disposals, which are not considered to be representative of  
the normal course of business, may be qualified as special items  
although they may have occurred within prior years or are likely to  
occur again within the coming years.  
Main indicators  
(i) Operating income (measure used to evaluate operating  
performance)  
Revenue from sales after deducting cost of goods sold and  
inventory variations, other operating expenses, exploration  
expenses and depreciation, depletion, and amortization.  
Operating income excludes the amortization of intangible assets  
other than mineral interests, currency translation adjustments and  
gains or losses on the disposal of assets.  
(ii) The inventory valuation effect  
The adjusted results of the Downstream and Chemicals segments  
are presented according to the replacement cost method.  
This method is used to assess the segments’ performance and  
facilitate the comparability of the segments’ performance with  
those of its competitors.  
(ii) Net operating income (measure used to evaluate the return  
on capital employed)  
Operating income after taking into account the amortization of  
intangible assets other than mineral interests, currency translation  
adjustments, gains or losses on the disposal of assets, as well as  
all other income and expenses related to capital employed  
(dividends from non-consolidated companies, equity in income of  
affiliates, capitalized interest expenses), and after income taxes  
applicable to the above.  
In the replacement cost method, which approximates the LIFO  
(Last-In, First-Out) method, the variation of inventory values in the  
statement of income is, depending on the nature of the inventory,  
determined using either the month-end prices differential between  
one period and another or the average prices of the period rather  
than the historical value. The inventory valuation effect is the  
difference between the results according to the FIFO (First-In, First-  
Out) and the replacement cost.  
The only income and expense not included in net operating income  
but included in net income are interest expenses related to net  
financial debt, after applicable income taxes (net cost of net debt)  
and non-controlling interests.  
(iii) Effect of changes in fair value  
As from January 1, 2011, the effect of changes in fair value  
presented as adjustment item reflects for some transactions  
differences between internal measure of performance used by  
TOTAL’s management and the accounting for these transactions  
under IFRS.  
(iii) Adjusted income  
Operating income, net operating income, or net income excluding  
the effect of adjustment items described above.  
(iv) Fully-diluted adjusted earnings per share  
IFRS requires that trading inventories be recorded at their fair value  
using period end spot prices. In order to best reflect the  
management of economic exposure through derivative  
Adjusted net income divided by the fully-diluted weighted-average  
number of common shares.  
Registration Document 2011. TOTAL  
193  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
(v) Capital employed  
(vii) ROE (Return on Equity)  
Non-current assets and working capital, at replacement cost,  
net of deferred income taxes and non-current liabilities.  
Ratio of adjusted consolidated net income to average adjusted  
shareholders’ equity (after distribution) between the beginning and  
the end of the period.  
(vi) ROACE (Return on Average Capital Employed)  
(
viii) Net debt  
Ratio of adjusted net operating income to average capital employed  
between the beginning and the end of the period.  
Non-current debt, including current portion, current borrowings,  
other current financial liabilities less cash and cash equivalents and  
other current financial assets.  
3) Changes in the Group structure, main acquisitions and divestments  
During 2011, 2010 and 2009, main changes in the Group structure  
and main acquisitions and divestments were as follows:  
This cooperation is developed around the two following axes:  
-
In April 2011, TOTAL took a 12.09% shareholding in Novatek  
for an amount of 2,901 million ($4,108 million). In  
2
011  
December 2011, TOTAL finalized the acquisition of an  
additional 2% interest in Novatek for an amount of 596 million  
($796 million), increasing TOTAL’s overall interest in Novatek  
to 14.09%. TOTAL considers that it has a significant influence  
especially through its representation on the Board of Directors  
of Novatek and its participation in the major Yamal LNG project.  
Therefore, the interest in Novatek has been accounted for by  
the equity method since the second quarter of 2011.  
Upstream  
TOTAL finalized in March 2011 the acquisition from Santos  
of an additional 7.5% interest in Australia’s GLNG project.  
This increases TOTAL’s overall stake in the project to 27.5%.  
The acquisition cost amounts to 202 million ($281 million) and  
mainly corresponds to the value of mineral interests that have  
been recognized as intangible assets in the consolidated balance  
sheet for 227 million.  
-
In October 2011, TOTAL finalized the acquisition of a 20%  
interest in the Yamal LNG project and has become Novatek’s  
partner in this project.  
In March 2011, Total E&P Canada Ltd., a TOTAL subsidiary,  
and Suncor Energy Inc. (Suncor) have finalized a strategic oil  
sands alliance encompassing the Suncor-operated Fort Hills  
mining project, the TOTAL-operated Joslyn mining project and  
the Suncor-operated Voyageur upgrader project. All three assets  
are located in the Athabasca region of the province of Alberta,  
in Canada.  
After the all-cash tender of $23.25 per share launched on  
April 28, 2011 and completed on June 21, 2011, TOTAL has  
acquired a 60% stake in SunPower Corp., a U.S. company listed  
on Nasdaq with headquarters in San Jose (California), one of the  
most established players in the American solar industry. Shares  
of SunPower Corp. continue to be traded on the Nasdaq.  
The acquisition cost, whose cash payment occurred on  
June 21, 2011, amounts to 974 million ($1,394 million).  
In accordance with revised IFRS 3, TOTAL is currently  
assessing the fair value of identifiable acquired assets, liabilities  
and contingent liabilities. Based on available information,  
provisional fair value of net assets acquired at 100% amounts  
to $1,512 million.  
TOTAL acquired 19.2% of Suncor’s interest in the Fort Hills  
project, increasing TOTAL’s overall interest in the project  
to 39.2%. Suncor, as operator, holds 40.8%. TOTAL also  
acquired a 49% stake in the Suncor-operated Voyageur  
upgrader project. For those two acquisitions, the Group paid  
1,937 million (CAD 2,666 million) mainly representing the value  
of intangible assets for 474 million and the value of tangible  
assets for 1,550 million.  
Given the estimated fair value of instruments that are likely to  
confer rights to non-controlling interests, provisional goodwill  
amounts to $533 million. This goodwill must be allocated within  
twelve months from the acquisition date.  
Furthermore, TOTAL sold to Suncor 36.75% interest in the  
Joslyn project for 612 million (CAD 842 million). The Group,  
as operator, retains a 38.25% interest in the project.  
TOTAL finalized in April 2011 the sale of its 75.8% interest in its  
upstream Cameroonian affiliate Total E&P Cameroun to Perenco,  
for an amount of 172 million ($247 million), net of cash sold.  
TOTAL and the Russian company Novatek signed in March 2011  
two Memorandums of Cooperation to develop the cooperation  
between TOTAL on one side, and Novatek and its main  
shareholders on the other side.  
194  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
Provisional allocation of the acquisition price and the amount of non-controlling interests at the acquisition date are as follows:  
(M$)  
Fair value at the acquisition date  
Intangible assets  
Tangible assets  
Accounts receivable, net  
Other current assets  
Other capital employed  
Net debt  
465  
589  
396  
223  
292  
(453)  
Net assets of SunPower (100%) as of June 21, 2011  
Share attributable at 100% to non-controlling interests  
Net assets of SunPower (100%) as of June 21, 2011 to share  
1,512  
(76)  
1,436  
Group share 60%  
Goodwill  
861  
533  
Acquisition cost of SunPower's shares  
1,394  
Non-controlling interests (40%)  
Reinclusion of the share attributable at 100% to non-controlling interests  
575  
76  
Non-controlling interests as of June 21, 2011  
651  
Since the acquisition date, sales and net income Group share  
EnerVest Ltd. Under the terms of this agreement, TOTAL  
(
before impairment of goodwill) realized by SunPower amount  
acquired a 25% share in Chesapeake’s and EnerVest’s liquids-rich  
area of the Utica shale play. TOTAL paid to Chesapeake and  
EnerVest 500 million ($696 million) in cash for the acquisition  
of these assets. TOTAL will also be committed to pay additional  
amounts up to $1.63 billion over a maximum period of 7 years  
in the form of a 60% carry of Chesapeake and EnerVest’s future  
capital expenditures on drilling and completion of wells within  
the Joint Venture. Furthermore, TOTAL will also acquire a 25%  
share in any new acreage which will be acquired by Chesapeake  
in the liquids-rich area of the Utica shale play.  
respectively to $1,447 million and $(56) million. The goodwill  
arising from the acquisition of SunPower has been impaired  
in 2011 (see Note 4E to the Consolidated Financial Statements).  
Acquisition-related costs recognized in the statement of income  
for the period amount to 9 million.  
As part of the transaction, various agreements were signed,  
including a financial guarantee agreement through which TOTAL  
guarantees up to $1 billion SunPower’s repayments obligations  
under letters of credit that would be issued during the next five  
years for the development of solar power plants and large roofs  
activities. Furthermore, SunPower’s off-balance sheet  
Downstream  
– TOTAL and International Petroleum Investment Company  
(a company wholly-owned by the Government of Abu Dhabi)  
entered into an agreement on February 15, 2011 for the sale,  
to International Petroleum Investment Company (IPIC), of  
the 48.83% equity interest held by TOTAL in the share capital of  
CEPSA, to be completed within the framework of a public tender  
offer being launched by IPIC for all the CEPSA shares not yet  
held by IPIC, at a unit purchase price of 28 per CEPSA share.  
TOTAL sold to IPIC all of its equity interest in CEPSA and  
received, as of July 29, 2011, an amount of 3,659 million.  
commitments and contractual obligations are now included  
in TOTAL’s notes to the Consolidated Financial Statements  
(see Note 23 to the Consolidated Financial Statements).  
TOTAL finalized in July 2011 the sale of 10% of its interest in  
the Colombian pipeline OCENSA. The Group still holds a 5.2%  
interest in this asset.  
TOTAL finalized in September 2011 the acquisition of Esso  
Italiana’s interests respectively in the Gorgoglione concession  
(
25% interest), which contains the Tempa Rossa field, and in two  
TOTAL finalized in October 2011 the sale of most of its Marketing  
assets in the United Kingdom, the Channel Islands and the Isle of  
Man, to Rontec Investments LLP, a consortium led by Snax 24,  
one of the leading independent forecourt operators in the United  
Kingdom, for an amount of 424 million (£368 million).  
exploration licenses located in the same area (51.7% for each  
one). The acquisition increases TOTAL’s interest in the operated  
Tempa Rossa field to 75%.  
TOTAL finalized in December 2011 the sale to Silex Gas Norway  
AS, a wholly owned subsidiary of Allianz, of its entire stake in  
Gassled (6.4%) and related entities for an amount of 477 million  
Chemicals  
(
NOK 3.7 billion).  
– TOTAL finalized in July 2011 the sale of its photocure and  
coatings resins businesses to Arkema for an amount of  
Total E&P USA Inc. signed in December 2011 an agreement to  
enter into a Joint Venture with Chesapeake Exploration L.L.C.,  
a subsidiary of Chesapeake Energy Corporation, and its partner  
520 million, net of cash sold.  
Registration Document 2011. TOTAL  
195  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
2
010  
Aquitaine’s share capital and 0.27% of its voting rights, at a price  
of 305 per share (including the remaining 2009 dividend). On  
April 13, 2010, the French Autorité des marchés financiers (AMF)  
issued its clearance decision for this offer.  
Upstream  
Total E&P Canada Ltd., a TOTAL subsidiary, signed in July 2010  
an agreement with UTS Energy Corporation (UTS) to acquire  
UTS Corporation with its main asset, a 20% interest in the Fort  
Hills mining project in the Athabasca region of the Canadian  
province of Alberta.  
The public tender offer was open from April 16 to April 29, 2010  
inclusive. The Elf Aquitaine shares targeted by the offer which  
were not tendered to the offer have been transferred to  
TOTAL S.A. under the squeeze out upon payment to the  
shareholders equal to the offer price on the first trading day after  
the offer closing date, i.e. on April 30, 2010.  
Total E&P Canada completed on September 30, 2010 the  
acquisition of all UTS shares for a cash amount of 3.08 Canadian  
dollars per share. Taking into account the cash held by UTS  
and acquired by TOTAL (232 million), the cost of the acquisition  
for TOTAL amounted to 862 million. This amount mainly  
represented the value of mineral interests that have been  
recognized as intangible assets in the consolidated balance  
sheet for 646 million and the value of tangible assets that have  
been recognized in the consolidated balance sheet for  
On April 30, 2010, TOTAL S.A. announced that, following the  
squeeze out, it held 100% of Elf Aquitaine shares, with the  
transaction amounting to 450 million.  
In application of revised standard IAS 27 “Consolidated and  
Separate Financial Statements”, effective for annual periods  
beginning on or after January 1, 2010, transactions with  
non-controlling interests are accounted for as equity  
transactions, i.e. in consolidated shareholder’s equity.  
217 million.  
TOTAL completed in September 2010 an agreement for the sale  
to BP and Hess of its interests in the Valhall (15.72%) and Hod  
As a consequence, following the squeeze out of the Elf Aquitaine  
shares by TOTAL S.A., the difference between the consideration  
paid and the book value of non-controlling interests acquired  
was recognized directly as a decrease in equity.  
(25%) fields, in the Norwegian North Sea, for an amount of  
800 million.  
TOTAL signed in September 2010 an agreement with Santos  
and Petronas to acquire a 20% interest in the GLNG project  
in Australia. Upon completion of this transaction finalised in  
October 2010, the project brought together Santos (45%,  
operator), Petronas (35%) and TOTAL (20%).  
During 2010, TOTAL progressively sold 1.88% of Sanofi’s share  
capital, thus reducing its interest to 5.51%.  
As from July 1, 2010, given its reduced representation on the  
Board of Directors and the decrease in the percentage of voting  
rights, TOTAL ceased to have a significant influence over  
Sanofi-Aventis and no longer consolidated this investment under  
the equity method. The investment in Sanofi is accounted for as  
a financial asset available for sale in the line “Other investments”  
of the consolidated balance sheet at its fair value, i.e. at the  
stock price.  
The acquisition cost amounted to 566 million and it mainly  
represented the value of mineral interests that have been  
recognized as intangible assets in the consolidated balance  
sheet for 617 million.  
In addition, TOTAL announced in December 2010 the signature of  
an agreement to acquire an additional 7.5% interest in this project.  
Net income as of December 31, 2010 included a 135 million  
TOTAL sold in December 2010 its 5% interest in Block 31,  
located in the Angolan ultra deep offshore, to the company China  
Sonangol International Holding Limited.  
gain relating to this change in the accounting treatment.  
2
009  
Downstream  
Upstream  
TOTAL and ERG announced in January 2010 that they signed  
an agreement to create a joint venture, named TotalErg, by  
contribution of the major part of their activities in the refining  
and marketing business in Italy. TotalErg has been operational  
– In December 2009, TOTAL signed an agreement with  
Chesapeake Energy Corporation whereby TOTAL acquired  
a 25% share in Chesapeake’s Barnett shale gas portfolio located  
in the United States (State of Texas). The acquisition cost of  
these assets amounted to 1,562 million and it represented the  
value of mineral interests that have been recognized as intangible  
assets in the consolidated balance sheet for 1,449 million and  
the value of tangible assets that have been recognized in the  
consolidated balance sheet for 113 million. As no cash  
payment has occurred in 2009, a corresponding debt has been  
recognized in the sections “Provisions and other non-current  
liabilities” and “Other creditors and accrued liabilities” for  
818 million and 744 million respectively.  
st  
since October 1 , 2010. The shareholder pact calls for joint  
governance as well as operating independence for the new  
entity. TOTAL’s interest in TotalErg is 49% and is accounted  
for by the equity method (see Note 12 to the Consolidated  
Financial Statements).  
Chemicals  
TOTAL closed on April 1, 2010 the sale of its consumer specialty  
chemicals business, Mapa Spontex, to U.S.-based Jarden  
Corporation for an enterprise value of 335 million.  
Corporate  
• Corporate  
On March 24, 2010, TOTAL S.A. filed a public tender offer  
followed by a squeeze out with the French Autorité des Marchés  
Financiers (AMF) in order to buy the 1,468,725 Elf Aquitaine  
shares that it did not already hold, representing 0.52% of Elf  
– During 2009, TOTAL progressively sold 3.99% of Sanofi-Aventis’  
share capital, thus reducing its interest to 7.39%. Sanofi-Aventis  
is accounted for by the equity method in TOTAL’s Consolidated  
Financial Statements for the year ended December 31, 2009.  
196  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
4) Business segment information  
Financial information by business segment is reported in accordance  
with the internal reporting system and shows internal segment  
information that is used to manage and measure the performance of  
TOTAL. The Group’s activities are conducted through three business  
segments:  
The operational profit and assets are broken down by business  
segment prior to the consolidation and inter-segment adjustments.  
Sales prices between business segments approximate market prices.  
Furthermore, the Group announced in October 2011 a plan of  
reorganization of its business segments Downstream and  
Chemicals. The consultation and notification process towards  
employee representatives is finished and this reorganization  
the Upstream segment includes the activities of the  
Exploration & Production division and the Gas & Power division;  
st  
the Downstream segment includes activities of the  
became effective as of January 1 , 2012.  
Refining & Marketing division and the Trading & Shipping division;  
and  
This plan changed the organization through the creation of:  
a Refining & Chemicals segment that is a major production hub  
combining TOTAL’s refining, petrochemicals, fertilizers and  
specialty chemicals operations. This segment also includes  
Trading & Shipping activities;  
the Chemicals segment includes Base Chemicals and  
Specialties.  
The Corporate segment includes the operating and financial  
activities of the holding companies (including the investment  
in Sanofi).  
a Supply & Marketing segment that is dedicated to the global  
supply and marketing of petroleum products.  
Registration Document 2011. TOTAL  
197  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
A) Information by business segment  
For the year ended December 31, 2011  
(M)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Non-Group sales  
Intersegment sales  
Excise taxes  
23,298  
27,301  
-
141,907  
5,983  
(18,143)  
19,477  
1,234  
-
11  
185  
-
-
(34,703)  
-
184,693  
-
(18,143)  
Revenues from sales  
50,599  
129,747  
20,711  
196  
(34,703)  
166,550  
Operating expenses  
(23,079)  
(126,145)  
(19,566)  
(667)  
34,703 (134,754)  
Depreciation, depletion and amortization  
of tangible assets and mineral interests  
(5,076)  
(1,908)  
(487)  
(35)  
-
(7,506)  
Operating income  
22,444  
1,694  
658  
(506)  
-
-
-
24,290  
Equity in income (loss) of affiliates and other items  
Tax on net operating income  
1,596  
(13,506)  
401  
(409)  
471  
(225)  
336  
(38)  
-
-
2,804  
(14,178)  
Net operating income  
10,534  
1,686  
904  
(208)  
12,916  
Net cost of net debt  
Non-controlling interests  
-
-
-
-
-
-
-
-
-
-
(335)  
(305)  
Net income  
-
-
-
-
12,276  
For the year ended December 31, 2011  
(a)  
(
adjustments )  
(M)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Non-Group sales  
Intersegment sales  
Excise taxes  
45  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
45  
-
-
Revenues from sales  
45  
-
-
-
-
45  
Operating expenses  
Depreciation, depletion and amortization  
of tangible assets and mineral interests  
-
1,156  
(33)  
-
-
-
-
1,123  
(75)  
(700)  
(6)  
(781)  
Operating income(b)  
(30)  
456  
(39)  
-
-
-
-
387  
Equity in income (loss) of affiliates and other items  
Tax on net operating income  
191  
(32)  
256  
(109)  
209  
(41)  
90  
(80)  
-
-
746  
(262)  
Net operating income(b)  
129  
603  
129  
10  
871  
Net cost of net debt  
Non-controlling interests  
-
-
-
-
-
-
-
-
-
-
-
(19)  
Net income  
-
-
-
-
852  
st  
(
a) Adjustments include special items, inventory valuation effect and, as from January 1 , 2011, the effect of changes in fair value.  
(b) Of which inventory valuation effect  
Upstream  
Downstream  
Chemicals  
Corporate  
-
-
on operating income  
on net operating income  
-
-
1,224  
859  
(9)  
10  
-
-
198  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
For the year ended December 31, 2011 (adjusted)  
(
M)(a)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Non-Group sales  
Intersegment sales  
Excise taxes  
23,253  
27,301  
-
141,907  
5,983  
(18,143)  
19,477  
1,234  
-
11  
185  
-
-
(34,703)  
-
184,648  
-
(18,143)  
Revenues from sales  
50,554  
129,747  
20,711  
196  
(34,703)  
166,505  
Operating expenses  
(23,079)  
(127,301)  
(19,533)  
(667)  
34,703 (135,877)  
Depreciation, depletion and amortization  
of tangible assets and mineral interests  
(5,001)  
(1,208)  
(481)  
(35)  
-
(6,725)  
Adjusted operating income  
22,474  
1,238  
697  
(506)  
-
-
23,903  
Equity in income (loss) of affiliates and other items  
Tax on net operating income  
1,405  
(13,474)  
145  
(300)  
262  
(184)  
246  
42  
-
-
2,058  
(13,916)  
Adjusted net operating income  
10,405  
1,083  
775  
(218)  
12,045  
Net cost of net debt  
Non-controlling interests  
-
-
-
-
-
-
-
-
-
-
(335)  
(286)  
Adjusted net income  
-
-
-
-
-
-
-
-
-
-
11,424  
5.06  
Adjusted fully-diluted earnings per share ()  
(a) Except for earnings per share.  
For the year ended December 31, 2011  
(M)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Total expenditures  
Total divestments  
Cash flow from operating activities  
21,689  
2,656  
17,054  
1,870  
3,235  
2,165  
847  
1,164  
512  
135  
1,523  
(195)  
-
-
-
24,541  
8,578  
19,536  
Balance sheet as of December 31, 2011  
Property, plant and equipment, intangible assets, net  
Investments in equity affiliates  
Loans to equity affiliates and other non-current assets  
Working capital  
64,069  
8,932  
4,793  
1,240  
(20,095)  
-
7,918  
699  
1,749  
9,627  
(2,577)  
-
4,638  
1,118  
1,144  
2,585  
(1,593)  
-
245  
-
3,105  
(1,374)  
(1,136)  
-
-
-
-
-
-
-
76,870  
10,749  
10,791  
12,078  
(25,401)  
-
Provisions and other non-current liabilities  
Assets and liabilities classified as held for sale  
Capital Employed (balance sheet)  
Less inventory valuation effect  
58,939  
-
17,416  
(3,615)  
13,801  
7%  
7,892  
(419)  
7,473  
10%  
840  
13  
853  
-
-
85,087  
(4,021)  
81,066  
16%  
-
Capital Employed (Business segment information)  
ROACE as a percentage  
58,939  
20%  
-
-
Registration Document 2011. TOTAL  
199  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
For the year ended December 31, 2010  
(M)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Non-Group sales  
Intersegment sales  
Excise taxes  
18,527  
22,540  
-
123,245  
4,693  
(18,793)  
17,490  
981  
-
7
186  
-
-
(28,400)  
-
159,269  
-
(18,793)  
Revenues from sales  
41,067  
109,145  
18,471  
193  
(28,400)  
140,476  
Operating expenses  
(18,271)  
(105,660)  
(16,974)  
(665)  
28,400 (113,170)  
Depreciation, depletion and amortization  
of tangible assets and mineral interests  
(5,346)  
(2,503)  
(533)  
(39)  
-
(8,421)  
Operating income  
17,450  
982  
964  
(511)  
-
-
-
18,885  
Equity in income (loss) of affiliates and other items  
Tax on net operating income  
1,533  
(10,131)  
141  
(201)  
215  
(267)  
595  
263  
-
-
2,484  
(10,336)  
Net operating income  
8,852  
922  
912  
347  
11,033  
Net cost of net debt  
Non-controlling interests  
-
-
-
-
-
-
-
-
-
-
(226)  
(236)  
Net income  
-
-
-
-
10,571  
For the year ended December 31, 2010  
(a)  
(
adjustments )  
(M)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Non-Group sales  
Intersegment sales  
Excise taxes  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Revenues from sales  
-
-
-
-
-
-
Operating expenses  
Depreciation, depletion and amortization  
of tangible assets and mineral interests  
-
923  
92  
-
-
-
-
1,015  
(203)  
(1,192)  
(21)  
(1,416)  
Operating income(b)  
(203)  
(269)  
71  
-
-
-
-
(401)  
Equity in income (loss) of affiliates and other items(c)  
Tax on net operating income  
183  
275  
(126)  
149  
(16)  
-
227  
(6)  
-
-
268  
418  
Net operating income(b)  
255  
(246)  
55  
221  
285  
Net cost of net debt  
Non-controlling interests  
-
-
-
-
-
-
-
-
-
-
-
(2)  
Net income  
-
-
-
-
283  
(a) Adjustments include special items, inventory valuation effect and, until June 30, 2010, equity share of adjustments related to Sanofi.  
(b) Of which inventory valuation effect  
Upstream  
Downstream  
Chemicals  
Corporate  
-
-
on operating income  
on net operating income  
-
-
863  
640  
130  
113  
-
-
(c) Of which equity share of adjustments related to Sanofi  
-
-
-
(81)  
200  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
For the year ended December 31, 2010 (adjusted)  
(
M)(a)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Non-Group sales  
Intersegment sales  
Excise taxes  
18,527  
22,540  
-
123,245  
4,693  
(18,793)  
17,490  
981  
-
7
186  
-
-
(28,400)  
-
159,269  
-
(18,793)  
Revenues from sales  
41,067  
109,145  
18,471  
193  
(28,400)  
140,476  
Operating expenses  
(18,271)  
(106,583)  
(17,066)  
(665)  
28,400 (114,185)  
Depreciation, depletion and amortization  
of tangible assets and mineral interests  
(5,143)  
(1,311)  
(512)  
(39)  
-
(7,005)  
Adjusted operating income  
17,653  
1,251  
893  
(511)  
-
-
19,286  
Equity in income (loss) of affiliates and other items  
Tax on net operating income  
1,350  
(10,406)  
267  
(350)  
231  
(267)  
368  
269  
-
-
2,216  
(10,754)  
Adjusted net operating income  
8,597  
1,168  
857  
126  
10,748  
Net cost of net debt  
Non-controlling interests  
-
-
-
-
-
-
-
-
-
-
(226)  
(234)  
Adjusted net income  
-
-
-
-
-
-
-
-
-
-
10,288  
4.58  
Adjusted fully-diluted earnings per share ()  
(a) Except for earnings per share.  
For the year ended December 31, 2010  
(M)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Total expenditures  
Total divestments  
Cash flow from operating activities  
13,208  
2,067  
15,573  
2,343  
499  
1,441  
641  
347  
934  
81  
1,403  
545  
-
-
-
16,273  
4,316  
18,493  
Balance sheet as of December 31, 2010  
Property, plant and equipment, intangible assets, net  
Investments in equity affiliates  
Loans to equity affiliates and other non-current assets  
Working capital  
50,565  
5,002  
4,184  
(363)  
(16,076)  
660  
8,675  
2,782  
1,366  
9,154  
(2,328)  
-
4,388  
1,349  
979  
2,223  
(1,631)  
413  
253  
-
4,099  
(211)  
(1,181)  
-
-
-
-
-
-
-
63,881  
9,133  
10,628  
10,803  
(21,216)  
1,073  
Provisions and other non-current liabilities  
Assets and liabilities classified as held for sale  
Capital Employed (balance sheet)  
Less inventory valuation effect  
43,972  
-
19,649  
(4,088)  
15,561  
8%  
7,721  
(409)  
7,312  
12%  
2,960  
1,061  
4,021  
-
-
74,302  
(3,436)  
70,866  
16%  
-
Capital Employed (Business segment information)  
ROACE as a percentage  
43,972  
21%  
-
-
Registration Document 2011. TOTAL  
201  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
For the year ended December 31, 2009  
(M)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Non-Group sales  
Intersegment sales  
Excise taxes  
16,072  
15,958  
-
100,518  
3,786  
(19,174)  
14,726  
735  
-
11  
156  
-
-
(20,635)  
-
131,327  
-
(19,174)  
Revenues from sales  
32,030  
85,130  
15,461  
167  
(20,635)  
112,153  
Operating expenses  
(14,752)  
(81,281)  
(14,293)  
(656)  
20,635  
(90,347)  
Depreciation, depletion and amortization  
of tangible assets and mineral interests  
(4,420)  
(1,612)  
(615)  
(35)  
-
(6,682)  
Operating income  
12,858  
2,237  
553  
(524)  
-
15,124  
Equity in income (loss) of affiliates and other items  
Tax on net operating income  
846  
(7,486)  
169  
(633)  
(58)  
(92)  
697  
326  
-
-
1,654  
(7,885)  
Net operating income  
6,218  
1,773  
403  
499  
-
8,893  
Net cost of net debt  
Non-controlling interests  
-
-
-
-
-
-
-
-
-
-
(264)  
(182)  
Net income  
-
-
-
-
-
8,447  
For the year ended December 31, 2009  
(a)  
(
adjustments )  
(M)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Non-Group sales  
Intersegment sales  
Excise taxes  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Revenues from sales  
-
-
-
-
-
-
Operating expenses  
Depreciation, depletion and amortization  
of tangible assets and mineral interests  
(17)  
1,558  
344  
-
-
-
-
1,885  
(4)  
(347)  
(40)  
(391)  
Operating income(b)  
(21)  
1,211  
304  
-
-
-
-
1,494  
Equity in income (loss) of affiliates and other items(c)  
Tax on net operating income  
(160)  
17  
22  
(413)  
(123)  
(50)  
(117)  
(3)  
-
-
(378)  
(449)  
Net operating income(b)  
(164)  
820  
131  
(120)  
667  
Net cost of net debt  
Non-controlling interests  
-
-
-
-
-
-
-
-
-
-
-
(4)  
Net income  
-
-
-
-
663  
(a) Adjustments include special items, inventory valuation effect and equity share of adjustments related to Sanofi.  
(b) Of which inventory valuation effect  
Upstream  
Downstream  
Chemicals  
Corporate  
-
-
on operating income  
on net operating income  
-
-
1,816  
1,285  
389  
254  
-
-
(c) Of which equity share of adjustments related to Sanofi  
-
-
-
(300)  
202  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
For the year ended December 31, 2009 (adjusted)  
(
M)(a)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Non-Group sales  
Intersegment sales  
Excise taxes  
16,072  
15,958  
-
100,518  
3,786  
(19,174)  
14,726  
735  
-
11  
156  
-
-
(20,635)  
-
131,327  
-
(19,174)  
Revenues from sales  
32,030  
85,130  
15,461  
167  
(20,635)  
112,153  
Operating expenses  
(14,735)  
(82,839)  
(14,637)  
(656)  
20,635  
(92,232)  
Depreciation, depletion and amortization  
of tangible assets and mineral interests  
(4,416)  
(1,265)  
(575)  
(35)  
-
(6,291)  
Adjusted operating income  
12,879  
1,026  
249  
(524)  
-
13,630  
Equity in income (loss) of affiliates and other items  
Tax on net operating income  
1,006  
(7,503)  
147  
(220)  
65  
(42)  
814  
329  
-
-
2,032  
(7,436)  
Adjusted net operating income  
6,382  
953  
272  
619  
-
8,226  
Net cost of net debt  
Non-controlling interests  
-
-
-
-
-
-
-
-
-
-
(264)  
(178)  
Adjusted net income  
-
-
-
-
-
-
-
-
-
-
7,784  
3.48  
Adjusted fully-diluted earnings per share ()  
(a) Except for earnings per share.  
For the year ended December 31, 2009  
(M)  
Upstream Downstream Chemicals  
Corporate Intercompany  
Total  
Total expenditures  
Total divestments  
Cash flow from operating activities  
9,855  
398  
10,200  
2,771  
133  
1,164  
631  
47  
1,082  
92  
2,503  
(86)  
-
-
-
13,349  
3,081  
12,360  
Balance sheet as of December 31, 2009  
Property, plant and equipment, intangible assets, net  
Investments in equity affiliates  
Loans to equity affiliates and other non-current assets  
Working capital  
43,997  
4,260  
3,844  
660  
(15,364)  
-
9,588  
2,110  
1,369  
7,624  
(2,190)  
-
5,248  
652  
850  
2,151  
(1,721)  
-
271  
4,235  
547  
58  
(1,094)  
-
-
-
-
-
-
-
59,104  
11,257  
6,610  
10,493  
(20,369)  
-
Provisions and other non-current liabilities  
Assets and liabilities classified as held for sale  
Capital Employed (balance sheet)  
Less inventory valuation effect  
37,397  
-
18,501  
(3,202)  
15,299  
7%  
7,180  
(282)  
6,898  
4%  
4,017  
840  
4,857  
-
-
67,095  
(2,644)  
64,451  
13%  
-
Capital Employed (Business segment information)  
ROACE as a percentage  
37,397  
18%  
-
-
Registration Document 2011. TOTAL  
203  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
B) ROE (Return on Equity)  
The Group evaluates the return on equity as the ratio of adjusted consolidated net income to average adjusted shareholders’ equity between  
the beginning and the end of the period. Thus, adjusted shareholders’ equity for the year ended December 31, 2011 is calculated after  
payment of a dividend of 2.28 per share, subject to approval by the shareholders’ meeting on May 11, 2012.  
The ROE is calculated as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Adjusted net income - Group share  
Adjusted non-controlling interests  
11,424  
286  
10,288  
234  
7,784  
178  
Adjusted consolidated net income  
11,710  
10,522  
7,962  
Shareholders' equity - Group share  
Distribution of the income based on existing shares at the closing date  
Non-controlling interests  
68,037  
(1,255)  
1,352  
60,414  
(2,553)  
857  
52,552  
(2,546)  
987  
Adjusted shareholders' equity(a)  
ROE  
68,134  
18%  
58,718  
19%  
50,993  
16%  
(a) Adjusted shareholders' equity as of December 31, 2008 amounted to 47,410 million.  
C) Reconciliation of the information by business segment with consolidated financial statements  
The table below presents the impact of adjustment items on the Consolidated Statement of Income:  
For the year ended December 31, 2011  
Adjusted Adjustments(a)  
Consolidated  
statement  
(M)  
of income  
Sales  
Excise taxes  
Revenues from sales  
184,648  
(18,143)  
166,505  
45  
-
45  
184,693  
(18,143)  
166,550  
Purchases, net of inventory variation  
Other operating expenses  
Exploration costs  
Depreciation, depletion and amortization of tangible assets and mineral interests  
Other income  
Other expense  
(115,107)  
(19,751)  
(1,019)  
(6,725)  
430  
1,215  
(92)  
(113,892)  
(19,843)  
(1,019)  
(7,506)  
1,946  
-
(781)  
1,516  
(711)  
(536)  
(1,247)  
Financial interest on debt  
Financial income from marketable securities & cash equivalents  
Cost of net debt  
(713)  
273  
(440)  
-
-
-
(713)  
273  
(440)  
Other financial income  
Other financial expense  
609  
(429)  
-
-
609  
(429)  
Equity in income (loss) of affiliates  
Income taxes  
1,984  
(13,811)  
11,710  
(59)  
(262)  
871  
1,925  
(14,073)  
12,581  
Consolidated net income  
Group share  
Non-controlling interests  
11,424  
286  
852  
19  
12,276  
305  
st  
(
a) Adjustments include special items, inventory valuation effect and, as from January 1 , 2011, the effect of changes in fair value.  
204  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
For the year ended December 31, 2010  
Adjusted Adjustments(a)  
Consolidated  
statement  
(M)  
of income  
Sales  
Excise taxes  
Revenues from sales  
159,269  
(18,793)  
140,476  
-
-
-
159,269  
(18,793)  
140,476  
Purchases, net of inventory variation  
Other operating expenses  
Exploration costs  
(94,286)  
(19,035)  
(864)  
1,115  
(100)  
-
(93,171)  
(19,135)  
(864)  
Depreciation, depletion and amortization of tangible assets and mineral interests  
Other income  
Other expense  
(7,005)  
524  
(346)  
(1,416)  
872  
(554)  
(8,421)  
1,396  
(900)  
Financial interest on debt  
Financial income from marketable securities & cash equivalents  
Cost of net debt  
(465)  
131  
(334)  
-
-
-
(465)  
131  
(334)  
Other financial income  
Other financial expense  
442  
(407)  
-
-
442  
(407)  
Equity in income (loss) of affiliates  
Income taxes  
2,003  
(10,646)  
10,522  
(50)  
418  
285  
1,953  
(10,228)  
10,807  
Consolidated net income  
Group share  
Non-controlling interests  
10,288  
234  
283  
2
10,571  
236  
(a) Adjustments include special items, inventory valuation effect and, until June 30, 2010, equity share of adjustments related to Sanofi.  
For the year ended December 31, 2009  
Adjusted Adjustments(a)  
Consolidated  
statement  
(M)  
of income  
Sales  
Excise taxes  
Revenues from sales  
131,327  
(19,174)  
112,153  
-
-
-
131,327  
(19,174)  
112,153  
Purchases, net of inventory variation  
Other operating expenses  
Exploration costs  
(73,263)  
(18,271)  
(698)  
2,205  
(320)  
-
(71,058)  
(18,591)  
(698)  
Depreciation, depletion and amortization of tangible assets and mineral interests  
Other income  
Other expense  
(6,291)  
131  
(315)  
(391)  
183  
(285)  
(6,682)  
314  
(600)  
Financial interest on debt  
Financial income from marketable securities & cash equivalents  
Cost of net debt  
(530)  
132  
(398)  
-
-
-
(530)  
132  
(398)  
Other financial income  
Other financial expense  
643  
(345)  
-
-
643  
(345)  
Equity in income (loss) of affiliates  
Income taxes  
1,918  
(7,302)  
7,962  
(276)  
(449)  
667  
1,642  
(7,751)  
8,629  
Consolidated net income  
Group share  
Non-controlling interests  
7,784  
178  
663  
4
8,447  
182  
(a) Adjustments include special items, inventory valuation effect and equity share of adjustments related to Sanofi.  
Registration Document 2011. TOTAL  
205  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
D) Adjustment items by business segment  
The adjustment items for income as per Note 2 to the Consolidated Financial Statements are detailed as follows:  
Adjustments to operating income  
For the year ended December 31, 2011  
(M)  
Upstream Downstream Chemicals  
Corporate  
Total  
Inventory valuation effect  
Effect of changes in fair value  
Restructuring charges  
Asset impairment charges  
Other items  
-
45  
-
(75)  
-
1,224  
-
(9)  
-
-
(6)  
(24)  
-
-
-
-
-
1,215  
45  
-
-
(700)  
(68)  
(781)  
(92)  
Total  
(30)  
456  
(39)  
-
387  
Adjustments to net income, Group share  
For the year ended December 31, 2011  
(M)  
Upstream Downstream Chemicals  
Corporate  
Total  
Inventory valuation effect  
Effect of changes in fair value  
Restructuring charges  
Asset impairment charges  
Gains (losses) on disposals of assets  
Other items  
-
32  
-
(531)  
843  
(202)  
824  
-
(113)  
(478)  
412  
(74)  
10  
-
(9)  
(5)  
209  
(76)  
-
-
-
834  
32  
(122)  
(1,014)  
1,538  
(416)  
-
74  
(64)  
Total  
142  
571  
129  
10  
852  
Adjustments to operating income  
For the year ended December 31, 2010  
(M)  
Upstream Downstream Chemicals  
Corporate  
Total  
Inventory valuation effect  
Restructuring charges  
Asset impairment charges  
Other items  
-
863  
-
(1,192)  
60  
130  
-
(21)  
(38)  
-
-
-
-
993  
-
(1,416)  
22  
-
(203)  
-
Total  
(203)  
(269)  
71  
-
(401)  
Adjustments to net income, Group share  
For the year ended December 31, 2010  
(M)  
Upstream Downstream Chemicals  
Corporate  
Total  
Inventory valuation effect  
TOTAL’s equity share of adjustments related to Sanofi  
Restructuring charges  
Asset impairment charges  
Gains (losses) on disposals of assets  
Other items  
-
-
-
635  
-
(12)  
(913)  
122  
(83)  
113  
-
(41)  
(14)  
33  
-
(81)  
-
748  
(81)  
(53)  
(297)  
589  
(37)  
-
(1,224)  
1,046  
(153)  
302  
-
(33)  
Total  
255  
(251)  
58  
221  
283  
Adjustments to operating income  
For the year ended December 31, 2009  
(M)  
Upstream Downstream Chemicals  
Corporate  
Total  
Inventory valuation effect  
Restructuring charges  
Asset impairment charges  
Other items  
-
-
(4)  
1,816  
-
(347)  
(258)  
389  
-
(40)  
(45)  
-
-
-
-
2,205  
-
(391)  
(320)  
(17)  
Total  
(21)  
1,211  
304  
-
1,494  
206  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
Adjustments to net income, Group share  
For the year ended December 31, 2009  
(M)  
Upstream Downstream Chemicals  
Corporate  
Total  
Inventory valuation effect  
TOTAL’s equity share of adjustments related to Sanofi  
Restructuring charges  
Asset impairment charges  
Gains (losses) on disposals of assets  
Other items  
-
-
-
1,279  
-
(27)  
(253)  
-
254  
-
1,533  
(300)  
(129)  
(333)  
179  
-
(102)  
(28)  
-
(300)  
-
-
(52)  
-
(112)  
179  
-
(182)  
7
(287)  
Total  
(164)  
817  
131  
(121)  
663  
E) Additional information on impairments  
December 31, 2011, the Group has recognized impairments with  
an impact of 75 million in operating income and 531 million in  
net income, Group share. A 10% decrease in hydrocarbons prices  
would not lead to additional impairment losses. In 2011, impairment  
losses accounted for mainly include the impairment of the whole  
goodwill arising from the acquisition of SunPower for 383 million.  
Indeed, the stress on public debt markets of some European states  
during the second half of 2011, successive austerity plans adopted  
by these states and their impact on financial incentives specific to  
the solar industry have greatly worsened the financial situation and  
forecasts of future cash flows of the solar industry companies,  
including SunPower. The market capitalization of these companies  
fell sharply in 2011, thus the share price of SunPower as of  
December 31, 2011 stood at $6.23 per share, down 73%  
In the Upstream, Downstream and Chemicals segments,  
impairments of assets have been recognized for the year ended  
December 31, 2011, with an impact of 781 million in operating  
income and 1,014 million in net income, Group share. These  
impairments have been disclosed as adjustments to operating  
income and adjustments to net income, Group share. These items  
are identified in paragraph 4D above as adjustment items with the  
heading “Asset impairment charges”.  
The impairment losses impact certain Cash Generating Units (CGU)  
for which there were indications of impairment, due mainly to  
changes in the operating conditions or the economic environment  
of their specific businesses.  
compared to the share price at the acquisition date.  
The principles applied are the following:  
The CGUs of the Downstream segment are affiliates or groups of  
affiliates (or industrial assets) organized mostly by country for the  
refining activities and by relevant geographical area for the  
the recoverable amount of CGUs has been based on their value  
in use, as defined in Note 1 paragraph L to the Consolidated  
Financial Statements “Impairment of long-lived assets”;  
marketing activities. For the refining activities, the unfavorable  
trends observed in 2010 have continued in 2011, with a worldwide  
context of surplus in refining capacities compared to the demand  
for petroleum products. This surplus is still based in Europe with a  
falling demand, whereas the emerging countries (Middle East and  
Asia) report a strong growth in the consumption of petroleum  
products. In this persistent context of deteriorated margins, the  
refining CGUs in France and in the United Kingdom have suffered  
substantial operating losses despite the constant efforts to improve  
operations. This situation, coupled with less favorable outlooks, led  
the Group to recognize impairments within the CGUs Refining  
France and United Kingdom with an impact of 700 million in  
operating income and 478 million in net income, Group share.  
A variation of +5% of projections of gross margin in identical  
operating conditions would have a positive impact of 676 million  
in operating income and 443 million in net income, Group share.  
A variation of(1)% of the discount rate would have a positive impact  
of 335 million in operating income and 219 million in net income,  
Group share. Inverse variations of projections of gross margin and  
discount rate would have impacts of respectively (683) million and  
future cash flows have been determined with the assumptions  
in the long-term plan of the Group. These assumptions (including  
future prices of products, supply and demand for products,  
future production volumes) represent the best estimate by  
management of the Group of all economic conditions during  
the remaining life of assets;  
future cash flows, based on the long-term plan, are prepared  
over a period consistent with the life of the assets within the CGU.  
They are prepared post-tax and include specific risks attached to  
CGU assets. They are discounted using a 8% post-tax discount  
rate, this rate being a weighted-average capital cost estimated  
from historical market data. This rate has been applied  
consistently for the years ending in 2009, 2010 and 2011.  
SunPower is a CGU acquired in 2011 for which specific  
assumptions were applied because of its own financing and its  
listing on Nasdaq. Thus, future cash flows of this CGU have been  
discounted using a 14% post-tax discount rate, corresponding  
to the weighted-average capital cost of this CGU.  
(249) million in operating income and (448) million and  
(164) million in net income, Group share.  
value in use calculated by discounting the above post-tax cash  
flows using a 8% post-tax discount rate is not materially different  
from value in use calculated by discounting pre-tax cash flows  
using a pre-tax discount rate determined by an iterative  
computation from the post-tax value in use. These pre-tax  
discount rates are in a range from 10% to 13% in 2011.  
SunPower’s pre-tax discount rate is 16%.  
The CGUs of the Chemicals segment are worldwide business units,  
including activities or products with common strategic, commercial  
and industrial characteristics. The different scenarios of sensitivity  
would not lead to additional impairment losses.  
For the year ended December 31, 2010, impairments of assets  
have been recognized in the Upstream, Downstream and  
Chemicals segments with an impact of 1,416 million in operating  
income and 1,224 million in net income, Group share. These  
The CGUs of the Upstream segment affected by these impairments  
are oil fields, assets in solar energy and investments in associates  
accounted for by the equity method. For the year ended  
Registration Document 2011. TOTAL  
207  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
impairments have been disclosed as adjustments to operating  
income and adjustments to net income, Group share.  
These impairments have been disclosed as adjustments to  
operating income for 391 million and adjustments to net income,  
Group share for 333 million.  
For the year ended December 31, 2009, impairments of assets  
have been recognized in the Upstream, Downstream and  
Chemicals segments with an impact of 413 million in operating  
income and 382 million in net income, Group share.  
For the years ended December 31, 2011, 2010 and 2009,  
no reversal of impairment has been recognized.  
5) Information by geographical area  
(M)  
France  
Rest  
North  
Africa  
Rest of  
Total  
of Europe  
America  
the world  
For the year ended December 31, 2011  
Non-Group sales  
Property, plant and equipment, intangible assets, net  
Capital expenditures  
42,626  
5,637  
1,530  
81,453  
15,576  
3,802  
15,917  
14,518  
5,245  
15,077  
23,546  
5,264  
29,620  
17,593  
8,700  
184,693  
76,870  
24,541  
For the year ended December 31, 2010  
Non-Group sales  
Property, plant and equipment, intangible assets, net  
Capital expenditures  
36,820  
5,666  
1,062  
72,636  
14,568  
2,629  
12,432  
9,584  
3,626  
12,561  
20,166  
4,855  
24,820  
13,897  
4,101  
159,269  
63,881  
16,273  
For the year ended December 31, 2009  
Non-Group sales  
Property, plant and equipment, intangible assets, net  
Capital expenditures  
32,437  
6,973  
1,189  
60,140  
15,218  
2,502  
9,515  
8,112  
1,739  
9,808  
17,312  
4,651  
19,427  
11,489  
3,268  
131,327  
59,104  
13,349  
6) Operating expenses  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Purchases, net of inventory variation(a)  
Exploration costs  
(113,892)(b)  
(1,019)  
(19,843)  
615  
(93,171)  
(864)  
(19,135)  
387  
(71,058)  
(698)  
(18,591)  
515  
Other operating expenses(c)  
of which non-current operating liabilities (allowances) reversals  
of which current operating liabilities (allowances) reversals  
(150)  
(101)  
(43)  
Operating expenses  
(134,754)  
(113,170)  
(90,347)  
(
a) Includes taxes paid on oil and gas production in the Upstream segment, namely royalties.  
(b) As of December 31, 2011, the Group valued under/over lifting at market value. The impact in operating expenses is 577 million and 103 million in net income, Group share as of  
December 31, 2011.  
(c) Principally composed of production and administrative costs (see in particular the payroll costs as detailed in Note 26 to the Consolidated Financial Statements “Payroll and staff”).  
208  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
7) Other income and other expense  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Gains (losses) on disposal of assets  
Foreign exchange gains  
Other  
1,650  
118  
178  
1,117  
-
279  
200  
-
114  
Other income  
1,946  
1,396  
314  
Foreign exchange losses  
Amortization of other intangible assets (excl. mineral interests)  
Other  
-
(592)  
(655)  
-
(267)  
(633)  
(32)  
(142)  
(426)  
Other expense  
(1,247)  
(900)  
(600)  
Other income  
Other expense  
In 2011, gains and losses on disposal of assets are mainly related  
to the sale of the interest in CEPSA, to the sale of assets in the  
Upstream segment (especially the sale of 10% Group’s interest in  
the Colombian pipeline OCENSA) and to the sale of photocure and  
coatings resins businesses. These disposals are described in  
Note 3 to the Consolidated Financial Statements.  
In 2011, the heading “Other” is mainly comprised of 243 million  
of restructuring charges in the Upstream, Downstream and  
Chemicals segments.  
In 2010, the heading “Other” was mainly comprised of  
248 million of restructuring charges in the Downstream  
and Chemicals segments.  
In 2010, gains and losses on disposal of assets were mainly related  
to sales of assets in the Upstream segment (sale of the interests in  
the Valhall and Hod fields in Norway and sale of the interest in  
Block 31 in Angola, see Note 3 to the Consolidated Financial  
Statements), as well as the change in the accounting treatment and  
the disposal of shares of Sanofi (see Note 3 to the Consolidated  
Financial Statements).  
In 2009, the heading “Other” was mainly comprised of 190 million  
of restructuring charges in the Downstream and Chemicals  
segments.  
In 2009, gains and losses on disposal of assets were mainly related  
to the disposal of shares of Sanofi.  
8) Other financial income and expense  
As of December 31,  
(M)  
2011  
2010  
2009  
Dividend income on non-consolidated subsidiaries  
Capitalized financial expenses  
Other  
330  
171  
108  
255  
113  
74  
210  
117  
316  
Other financial income  
609  
442  
643  
Accretion of asset retirement obligations  
Other  
(344)  
(85)  
(338)  
(69)  
(283)  
(62)  
Other financial expense  
(429)  
(407)  
(345)  
Registration Document 2011. TOTAL  
209  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
9) Income taxes  
Since 1966, the Group had been taxed in accordance with the  
consolidated income tax treatment approved on a three-year  
renewable basis by the French Ministry of Economy, Finance and  
Industry. The approval for the period 2008-2010 expired on  
December 31, 2010 and TOTAL S.A. announced in July 2011  
that it took the decision not to proceed with its initial application  
for the renewal of this agreement.  
No deferred tax is recognized for the temporary differences  
between the carrying amounts and tax bases of investments  
in foreign subsidiaries which are considered to be permanent  
investments. Undistributed earnings from foreign subsidiaries  
considered to be reinvested indefinitely amounted to  
27,444 million as of December 31, 2011. The determination of  
the tax effect relating to such reinvested income is not practicable.  
As a consequence, TOTAL S.A. is taxed in accordance with the  
common tax regime as from 2011. The exit of the consolidated  
income tax treatment has no significant impact, neither on the  
Group’s financial situation nor on the consolidated results.  
In addition, no deferred tax is recognized on unremitted earnings  
(approximately 22,585 million) of the Group’s French subsidiaries  
since the remittance of such earnings would be tax exempt for the  
subsidiaries in which the Company owns 95% or more of the  
outstanding shares.  
Income taxes are detailed as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Current income taxes  
Deferred income taxes  
(12,495)  
(1,578)  
(9,934)  
(294)  
(7,213)  
(538)  
Total income taxes  
(14,073)  
(10,228)  
(7,751)  
Before netting deferred tax assets and liabilities by fiscal entity, the components of deferred tax balances are as follows:  
As of December 31,  
(M)  
2011  
2010  
2009  
Net operating losses and tax carry forwards  
Employee benefits  
1,584  
621  
1,145  
535  
1,114  
517  
Other temporary non-deductible provisions  
3,521  
2,757  
2,184  
Gross deferred tax assets  
5,726  
4,437  
3,815  
Valuation allowance  
(667)  
(576)  
(484)  
Net deferred tax assets  
5,059  
3,861  
3,331  
Excess tax over book depreciation  
Other temporary tax deductions  
(12,831)  
(2,721)  
(10,966)  
(1,339)  
(9,791)  
(1,179)  
Gross deferred tax liability  
Net deferred tax liability  
(15,552)  
(10,493)  
(12,305)  
(8,444)  
(10,970)  
(7,639)  
Net operating losses and tax carry forwards only come from foreign subsidiaries.  
After netting deferred tax assets and liabilities by fiscal entity, deferred taxes are presented on the balance sheet as follows:  
As of December 31,  
(M)  
2011  
2010  
2009  
Deferred tax assets, non-current (note 14)  
Deferred tax assets, current (note 16)  
Deferred tax liabilities, non-current  
Deferred tax liabilities, current  
1,767  
1,378  
151  
(9,947)  
(26)  
1,164  
214  
(8,948)  
(69)  
-
(12,260)  
-
Net amount  
(10,493)  
(8,444)  
(7,639)  
210  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
The net deferred tax variation in the balance sheet is analyzed as follows:  
As of December 31,  
(M)  
2011  
2010  
2009  
Opening balance  
(8,444)  
(7,639)  
(6,857)  
Deferred tax on income  
(1,578)  
(55)  
(17)  
(399)  
(294)  
28  
(59)  
(480)  
(538)  
(38)  
(1)  
Deferred tax on shareholders’ equity(a)  
Changes in scope of consolidation  
Currency translation adjustment  
(205)  
Closing balance  
(10,493)  
(8,444)  
(7,639)  
(
a) This amount includes mainly current income taxes and deferred taxes for changes in fair value of listed securities classified as financial assets available for sale as well as deferred taxes  
related to the cash flow hedge (see Note 17 to the Consolidated Financial Statements).  
Reconciliation between provision for income taxes and pre-tax income  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Consolidated net income  
Provision for income taxes  
12,581  
14,073  
10,807  
10,228  
8,629  
7,751  
Pre-tax income  
26,654  
36.10%  
(9,622)  
21,035  
34.43%  
(7,242)  
16,380  
34.43%  
(5,640)  
French statutory tax rate  
Theoretical tax charge  
Difference between French and foreign income tax rates  
Tax effect of equity in income (loss) of affiliates  
Permanent differences  
Adjustments on prior years income taxes  
Adjustments on deferred tax related to changes in tax rates  
Changes in valuation allowance of deferred tax assets  
Other  
(5,740)  
695  
889  
(19)  
(201)  
(71)  
(4,921)  
672  
1,375  
(45)  
2
(3,214)  
565  
597  
(47)  
(1)  
(65)  
(4)  
(6)  
(5)  
(4)  
Net provision for income taxes  
(14,073)  
(10,228)  
(7,751)  
The French statutory tax rate includes the standard corporate tax rate (33.33%) and additional applicable taxes that bring the overall tax rate  
to 36.10% in 2011 (versus 34.43% in 2010 and 2009).  
Permanent differences are mainly due to impairment of goodwill and to dividends from non-consolidated companies as well as the specific  
taxation rules applicable to certain activities.  
Net operating losses and tax credit carryforwards  
Deferred tax assets related to net operating losses and tax carryforwards expire in the following years:  
As of December 31,  
2011  
Tax  
2010  
Tax  
2009  
Tax  
(M)  
Basis  
Basis  
Basis  
2
2
2
2
2
2
2
010  
011  
012  
013  
014(a)  
015(b)  
016 and after  
-
-
-
-
-
225  
177  
146  
1,807  
190  
-
-
110  
80  
59  
602  
62  
258  
170  
121  
133  
1,804  
-
126  
83  
52  
43  
599  
-
242  
171  
104  
8
2,095  
2,119  
115  
81  
47  
2
688  
651  
-
-
-
Unlimited  
774  
232  
661  
211  
Total  
4,739  
1,584  
3,319  
1,145  
3,147  
1,114  
(
(
a) Net operating losses and tax credit carryforwards in 2014 and after for 2009.  
b) Net operating losses and tax credit carryforwards in 2015 and after for 2010.  
Registration Document 2011. TOTAL  
211  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
10) Intangible assets  
As of December 31, 2011  
Cost  
Amortization  
Net  
(M)  
and impairment  
Goodwill  
1,903  
13,719  
3,377  
(993)  
(3,181)  
(2,412)  
910  
10,538  
965  
Proved and unproved mineral interests  
Other intangible assets  
Total intangible assets  
18,999  
Cost  
(6,586)  
12,413  
Net  
As of December 31, 2010  
Amortization  
(M)  
and impairment  
Goodwill  
1,498  
10,099  
2,803  
(596)  
(2,712)  
(2,175)  
902  
7,387  
628  
Proved and unproved mineral interests  
Other intangible assets  
Total intangible assets  
14,400  
Cost  
(5,483)  
8,917  
Net  
As of December 31, 2009  
Amortization  
(M)  
and impairment  
Goodwill  
1,776  
8,204  
2,712  
(614)  
(2,421)  
(2,143)  
1,162  
5,783  
569  
Proved and unproved mineral interests  
Other intangible assets  
Total intangible assets  
12,692  
(5,178)  
7,514  
Changes in net intangible assets are analyzed in the following table:  
(M)  
Net amount  
as of  
January 1,  
Acquisitions  
Disposals  
Amortization  
and impairment  
Currency  
translation  
adjustment  
Other  
Net amount  
as of  
December 31,  
2011  
8,917  
2,504  
(428)  
(991)  
358  
2,053  
12,413  
2
2
010  
009  
7,514  
5,341  
2,466  
629  
(62)  
(64)  
(553)  
(345)  
491  
2
(939)  
1,951  
8,917  
7,514  
In 2011, the heading “Other” mainly includes Chesapeake’s  
Barnett shale mineral interests reclassified into the acquisitions for  
In 2010, the heading “Other” mainly included Chesapeake’s Barnett  
shale mineral interests reclassified into the acquisitions for  
(975) million and the reclassification of Joslyn’s mineral interests in  
accordance with IFRS 5 “Non-current assets held for sale and  
discontinued operations” for (390) million, including the currency  
translation adjustment, partially compensated by the acquisition of  
UTS for 646 million (see Note 3 to the Consolidated Financial  
Statements).  
(649) million, the not yet paid part of the acquisition of  
Chesapeake’s mineral interests in Utica for 1,216 million, the  
reclassification of Joslyn’s mineral interests sold in 2011 and  
formerly classified in accordance with IFRS 5 “Non-current assets  
held for sale and discontinued operations” for 384 million, and  
697 million related to the acquisition of SunPower.  
In 2009, the heading “Other” mainly included Chesapeake’s Barnett  
shale mineral interests for 1,449 million (see Note 3 to the  
Consolidated Financial Statements).  
A summary of changes in the carrying amount of goodwill by business segment for the year ended December 31, 2011 is as follows:  
(M)  
Net goodwill  
as of  
January 1, 2011  
Increases  
Impairments  
Other  
Net goodwill  
as of  
December 31, 2011  
Upstream  
78  
82  
717  
25  
396  
-
23  
-
(383)  
(1)  
(4)  
(2)  
(12)  
(9)  
89  
69  
727  
25  
Downstream  
Chemicals  
Corporate  
-
-
Total  
902  
419  
(388)  
(23)  
910  
In 2011, impairments of goodwill in the Upstream segment amount to 383 million and correspond to the impairment of the whole goodwill  
arising from the acquisition of SunPower (see Note 4E to the Consolidated Financial Statements).  
212  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
11) Property, plant and equipment  
As of December 31, 2011  
Cost  
Depreciation  
Net  
(M)  
and impairment  
Upstream properties  
Proved properties  
Unproved properties  
Work in progress  
84,222  
209  
21,190  
(54,589)  
29,633  
209  
21,175  
-
(15)  
Subtotal  
105,621  
(54,604)  
51,017  
Other property, plant and equipment  
Land  
1,346  
25,838  
6,241  
1,534  
6,564  
(398)  
(18,349)  
(4,131)  
(306)  
948  
7,489  
2,110  
1,228  
1,665  
Machinery, plant and equipment (including transportation equipment)  
Buildings  
Work in progress  
Other  
(4,899)  
Subtotal  
41,523  
(28,083)  
(82,687)  
13,440  
64,457  
Total property, plant and equipment  
147,144  
As of December 31, 2010  
Cost  
Depreciation  
Net  
(M)  
and impairment  
Upstream properties  
Proved properties  
Unproved properties  
Work in progress  
77,183  
347  
14,712  
(50,582)  
(1)  
26,601  
346  
14,675  
(37)  
Subtotal  
92,242  
(50,620)  
41,622  
Other property, plant and equipment  
Land  
1,304  
23,831  
6,029  
2,350  
6,164  
(393)  
(17,010)  
(3,758)  
(488)  
911  
6,821  
2,271  
1,862  
1,477  
Machinery, plant and equipment (including transportation equipment)  
Buildings  
Work in progress  
Other  
(4,687)  
Subtotal  
39,678  
(26,336)  
(76,956)  
13,342  
54,964  
Total property, plant and equipment  
131,920  
As of December 31, 2009  
Cost  
Depreciation  
Net  
(M)  
and impairment  
Upstream properties  
Proved properties  
Unproved properties  
Work in progress  
71,082  
182  
10,351  
(44,718)  
(1)  
26,364  
181  
10,300  
(51)  
Subtotal  
81,615  
(44,770)  
36,845  
Other property, plant and equipment  
Land  
1,458  
22,927  
6,142  
2,774  
6,506  
(435)  
(15,900)  
(3,707)  
(155)  
1,023  
7,027  
2,435  
2,619  
1,641  
Machinery, plant and equipment (including transportation equipment)  
Buildings  
Work in progress  
Other  
(4,865)  
Subtotal  
39,807  
(25,062)  
(69,832)  
14,745  
51,590  
Total property, plant and equipment  
121,422  
Registration Document 2011. TOTAL  
213  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Changes in net property, plant and equipment are analyzed in the following table:  
(M)  
Net amount  
as of January 1,  
Acquisitions  
Disposals  
Depreciation  
and impairment  
Currency  
translation  
adjustment  
Other  
Net amount  
as of December 31,  
2011  
54,964  
15,443  
(1,489)  
(7,636)  
1,692  
1,483  
64,457  
2
2
010  
009  
51,590  
46,142  
11,346  
11,212  
(1,269)  
(65)  
(8,564)  
(6,765)  
2,974  
397  
(1,113)  
669  
54,964  
51,590  
In 2011, the heading “Disposals” mainly includes the impact of  
sales of assets in the Upstream segment (disposal of the interests  
in Gassled in Norway and in Joslyn’s field in Canada) and in the  
Downstream segment (disposal of Marketing assets in the United  
Kingdom) (see Note 3 to the Consolidated Financial Statements).  
In 2010, the heading “Depreciation and impairment” included the  
impact of impairments of assets recognized for 1,416 million (see  
Note 4D to the Consolidated Financial Statements).  
In 2010, the heading “Other” mainly corresponded to the change in  
the consolidation method of Samsung Total Petrochemicals (see  
Note 12 to the Consolidated Financial Statements) for  
(541) million and the reclassification for (537) million, including  
the currency translation adjustment, of property, plant and  
equipment related to Joslyn, Total E&P Cameroun, and resins  
businesses subject to a disposal project in accordance with IFRS 5  
In 2011, the heading “Depreciation and impairment” includes the  
impact of impairments of assets recognized for 781 million (see  
Note 4D to the Consolidated Financial Statements).  
In 2011, the heading “Other” corresponds to the increase of the  
asset for sites restitution for an amount of 653 million. It also  
includes 428 million related to the reclassification of tangible  
assets of Joslyn and resins businesses sold in 2011 and formerly  
classified in accordance with IFRS 5 "Non-current assets held for  
sale and discontinued operations”.  
Non-current assets held for sale and discontinued operations”,  
partially compensated by the acquisition of UTS for 217 million  
see Note 3 to the Consolidated Financial Statements).  
(
In 2009, the heading “Other” mainly included changes in net  
property, plant and equipment related to asset retirement  
obligations and Chesapeake’s Barnett shale tangible assets for  
In 2010, the heading “Disposals” mainly included the impact of  
sales of assets in the Upstream segment (sale of the interests in the  
Valhall and Hod fields in Norway and sale of the interest in Block 31  
in Angola, see Note 3 to the Consolidated Financial Statements).  
113 million (see Note 3 to the Consolidated Financial Statements).  
Property, plant and equipment presented above include the following amounts for facilities and equipment under finance leases that have  
been capitalized:  
As of December 31, 2011  
Cost  
Depreciation  
Net  
(M)  
and impairment  
Machinery, plant and equipment  
Buildings  
Other  
414  
54  
-
(284)  
(25)  
-
130  
29  
-
Total  
468  
(309)  
159  
Net  
As of December 31, 2010  
Cost  
Depreciation  
(M)  
and impairment  
Machinery, plant and equipment  
Buildings  
Other  
480  
54  
-
(332)  
(24)  
-
148  
30  
-
Total  
534  
(356)  
178  
Net  
As of December 31, 2009  
Cost  
Depreciation  
(M)  
and impairment  
Machinery, plant and equipment  
Buildings  
Other  
548  
60  
-
(343)  
(30)  
-
205  
30  
-
Total  
608  
(373)  
235  
214  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
12) Equity affiliates: investments and loans  
Equity value  
2011  
2010  
2009  
2011  
2010  
2009  
As of December 31,  
(M)  
% owned  
Equity value  
NLNG  
PetroCedeño - EM  
CEPSA (Upstream share)(d)  
Angola LNG Ltd.  
15.00%  
30.32%  
-
15.00%  
30.32%  
48.83%  
13.60%  
10.00%  
28.03%  
24.50%  
16.70%  
39.62%  
25.00%  
22.03%  
-
15.00%  
30.32%  
48.83%  
13.60%  
10.00%  
28.79%  
24.50%  
16.70%  
39.62%  
25.00%  
-
953  
1,233  
-
869  
97  
119  
208  
209  
169  
248  
79  
1,108  
1,136  
340  
710  
85  
125  
172  
184  
25  
1,136  
874  
385  
490  
83  
124  
118  
143  
(15)  
162  
-
13.60%  
10.00%  
27.60%  
24.50%  
16.70%  
39.62%  
25.00%  
21.37%  
14.09%  
-
Qatargas  
Société du Terminal Méthanier de Fos Cavaou  
Dolphin Energy Ltd. (Del) Abu Dhabi  
Qatar Liquefied Gas Company Limited II (Train B)  
Yemen LNG Co  
Shtokman Development AG  
AMYRIS(a)  
Novatek(e)  
214  
101  
-
-
-
3,368  
803  
-
Other  
-
724  
760  
Total associates  
8,355  
4,924  
4,260  
Yamal LNG(e)  
Ichthys LNG Ltd.(e)  
Other  
20.01%  
24.00%  
-
-
-
-
-
-
-
495  
82  
-
-
-
78  
-
-
-
Total jointly-controlled entities  
Total Upstream  
577  
8,932  
-
78  
5,002  
2,151  
-
4,260  
1,927  
CEPSA (Downstream share)(d)  
-
48.83%  
48.83%  
Saudi Aramco Total Refining & Petrochemicals  
(
Downstream share)  
37.50%  
-
37.50%  
-
37.50%  
-
112  
166  
47  
159  
60  
123  
Other  
Total associates  
278  
2,357  
2,110  
SARA(c)  
TotalErg(a)  
Other  
50.00%  
49.00%  
-
50.00%  
49.00%  
-
-
-
-
125  
296  
-
134  
289  
2
-
-
-
Total jointly-controlled entities  
Total Downstream  
421  
699  
425  
-
2,782  
2,110  
CEPSA (Chemicals share)(d)  
Qatar Petrochemical Company Ltd.  
Saudi Aramco Total Refining & Petrochemicals  
-
48.83%  
20.00%  
48.83%  
20.00%  
-
411  
221  
396  
205  
20.00%  
240  
(
Chemicals share)  
37.50%  
36.36%  
-
37.50%  
36.36%  
-
37.50%  
36.36%  
-
9
136  
27  
4
27  
41  
5
9
37  
Qatofin Company Limited  
Other  
Total associates  
412  
706  
706  
1,118  
-
704  
645  
645  
1,349  
-
652  
-
Samsung Total Petrochemicals(c)  
Total jointly-controlled entities  
Total Chemicals  
50.00%  
50.00%  
-
-
652  
Sanofi(b)  
-
-
7.39%  
4,235  
4,235  
-
Total associates  
-
-
Total jointly-controlled entities  
Total Corporate  
-
-
-
-
4,235  
11,257  
2,367  
13,624  
Total investments  
10,749  
2,246  
12,995  
9,133  
2,383  
11,516  
Loans  
Total investments and loans  
(
(
(
(
(
a) Investment accounted for by the equity method as from 2010.  
st  
b) End of the accounting for by the equity method of Sanofi as of July 1 , 2010 (see Note 3 to the Consolidated Financial Statements).  
st  
c) Change in the consolidation method as of January 1 , 2010.  
th  
d) Sale of CEPSA on July 29 , 2011.  
e) Investment accounted for by the equity method as from 2011.  
Registration Document 2011. TOTAL  
215  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Equity in income (loss)  
As of December 31,  
2011 2010  
For the year ended December 31,  
(M)  
2009  
2011  
2010  
2009  
%
owned  
Equity in income (loss)  
NLNG  
PetroCedeño - EM  
CEPSA (Upstream share)(d)  
Angola LNG Ltd.  
15.00%  
30.32%  
-
15.00%  
30.32%  
48.83%  
13.60%  
10.00%  
28.03%  
24.50%  
16.70%  
39.62%  
25.00%  
22.03%  
-
15.00%  
30.32%  
48.83%  
13.60%  
10.00%  
28.79%  
24.50%  
16.70%  
39.62%  
25.00%  
-
374  
55  
15  
6
196  
13  
131  
446  
130  
1
(23)  
24  
207  
195  
57  
8
136  
-
121  
288  
37  
(5)  
227  
166  
23  
9
114  
-
94  
8
34  
4
13.60%  
10.00%  
27.60%  
24.50%  
16.70%  
39.62%  
25.00%  
21.37%  
14.09%  
-
Qatargas  
Société du Terminal Méthanier de Fos Cavaou  
Dolphin Energy Ltd. (Del) Abu Dhabi  
Qatar Liquefied Gas Company Limited II (Train B)  
Yemen LNG Co  
Shtokman Development AG  
AMYRIS(a)  
Novatek(e)  
(3)  
-
140  
-
-
-
-
Other  
-
274  
180  
Total associates  
1,642  
1,181  
859  
Yamal LNG(e)  
Ichthys LNG Ltd.(e)  
Other  
20.01%  
24.00%  
-
-
-
-
-
-
-
-
(7)  
(56)  
-
-
6
-
-
-
Total jointly-controlled entities  
Total Upstream  
(63)  
1,579  
26  
6
1,187  
172  
-
859  
149  
CEPSA (Downstream share)(d)  
-
48.83%  
48.83%  
Saudi Aramco Total Refining & Petrochemicals  
(
Downstream share)  
37.50%  
-
37.50%  
-
37.50%  
-
(27)  
24  
(19)  
76  
(12)  
81  
Other  
Total associates  
23  
229  
218  
SARA(c)  
TotalErg(a)  
Other  
50.00%  
49.00%  
-
50.00%  
49.00%  
-
-
-
-
11  
7
1
31  
(11)  
2
-
-
-
Total jointly-controlled entities  
Total Downstream  
19  
42  
22  
-
251  
218  
CEPSA (Chemicals share)(d)  
Qatar Petrochemical Company Ltd.  
Saudi Aramco Total Refining & Petrochemicals  
-
48.83%  
20.00%  
48.83%  
20.00%  
19  
89  
78  
84  
10  
74  
20.00%  
(
Chemicals share)  
37.50%  
36.36%  
-
37.50%  
36.36%  
-
37.50%  
36.36%  
-
(3)  
98  
(13)  
(1)  
36  
5
(1)  
(5)  
1
Qatofin Company Limited  
Other  
Total associates  
190  
202  
104  
104  
306  
209  
209  
-
79  
-
Samsung Total Petrochemicals(c)  
Total jointly-controlled entities  
Total Chemicals  
50.00%  
50.00%  
-
114  
114  
-
304  
79  
Sanofi(b)  
-
-
7.39%  
-
486  
486  
-
Total associates  
-
Total jointly-controlled entities  
Total Corporate  
-
-
209  
1,953  
486  
1,642  
Total investments  
1,925  
(
(
(
(
(
a) Investment accounted for by the equity method as from 2010.  
st  
b) End of the accounting for by the equity method of Sanofi as of July 1 , 2010 (see Note 3 to the Consolidated Financial Statements).  
st  
c) Change in the consolidation method as of January 1 , 2010.  
th  
d) Sale of CEPSA on July 29 , 2011.  
e) Investment accounted for by the equity method as from 2011.  
The market value of the Group’s share in Novatek amounts to 4,034 million as of December 31, 2011 for an equity value of 3,368 million.  
216  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
In Group share, the main financial items of the equity affiliates are as follows:  
As of December 31, 2011  
2010  
2009  
(M)  
Associates  
Jointly-  
controlled  
entities  
Associates  
Jointly-  
controlled  
entities  
Associates  
Jointly-  
controlled  
entities  
Assets  
Shareholders’ equity  
Liabilities  
18,088  
9,045  
9,043  
3,679  
1,704  
1,975  
19,192  
7,985  
11,207  
2,770  
1,148  
1,622  
22,681  
11,257  
11,424  
-
-
-
For the year ended December 31,  
2011  
2010  
2009  
(M)  
Associates  
Jointly-  
controlled  
entities  
Associates  
Jointly-  
controlled  
entities  
Associates  
Jointly-  
controlled  
entities  
Revenues from sales  
Pre-tax income  
Income tax  
9,948  
2,449  
(594)  
5,631  
119  
(49)  
16,529  
2,389  
(568)  
2,575  
166  
(34)  
14,434  
2,168  
(526)  
-
-
-
Net income  
1,855  
70  
1,821  
132  
1,642  
-
13) Other investments  
The investments detailed below are classified as “Financial assets available for sale” (see Note 1 paragraph M(ii) to the Consolidated  
Financial Statements).  
As of December 31, 2011  
Carrying  
amount  
Unrealized gain  
(loss)  
Balance  
sheet value  
(M)  
Sanofi(a)  
2,100  
69  
-
351  
1
2,451  
70  
-
Areva(b)  
Arkema  
-
Chicago Mercantile Exchange Group  
Olympia Energy Fund - energy investment fund  
Gevo  
1
6
7
38  
15  
3
(5)  
(3)  
(1)  
33  
12  
2
Other publicly traded equity securities  
Total publicly traded equity securities(c)  
2,226  
349  
2,575  
BBPP  
62  
85  
132  
820  
-
-
-
-
62  
85  
132  
820  
Ocensa(d)  
BTC Limited  
Other equity securities  
Total other equity securities(c)  
Other investments  
1,099  
3,325  
-
1,099  
3,674  
349  
As of December 31, 2010  
Carrying  
amount  
Unrealized gain  
(loss)  
Balance  
sheet value  
(M)  
Sanofi(a)  
3,510  
(56)  
63  
-
3,454  
132  
-
Areva(b)  
69  
-
Arkema  
Chicago Mercantile Exchange Group  
Olympia Energy Fund - energy investment fund  
Other publicly traded equity securities  
1
37  
2
9
(3)  
(1)  
10  
34  
1
Total publicly traded equity securities(c)  
3,619  
12  
3,631  
BBPP  
BTC Limited  
Other equity securities  
60  
141  
758  
-
-
-
60  
141  
758  
Total other equity securities(c)  
Other investments  
959  
-
959  
4,578  
12  
4,590  
Registration Document 2011. TOTAL  
217  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
As of December 31, 2009  
Carrying  
amount  
Unrealized gain  
(loss)  
Balance  
sheet value  
(M)  
Areva(b)  
Arkema  
69  
15  
1
35  
-
58  
47  
9
(2)  
-
127  
62  
10  
33  
-
Chicago Mercantile Exchange Group  
Olympia Energy Fund - energy investment fund  
Other publicly traded equity securities  
Total publicly traded equity securities(c)  
120  
112  
232  
BBPP  
BTC Limited  
Other equity securities  
72  
144  
714  
-
-
-
72  
144  
714  
Total other equity securities(c)  
Other investments  
930  
-
930  
1,050  
112  
1,162  
st  
(
(
(
(
a) End of the accounting for by the equity method of Sanofi as of July 1 , 2010 (see Note 3 to the Consolidated Financial Statements).  
b) Unrealized gain based on the investment certificate.  
c) Including cumulative impairments of 604 million in 2011, 597 million in 2010 and 599 million in 2009.  
d) End of the accounting for by the equity method of Ocensa in July 2011 (see Note 3 to the Consolidated Financial Statements).  
14) Other non-current assets  
As of December 31, 2011  
(M)  
Gross value  
Valuation allowance  
Net value  
Deferred income tax assets  
Loans and advances(a)  
Other  
1,767  
2,454  
1,049  
-
(399)  
-
1,767  
2,055  
1,049  
Total  
5,270  
(399)  
4,871  
As of December 31, 2010  
(M)  
Gross value  
Valuation allowance  
Net value  
Deferred income tax assets  
Loans and advances(a)  
Other  
1,378  
2,060  
681  
-
(464)  
-
1,378  
1,596  
681  
Total  
4,119  
(464)  
3,655  
As of December 31, 2009  
(M)  
Gross value  
Valuation allowance  
Net value  
Deferred income tax assets  
Loans and advances(a)  
Other  
1,164  
1,871  
633  
-
(587)  
-
1,164  
1,284  
633  
Total  
3,668  
(587)  
3,081  
(a) Excluding loans to equity affiliates.  
Changes in the valuation allowance on loans and advances are detailed as follows:  
For the year  
ended December 31,  
Valuation  
allowance  
as of January 1,  
Increases Decreases  
Currency  
translation adjustment  
and other variations  
Valuation  
allowance  
as of December 31,  
(M)  
2011  
(464)  
(25)  
122  
(32)  
(399)  
2
2
010  
009  
(587)  
(529)  
(33)  
(19)  
220  
29  
(64)  
(68)  
(464)  
(587)  
218  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
15) Inventories  
As of December 31, 2011  
(M)  
Gross value  
Valuation allowance  
Net value  
Crude oil and natural gas  
Refined products  
Chemicals products  
Other inventories  
4,735  
9,706  
1,489  
2,761  
(24)  
(36)  
(103)  
(406)  
4,711  
9,670  
1,386  
2,355  
Total  
18,691  
(569)  
18,122  
As of December 31, 2010  
(M)  
Gross value  
Valuation allowance  
Net value  
Crude oil and natural gas  
Refined products  
Chemicals products  
Other inventories  
4,990  
7,794  
1,350  
1,911  
-
(28)  
(99)  
4,990  
7,766  
1,251  
1,593  
(318)  
Total  
16,045  
(445)  
15,600  
As of December 31, 2009  
(M)  
Gross value  
Valuation allowance  
Net value  
Crude oil and natural gas  
Refined products  
Chemicals products  
Other inventories  
4,581  
6,647  
1,234  
1,822  
-
(18)  
(113)  
(286)  
4,581  
6,629  
1,121  
1,536  
Total  
14,284  
(417)  
13,867  
Changes in the valuation allowance on inventories are as follows:  
For the year  
ended December 31,  
Valuation  
allowance  
as of January 1,  
Increase  
(net)  
Currency  
translation adjustment  
and other variations  
Valuation  
allowance  
as of December 31,  
(M)  
2011  
(445)  
(83)  
(41)  
(569)  
2
2
010  
009  
(417)  
(1,115)  
(39)  
700  
11  
(2)  
(445)  
(417)  
Registration Document 2011. TOTAL  
219  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
16) Accounts receivable and other current assets  
As of December 31, 2011  
(
M)  
Gross value  
20,532  
Valuation allowance  
(483)  
Net value  
20,049  
Accounts receivable  
Recoverable taxes  
2,398  
7,750  
-
840  
62  
-
2,398  
7,467  
-
840  
62  
Other operating receivables  
Deferred income tax  
Prepaid expenses  
(283)  
-
-
-
Other current assets  
Other current assets  
11,050  
(283)  
10,767  
As of December 31, 2010  
(
M)  
Gross value  
18,635  
Valuation allowance  
(476)  
Net value  
18,159  
Accounts receivable  
Recoverable taxes  
2,227  
4,543  
151  
657  
41  
-
2,227  
4,407  
151  
657  
41  
Other operating receivables  
Deferred income tax  
Prepaid expenses  
(136)  
-
-
-
Other current assets  
Other current assets  
7,619  
(136)  
7,483  
As of December 31, 2009  
(
M)  
Gross value  
16,187  
Valuation allowance  
(468)  
Net value  
15,719  
Accounts receivable  
Recoverable taxes  
2,156  
5,214  
214  
638  
45  
-
2,156  
5,145  
214  
638  
45  
Other operating receivables  
Deferred income tax  
Prepaid expenses  
(69)  
-
-
-
Other current assets  
Other current assets  
8,267  
(69)  
8,198  
Changes in the valuation allowance on “Accounts receivable” and “Other current assets” are as follows:  
(M)  
Valuation  
allowance  
as of January 1,  
Increase  
(net)  
Currency  
translation adjustments  
and other variations  
Valuation  
allowance  
as of December 31,  
Accounts receivable  
011  
2
(476)  
4
(11)  
(483)  
2
2
010  
009  
(468)  
(460)  
(31)  
(17)  
23  
9
(476)  
(468)  
Other current assets  
011  
2
(136)  
(132)  
(15)  
(283)  
2
2
010  
009  
(69)  
(19)  
(66)  
(14)  
(1)  
(36)  
(136)  
(69)  
As of December 31, 2011, the net portion of the overdue  
receivables included in “Accounts receivable” and “Other current  
assets” is 3,556 million, of which 1,857 million has expired for  
less than 90 days, 365 million has expired between 90 days  
and 6 months, 746 million has expired between 6 and 12 months  
and 588 million has expired for more than 12 months.  
less than 90 days, 292 million has expired between 90 days  
and 6 months, 299 million has expired between 6 and 12 months  
and 665 million has expired for more than 12 months.  
As of December 31, 2009, the net portion of the overdue  
receivables included in “Accounts receivable” and “Other current  
assets” is 3,610 million, of which 2,116 million has expired for  
less than 90 days, 486 million has expired between 90 days  
and 6 months, 246 million has expired between 6 and 12 months  
and 762 million has expired for more than 12 months.  
As of December 31, 2010, the net portion of the overdue  
receivables included in “Accounts receivable” and “Other current  
assets” is 3,141 million, of which 1,885 million has expired for  
220  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
17) Shareholders’ equity  
Number of TOTAL shares  
Pursuant to the Company’s bylaws (Statuts), no shareholder may  
cast a vote at a shareholders’ meeting, either by himself or through  
an agent, representing more than 10% of the total voting rights for  
the Company’s shares. This limit applies to the aggregated amount  
of voting rights held directly, indirectly or through voting proxies.  
However, in the case of double voting rights, this limit may be  
extended to 20%.  
The Company’s common shares, par value 2.50, as of  
December 31, 2011 are the only category of shares. Shares may  
be held in either bearer or registered form.  
Double voting rights are granted to holders of shares that are fully-  
paid and held in the name of the same shareholder for at least two  
years, with due consideration for the total portion of the share  
capital represented. Double voting rights are also assigned to  
restricted shares in the event of an increase in share capital by  
incorporation of reserves, profits or premiums based on shares  
already held that are entitled to double voting rights.  
These restrictions no longer apply if any individual or entity, acting  
alone or in concert, acquires at least two-thirds of the total share  
capital of the Company, directly or indirectly, following a public  
tender offer for all of the Company’s shares.  
The authorized share capital amounts to 3,446,401,650 shares as  
of December 31, 2011 compared to 3,439,391,697 shares as of  
December 31, 2010 and 3,381,921,458 as of December 31, 2009.  
Variation of the share capital  
As of January 1, 2009  
2,371,808,074  
Shares issued in connection with:Exercise of TOTAL share subscription options  
934,780  
480,030  
(24,800,000)  
Exchange guarantee offered to the beneficiaries of Elf Aquitaine share subscription options  
Cancellation of shares(a)  
As of January 1, 2010  
2,348,422,884  
1,218,047  
Shares issued in connection with:Exercise of TOTAL share subscription options  
As of January 1, 2011  
2,349,640,931  
Shares issued in connection with:Capital increase reserved for employees  
Exercise of TOTAL share subscription options  
8,902,717  
5,223,665  
As of December 31, 2011(b)  
2,363,767,313  
(
a) Decided by the Board of Directors on July 30, 2009.  
(b) Including 109,554,173 treasury shares deducted from consolidated shareholders’ equity.  
The variation of both weighted-average number of shares and weighted-average number of diluted shares respectively used in the calculation  
of earnings per share and fully-diluted earnings per share is detailed as follows:  
2011  
2010  
2009  
Number of shares as of January 1,  
2,349,640 931  
2,348,422,884  
2,371,808,074  
Number of shares issued during the year (pro rated)  
Exercise of TOTAL share subscription options  
Exercise of TOTAL share purchase options  
Exchange guarantee offered to the beneficiaries  
of Elf Aquitaine share subscription options  
TOTAL performance shares  
-
221,393  
93,827  
3,412,123  
-
412,114  
984,800  
-
978,503  
506  
-
393,623  
1,164,389  
416,420  
Global free TOTAL share plan(a)  
15  
-
-
-
Capital increase reserved for employees  
TOTAL shares held by TOTAL S.A. or by its subsidiaries  
and deducted from shareholders’ equity  
5,935,145  
(112,487,679)  
(115,407,190)  
(143,082,095)  
Weighted-average number of shares  
2,247,479,529  
2,234,829,043  
2,230,599,211  
Dilutive effect  
-
1,711,961  
4,920,599  
-
TOTAL share subscription and purchase options  
TOTAL performance shares  
Global free TOTAL share plan(a)  
470,095  
6,174,808  
2,523,233  
1,758,006  
6,031,963  
1,504,071  
Exchange guarantee offered to the beneficiaries  
of Elf Aquitaine share subscription options  
Capital increase reserved for employees  
-
-
60,428  
-
303,738  
371,493  
Weighted-average number of diluted shares  
2,256,951,403  
2,244,494,576  
2,237,292,199  
(a) The Board of Directors approved on May 21, 2010 the implementation and conditions of a global free share plan intended for the Group employees.  
Registration Document 2011. TOTAL  
221  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Capital increase reserved for Group employees  
As of December 31, 2009, TOTAL S.A. held 15,075,922 of its own  
shares, representing 0.64% of its share capital, detailed as follows:  
At the shareholders’ meeting held on May 21, 2010, the  
shareholders delegated to the Board of Directors the authority  
to increase the share capital of the Company in one or more  
transactions and within a maximum period of 26 months from the  
date of the meeting, by an amount not exceeding 1.5% of the  
share capital outstanding on the date of the meeting of the Board  
of Directors at which a decision to proceed with an issuance is  
made reserving subscriptions for such issuance to the Group  
employees participating in a company savings plan. It is being  
specified that the amount of any such capital increase reserved for  
Group employees was counted against the aggregate maximum  
nominal amount of share capital increases authorized by the  
shareholders’ meeting held on May 21, 2010 for issuing new  
ordinary shares or other securities granting immediate or future  
access to the Company’s share capital with preferential  
– 6,017,499 shares allocated to covering TOTAL share purchase  
option plans for Group employees and executive officers;  
5,799,400 shares allocated to TOTAL share grant plans for  
Group employees; and  
– 3,259,023 shares intended to be allocated to new TOTAL share  
purchase option plans or to new share grant plans.  
These shares were deducted from the consolidated shareholders’  
equity.  
TOTAL shares held by Group subsidiaries  
As of December 31, 2011, 2010 and 2009, TOTAL S.A. held  
indirectly through its subsidiaries 100,331,268 of its own shares,  
representing 4.24% of its share capital as of December 31, 2011,  
subscription rights (2.5 billion in nominal value).  
4
.27% of its share capital as of December 31, 2010 and 4.27%  
Pursuant to this delegation of authorization, the Board of Directors,  
during its October 28, 2010 meeting, decided to proceed with a  
capital increase reserved for employees in 2011 within the limit  
of 12 million shares with dividend rights as of January 1, 2010 and  
delegated to the Chairman and Chief Executive Officer all powers  
to determine the opening and closing of the subscription period  
and the subscription price.  
of its share capital as of December 31, 2009 detailed as follows:  
– 2,023,672 shares held by a consolidated subsidiary, Total  
Nucléaire, 100% indirectly controlled by TOTAL S.A.; and  
98,307,596 shares held by subsidiaries of Elf Aquitaine  
Financière Valorgest, Sogapar and Fingestval), 100% indirectly  
controlled by TOTAL S.A.  
(
On March 14, 2011, the Chairman and Chief Executive Officer  
decided that the subscription period would be set from  
March 16, 2011 to April 1, 2011 included, and acknowledged that  
the subscription price per ordinary share would be set at 34.80.  
With respect to this capital increase, 8,902,717 TOTAL shares were  
subscribed and created on April 28, 2011.  
These shares are deducted from the consolidated shareholders’  
equity.  
Dividend  
TOTAL S.A. paid on May 26, 2011 the balance of the dividend of  
1.14 per share for the 2010 fiscal year (the ex-dividend date was  
Share cancellation  
May 23, 2011). In addition, TOTAL S.A. paid two quarterly interim  
dividends for the fiscal year 2011:  
Pursuant to the authorization granted by the shareholders’ meeting  
held on May 11, 2007 authorizing reduction of capital by  
cancellation of shares held by the Company within the limit of 10%  
of the outstanding capital every 24 months, the Board of Directors  
decided on July 30, 2009 to cancel 24,800,000 shares acquired  
in 2008 at an average price of 49.28 per share.  
– The first quarterly interim dividend of 0.57 per share for  
the fiscal year 2011, decided by the Board of Directors on  
April 28, 2011, was paid on September 22, 2011 (the ex-dividend  
date was September 19, 2011);  
The second quarterly interim dividend of 0.57 per share for  
the fiscal year 2011, decided by the Board of Directors on  
July 28, 2011, was paid on December 22, 2011 (the ex-dividend  
date was December 19, 2011).  
Treasury shares  
(TOTAL shares held by TOTAL S.A.)  
As of December 31, 2011, TOTAL S.A. holds 9,222,905 of its own  
shares, representing 0.39% of its share capital, detailed as follows:  
The Board of Directors, during its October 27, 2011 meeting,  
decided to set the third quarterly interim dividend for the fiscal  
year 2011 at 0.57 per share. This interim dividend will be paid on  
March 22, 2012 (the ex-dividend date will be March 19, 2012).  
6,712,528 shares allocated to TOTAL share grant plans for  
Group employees;  
2,510,377 shares intended to be allocated to new TOTAL share  
purchase option plans or to new share grant plans.  
A resolution will be submitted at the shareholders’ meeting on  
May 11, 2012 to pay a dividend of 2.28 per share for the 2011  
fiscal year, i.e. a balance of 0.57 per share to be distributed after  
deducting the three quarterly interim dividends of 0.57 per share  
that will have already been paid.  
These shares are deducted from the consolidated shareholders’  
equity.  
As of December 31, 2010, TOTAL S.A. held 12,156,411 of its own  
shares, representing 0.52% of its share capital, detailed as follows:  
Paid-in surplus  
6,012,460 shares allocated to TOTAL share grant plans for  
Group employees;  
In accordance with French law, the paid-in surplus corresponds  
to share premiums of the parent company which can be capitalized  
or used to offset losses if the legal reserve has reached its minimum  
required level. The amount of the paid-in surplus may also be  
distributed subject to taxation unless the unrestricted reserves of  
the parent company are distributed prior to this item.  
6,143,951 shares intended to be allocated to new TOTAL share  
purchase option plans or to new share grant plans.  
These shares were deducted from the consolidated shareholders’  
equity.  
222  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
As of December 31, 2011, paid-in surplus amounted to  
27,655 million (27,208 million as of December 31, 2010  
and 27,171 million as of December 31, 2009).  
value of the share capital. This reserve cannot be distributed  
to the shareholders other than upon liquidation but can be used  
to offset losses.  
If wholly distributed, the unrestricted reserves of the parent  
company would be taxed for an approximate amount of  
539 million as of December 31, 2011 (514 million as of  
December 31, 2010 and as of December 31, 2009).  
Reserves  
Under French law, 5% of net income must be transferred to the  
legal reserve until the legal reserve reaches 10% of the nominal  
Other comprehensive income  
Detail of other comprehensive income showing items reclassified from equity to net income is presented in the table below:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Currency translation adjustment  
Unrealized gain/(loss) of the period  
Less gain/(loss) included in net income  
1,498  
337  
2,231  
(100)  
(80)  
(244)  
38  
1,435  
(63)  
2,234  
(243)  
3
1
Available for sale financial assets  
Unrealized gain/(loss) of the period  
Less gain/(loss) included in net income  
382  
45  
(50)  
50  
38  
-
Cash flow hedge  
(84)  
128  
Unrealized gain/(loss) of the period  
Less gain/(loss) included in net income  
(131)  
(47)  
(195)  
(115)  
349  
221  
Share of other comprehensive income of equity  
affiliates, net amount  
(15)  
(2)  
302  
(7)  
234  
(5)  
Other  
Unrealized gain/(loss) of the period  
Less gain/(loss) included in net income  
(2)  
-
(7)  
-
(5)  
-
Tax effect  
(55)  
28  
(38)  
113  
Total other comprehensive income, net amount  
1,679  
2,374  
Tax effects relating to each component of other comprehensive income are as follows:  
For the year ended December 31, 2011 2010  
2009  
(M)  
Pre-tax  
amount  
Tax  
effect  
Net  
amount  
Pre-tax  
amount  
Tax  
effect  
Net  
amount  
Pre-tax  
amount  
Tax  
effect  
Net  
amount  
Currency translation adjustment  
Available for sale financial assets  
Cash flow hedge  
1,498  
337  
(84)  
-
(93)  
38  
1,498  
244  
(46)  
2,231  
(100)  
(80)  
-
2
26  
2,231  
(98)  
(54)  
(244)  
38  
128  
-
4
(42)  
(244)  
42  
86  
Share of other comprehensive income  
of equity affiliates, net amount  
Other  
(15)  
(2)  
-
-
(15)  
(2)  
302  
(7)  
-
-
302  
(7)  
234  
(5)  
-
-
234  
(5)  
Total other comprehensive income  
1,734  
(55)  
1,679  
2,346  
28  
2,374  
151  
(38)  
113  
Registration Document 2011. TOTAL  
223  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
18) Employee benefits obligations  
Liabilities for employee benefits obligations consist of the following:  
As of December 31,  
(M)  
2011  
2010  
2009  
Pension benefits liabilities  
Other benefits liabilities  
1,268  
620  
1,268  
605  
1,236  
592  
Restructuring reserves (early retirement plans)  
344  
298  
212  
Total  
2,232  
2,171  
2,040  
The Group’s main defined benefit pension plans are located in France, in the United Kingdom, in the United States, in Belgium and in  
Germany. Their main characteristics are the following:  
The benefits are usually based on the final salary and seniority;  
They are usually funded (pension fund or insurer); and  
They are closed to new employees who benefit from defined contribution pension plans.  
The pension benefits include also termination indemnities and early retirement benefits.  
The other benefits are the employer contribution to post-employment medical care.  
The fair value of the defined benefit obligation and plan assets in the Consolidated Financial Statements is detailed as follows:  
As of December 31,  
Pension benefits  
Other benefits  
(M)  
2011  
2010  
2009  
2011  
2010  
2009  
Change in benefit obligation  
Benefit obligation at beginning of year  
Service cost  
Interest cost  
Curtailments  
8,740  
163  
420  
(24)  
(111)  
-
9
(451)  
33  
8,169  
159  
441  
(4)  
(60)  
-
11  
(471)  
28  
7,405  
134  
428  
(5)  
(3)  
-
10  
(484)  
118  
446  
120  
623  
13  
28  
(1)  
-
547  
11  
29  
(3)  
-
1
-
(33)  
1
57  
13  
544  
10  
30  
(1)  
-
Settlements  
Special termination benefits  
Plan participants’ contributions  
Benefits paid  
Plan amendments  
Actuarial losses (gains)  
Foreign currency translation and other  
-
-
-
-
(34)  
4
(9)  
4
(33)  
(2)  
-
435  
108  
330  
137  
(1)  
Benefit obligation at year-end  
9,322  
8,740  
8,169  
628  
623  
547  
Change in fair value of plan assets  
Fair value of plan assets at beginning of year  
Expected return on plan assets  
Actuarial losses (gains)  
Settlements  
Plan participants’ contributions  
Employer contributions  
(6,809)  
(385)  
155  
80  
(6,286)  
(396)  
(163)  
56  
(11)  
(269)  
394  
(5,764)  
(343)  
(317)  
2
(10)  
(126)  
396  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(9)  
(347)  
386  
(99)  
Benefits paid  
Foreign currency translation and other  
(134)  
(124)  
Fair value of plan assets at year-end  
Unfunded status  
(7,028)  
2,294  
(6,809)  
1,931  
(6,286)  
1,883  
-
-
-
628  
623  
547  
Unrecognized prior service cost  
Unrecognized actuarial (losses) gains  
Asset ceiling  
(78)  
(1,713)  
10  
(105)  
(1,170)  
9
(153)  
(1,045)  
9
9
(17)  
-
10  
(28)  
-
15  
30  
-
Net recognized amount  
513  
665  
694  
620  
605  
592  
Pension benefits and other benefits liabilities  
Other non-current assets  
1,268  
(755)  
1,268  
(603)  
1,236  
(542)  
620  
-
605  
-
592  
-
As of December 31, 2011, the fair value of pension benefits and other pension benefits which are entirely or partially funded amounts to  
8,277 million and the present value of the unfunded benefits amounts to 1,673 million (against 7,727 million and 1,636 million  
respectively as of December 31, 2010 and 7,206 million and 1,510 million respectively as of December 31, 2009).  
224  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
The experience actuarial (gains) losses related to the defined benefit obligation and the fair value of plan assets are as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
2008  
2007  
Experience actuarial (gains)  
losses related to the defined benefit obligation  
Experience actuarial (gains)  
losses related to the fair value of plan assets  
(58)  
155  
(54)  
(108)  
(317)  
12  
80  
(163)  
1,099  
140  
As of December 31,  
(M)  
2011  
2010  
2009  
2008  
2007  
Pension benefits  
Benefit obligation  
9,322  
8,740  
8,169  
7,405  
8,129  
Fair value of plan assets  
(7,028)  
(6,809)  
(6,286)  
(5,764)  
(6,604)  
Unfunded status  
2,294  
1,931  
1,883  
1,641  
1,525  
Other benefits  
Benefits obligation  
Fair value of plan assets  
628  
-
623  
-
547  
-
544  
-
583  
-
Unfunded status  
628  
623  
547  
544  
583  
The Group expects to contribute 182 million to its pension plans in 2012.  
Estimated future payments  
(M)  
Pension benefits  
Other benefits  
2
2
2
2
2
2
012  
013  
014  
015  
016  
017-2021  
479  
467  
505  
511  
512  
35  
35  
35  
35  
37  
2,767  
191  
Asset allocation  
Pension benefits  
As of December 31,  
2011  
2010  
2009  
Equity securities  
Debt securities  
Monetary  
29%  
64%  
4%  
34%  
60%  
3%  
31%  
62%  
3%  
Real estate  
3%  
3%  
4%  
The Group’s assumptions of expected returns on assets are built up by asset class and by country based on long-term bond yields and risk  
premiums.  
The discount rate retained corresponds to the rate of prime corporate bonds according to a benchmark per country of different market data  
on the closing date.  
Registration Document 2011. TOTAL  
225  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Assumptions used to  
determine benefits obligations  
Pension benefits  
Other benefits  
As of December 31,  
2011  
2010  
2009  
2011  
2010  
2009  
Discount rate (weighted average for all regions)  
Of which Euro zone  
Of which United States  
Of which United Kingdom  
Average expected rate of salary increase  
Expected rate of healthcare inflation  
4.61%  
4.21%  
5.00%  
4.75%  
4.69%  
5.01%  
4.58%  
5.49%  
5.50%  
4.55%  
5.41%  
5.12%  
6.00%  
5.50%  
4.50%  
4.70%  
4.25%  
4.97%  
5.00%  
4.55%  
5.42%  
5.60%  
5.18%  
5.99%  
-
-
-
-
-
-
initial rate  
ultimate rate  
-
-
-
-
-
-
4.82%  
3.77%  
4.82%  
3.75%  
4.91%  
3.79%  
Assumptions used to determine  
the net periodic benefit cost (income)  
Pension benefits  
Other benefits  
For the year ended December 31,  
2011  
2010  
2009  
2011  
2010  
2009  
Discount rate (weighted average for all regions)  
Of which Euro zone  
5.01%  
4.58%  
5.49%  
5.50%  
4.55%  
5.90%  
5.41%  
5.12%  
6.00%  
5.50%  
4.50%  
6.39%  
5.93%  
5.72%  
6.23%  
6.00%  
4.56%  
6.14%  
5.00%  
4.55%  
5.42%  
5.60%  
5.18%  
5.99%  
6.00%  
5.74%  
6.21%  
6.00%  
-
Of which United States  
Of which United Kingdom  
Average expected rate of salary increase  
Expected return on plan assets  
Expected rate of healthcare inflation  
-
-
-
-
-
-
-
initial rate  
ultimate rate  
-
-
-
-
-
-
4.82%  
3.75%  
4.91%  
3.79%  
4.88%  
3.64%  
A 0.5% increase or decrease in discount rates – all other things being equal - would have the following approximate impact:  
(M)  
0.5% increase  
0.5% decrease  
Benefit obligation as of December 31, 2011  
012 net periodic benefit cost (income)  
(513)  
(41)  
551  
56  
2
A 0.5% increase or decrease in expected return on plan assets rate - all other things being equal - would have an impact of 31 million  
on 2012 net periodic benefit cost (income).  
The components of the net periodic benefit cost (income) in 2011, 2010 and 2009 are:  
For the year ended December 31,  
Pension benefits  
Other benefits  
(M)  
2011  
2010  
2009  
2011  
2010  
2009  
Service cost  
Interest cost  
Expected return on plan assets  
Amortization of prior service cost  
Amortization of actuarial losses (gains)  
Asset ceiling  
163  
420  
(385)  
58  
46  
2
159  
441  
(396)  
74  
66  
(3)  
134  
428  
(343)  
13  
50  
4
13  
28  
-
2
-
11  
29  
-
(5)  
(4)  
-
10  
30  
-
(7)  
(6)  
-
-
Curtailments  
Settlements  
(22)  
(9)  
(3)  
7
(4)  
(1)  
(1)  
-
(3)  
-
(1)  
-
Special termination benefits  
-
-
-
-
1
-
Net periodic benefit cost (income)  
273  
345  
281  
42  
29  
26  
A positive or negative change of one-percentage-point in the healthcare inflation rate would have the following approximate impact:  
(M)  
1% point increase  
1% point decrease  
Benefit obligation as of December 31, 2011  
011 net periodic benefit cost (income)  
53  
5
(63)  
(5)  
2
226  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
19) Provisions and other non-current liabilities  
As of December 31,  
(M)  
2011  
2010  
2009  
Litigations and accrued penalty claims  
Provisions for environmental contingencies  
Asset retirement obligations  
Other non-current provisions  
Other non-current liabilities  
572  
600  
6,884  
1,099  
1,754  
485  
644  
5,917  
1,116  
936  
423  
623  
5,469  
1,331  
1,535  
Total  
10,909  
9,098  
9,381  
In 2011, litigation reserves mainly include a provision covering risks  
concerning antitrust investigations related to Arkema amounting to  
– Provisions related to restructuring activities in the Downstream and  
Chemicals segments for 261 million as of December 31, 2010;  
and  
17 million as of December 31, 2011. Other risks and commitments  
that give rise to contingent liabilities are described in Note 32 to the  
Consolidated Financial Statements.  
The contingency reserve related to the Buncefield depot  
explosion (civil liability) for 194 million as of  
December 31, 2010.  
In 2011, other non-current provisions mainly include:  
The contingency reserve related to the Toulouse-AZF plant  
explosion (civil liability) for 21 million as of December 31, 2011;  
In 2010, other non-current liabilities mainly included debts (whose  
maturity is more than one year) related to fixed assets acquisitions.  
Provisions related to restructuring activities in the Downstream  
and Chemicals segments for 211 million as of  
December 31, 2011; and  
In 2009, litigation reserves mainly included a provision covering  
risks concerning antitrust investigations related to Arkema  
amounting to 43 million as of December 31, 2009. Other risks  
and commitments that give rise to contingent liabilities are  
described in Note 32 to the Consolidated Financial Statements.  
The contingency reserve related to the Buncefield depot  
explosion (civil liability) for 80 million as of December 31, 2011.  
In 2009, other non-current provisions mainly included:  
In 2011, other non-current liabilities mainly include debts (whose  
maturity is more than one year) related to fixed assets acquisitions.  
This heading is mainly composed of a 991 million debt related to  
the acquisition of an interest in the liquids-rich area of the Utica  
shale play (see Note 3 to the Consolidated Financial Statements).  
– The contingency reserve related to the Toulouse-AZF plant  
explosion (civil liability) for 40 million as of December 31, 2009;  
Provisions related to restructuring activities in the Downstream  
and Chemicals segments for 130 million as of  
December 31, 2009; and  
In 2010, litigation reserves mainly included a provision covering  
risks concerning antitrust investigations related to Arkema  
amounting to 17 million as of December 31, 2010. Other risks  
and commitments that give rise to contingent liabilities are  
described in Note 32 to the Consolidated Financial Statements.  
The contingency reserve related to the Buncefield depot  
explosion (civil liability) for 295 million as of  
December 31, 2009.  
In 2009, other non-current liabilities mainly included debts (whose  
maturity is more than one year) related to fixed assets acquisitions.  
This heading was mainly composed of a 818 million debt related  
to Chesapeake acquisition (see Note 3 to the Consolidated  
Financial Statements).  
In 2010, other non-current provisions mainly included:  
The contingency reserve related to the Toulouse-AZF plant  
explosion (civil liability) for 31 million as of December 31, 2010;  
Changes in provisions and other non-current liabilities  
Changes in provisions and other non-current liabilities are as follows:  
(M)  
As of  
January 1,  
Allowances  
Reversals  
Currency  
translation  
adjustment  
Other  
As of  
December 31,  
2011  
9,098  
921  
(798)  
227  
1,461  
10,909  
2
2
010  
009  
9,381  
7,858  
1,052  
1,254  
(971)  
(1,413)  
497  
202  
(861)  
1,480  
9,098  
9,381  
Registration Document 2011. TOTAL  
227  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Allowances  
– The contingency reserve related to the Buncefield depot  
explosion (civil liability), written back for 116 million; and  
In 2011, allowances of the period (921 million) mainly include:  
Provisions for restructuring and social plans written back for  
164 million.  
Asset retirement obligations for 344 million (accretion);  
Environmental contingencies for 100 million in the Downstream  
and Chemicals segments; and  
In 2010, reversals of the period (971 million) were mainly related  
to the following incurred expenses:  
Provisions related to restructuring of activities for 79 million.  
Provisions for asset retirement obligations for 214 million;  
In 2010, allowances of the period (1,052 million) mainly included:  
26 million for litigation reserves in connection with antitrust  
Asset retirement obligations for 338 million (accretion);  
investigations;  
Environmental contingencies for 88 million in the Downstream  
– Environmental contingencies written back for 66 million;  
and Chemicals segments;  
The contingency reserve related to the Toulouse-AZF plant  
The contingency reserve related to the Buncefield depot  
explosion (civil liability) for 79 million; and  
explosion (civil liability), written back for 9 million;  
The contingency reserve related to the Buncefield depot  
explosion (civil liability), written back for 190 million; and  
Provisions related to restructuring of activities for 226 million.  
In 2009, allowances of the period (1,254 million) mainly included:  
– Provisions for restructuring and social plans written back for  
60 million.  
Asset retirement obligations for 283 million (accretion);  
In 2009, reversals of the period (1,413 million) were mainly related  
to the following incurred expenses:  
Environmental contingencies for 147 million in the Downstream  
and Chemicals segments;  
Provisions for asset retirement obligations for 191 million;  
The contingency reserve related to the Buncefield depot  
explosion (civil liability) for 223 million; and  
 52 million for litigation reserves in connection with antitrust  
investigations;  
Provisions related to restructuring of activities for 121 million.  
Environmental contingencies written back for 86 million;  
Reversals  
The contingency reserve related to the Toulouse-AZF plant  
In 2011, reversals of the period (798 million) are mainly related to  
explosion (civil liability), written back for 216 million;  
the following incurred expenses:  
The contingency reserve related to the Buncefield depot  
Provisions for asset retirement obligations for 189 million;  
Environmental contingencies written back for 70 million;  
explosion (civil liability), written back for 375 million; and  
– Provisions for restructuring and social plans written back for  
28 million.  
The contingency reserve related to the Toulouse-AZF plant  
explosion (civil liability), written back for 10 million;  
Changes in the asset retirement obligation  
Changes in the asset retirement obligation are as follows:  
(M)  
As of  
January 1,  
Accretion  
Revision in  
estimates  
New  
obligations  
Spending on  
Currency  
translation  
adjustment  
Other  
As of  
December 31,  
existing  
obligations  
2011  
5,917  
344  
330  
323  
(189)  
150  
9
6,884  
2
2
010  
009  
5,469  
4,500  
338  
283  
79  
447  
175  
179  
(214)  
(191)  
316  
232  
(246)  
19  
5,917  
5,469  
228  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
20) Financial debt and related financial instruments  
A) Non-current financial debt and related financial instruments  
As of December 31, 2011  
(M)  
(Assets)/Liabilities  
Secured Unsecured  
Total  
Non-current financial debt  
of which hedging instruments of non-current financial debt (liabilities)  
Hedging instruments of non-current financial debt (assets)(a)  
349  
22,208  
146  
(1,976)  
22,557  
146  
(1,976)  
-
-
Non-current financial debt - net of hedging instruments  
349  
20,232  
20,581  
Bonds after fair value hedge  
Fixed rate bonds and bonds after cash flow hedge  
Bank and other, floating rate  
-
-
15,148  
4,424  
446  
15,148  
4,424  
575  
129  
76  
Bank and other, fixed rate  
206  
282  
Financial lease obligations  
144  
8
152  
Non-current financial debt - net of hedging instruments  
349  
20,232  
20,581  
(a) See the description of these hedging instruments in Notes 1 paragraph M(iii) “Long-term financing”, 28 and 29 to the Consolidated Financial Statements.  
As of December 31, 2010  
(M)  
(Assets)/Liabilities  
Secured Unsecured  
Total  
Non-current financial debt  
of which hedging instruments of non-current financial debt (liabilities)  
Hedging instruments of non-current financial debt (assets)(a)  
287  
20,496  
178  
(1,870)  
20,783  
178  
(1,870)  
-
-
Non-current financial debt - net of hedging instruments  
287  
18,626  
18,913  
Bonds after fair value hedge  
Fixed rate bonds and bonds after cash flow hedge  
Bank and other, floating rate  
Bank and other, fixed rate  
Financial lease obligations  
-
-
15,491  
2,836  
189  
15,491  
2,836  
236  
47  
65  
175  
110  
175  
175  
-
Non-current financial debt - net of hedging instruments  
287  
18,626  
18,913  
(a) See the description of these hedging instruments in Notes 1 paragraph M(iii) “Long-term financing”, 28 and 29 to the Consolidated Financial Statements.  
As of December 31, 2009  
(M)  
(Assets)/Liabilities  
Secured Unsecured  
Total  
Non-current financial debt  
of which hedging instruments of non-current financial debt (liabilities)  
Hedging instruments of non-current financial debt (assets)(a)  
312  
19,125  
241  
(1,025)  
19,437  
241  
(1,025)  
-
-
Non-current financial debt - net of hedging instruments  
312  
18,100  
18,412  
Bonds after fair value hedge  
Fixed rate bonds and bonds after cash flow hedge  
Bank and other, floating rate  
Bank and other, fixed rate  
Financial lease obligations  
-
-
15,884  
1,700  
379  
15,884  
1,700  
439  
60  
50  
202  
79  
58  
129  
260  
Non-current financial debt - net of hedging instruments  
312  
18,100  
18,412  
(a) See the description of these hedging instruments in Notes 1 paragraph M(iii) “Long-term financing”, 28 and 29 to the Consolidated Financial Statements.  
Registration Document 2011. TOTAL  
229  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Fair value of bonds, as of December 31, 2011, after taking into account currency and interest rates swaps, is detailed as follows:  
Bonds after  
Year of  
issue  
Fair value  
after  
Fair value  
after  
Fair value  
after  
Currency  
Maturity  
Initial rate  
before  
fair value hedge  
hedging as of hedging as of hedging as of  
December 31, December 31, December 31,  
hedging  
instruments  
(M)  
2011  
2010  
2009  
Parent company  
Bond  
Bond  
1998  
2000  
129  
-
125  
-
116  
61  
FRF  
EUR  
2013  
2010  
5.000%  
5.650%  
Current portion  
(less than one year)  
-
-
(61)  
Total parent company  
129  
125  
116  
TOTAL CAPITAL(a)  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
2002  
2003  
2003  
2004  
2004  
2004  
2004  
2004  
2004  
2004  
2004  
2004  
2004  
2004  
2004  
2005  
2005  
2005  
2005  
2005  
2005  
2005  
2005  
2005  
2005  
2005  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
2006  
15  
-
23  
-
-
-
-
-
-
-
15  
-
22  
-
-
-
-
-
-
57  
116  
235  
75  
125  
51  
57  
60  
120  
226  
139  
63  
194  
65  
97  
391  
57  
-
14  
160  
21  
USD  
CHF  
USD  
CAD  
CHF  
EUR  
GBP  
GBP  
GBP  
AUD  
CAD  
USD  
USD  
CHF  
NZD  
AUD  
CAD  
CHF  
CHF  
USD  
AUD  
CHF  
CHF  
CHF  
EUR  
NZD  
GBP  
EUR  
EUR  
EUR  
EUR  
EUR  
EUR  
EUR  
USD  
EUR  
USD  
AUD  
CAD  
EUR  
GBP  
EUR  
CHF  
CHF  
CHF  
CHF  
CHF  
CHF  
2012  
2010  
2013  
2010  
2010  
2010  
2010  
2010  
2010  
2011  
2011  
2011  
2011  
2012  
2014  
2011  
2011  
2011  
2011  
2011  
2012  
2012  
2012  
2012  
2012  
2012  
2010  
2010  
2010  
2010  
5.890%  
2.385%  
4.500%  
4.000%  
2.385%  
3.750%  
4.875%  
4.875%  
4.875%  
5.750%  
4.875%  
4.125%  
4.125%  
2.375%  
6.750%  
5.750%  
4.000%  
1.625%  
1.625%  
4.125%  
5.750%  
2.135%  
2.135%  
2.375%  
3.250%  
6.500%  
4.875%  
3.750%  
3.750%  
3.750%  
53  
113  
438  
322  
128  
185  
53  
107  
203  
69  
-
-
-
129  
52  
-
116  
47  
53  
-
-
-
-
56  
112  
226  
144  
63  
180  
65  
97  
363  
57  
75  
50  
50  
100  
42  
300  
150  
300  
120  
300  
472  
62  
72  
100  
74  
100  
125  
127  
130  
65  
63  
200  
65  
97  
404  
57  
-
-
-
-
-
-
-
-
-
-
-
-
42  
300  
150  
300  
120  
300  
472  
62  
72  
100  
74  
100  
125  
127  
130  
65  
64  
63  
2011 EURIBOR 3 months +0.040%  
2011  
2011  
2011  
2011  
2011  
2011  
2012  
2012  
2012  
2012  
2012  
2013  
2014  
2016  
2016  
2016  
2016  
3.875%  
3.875%  
3.875%  
5.000%  
3.875%  
5.000%  
5.625%  
4.125%  
3.250%  
4.625%  
3.250%  
2.510%  
2.635%  
2.385%  
2.385%  
2.385%  
2.385%  
-
-
62  
72  
100  
74  
100  
125  
127  
130  
65  
64  
63  
64  
63  
230  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
Bonds after  
Year of  
issue  
Fair value  
after  
Fair value  
after  
Fair value  
after  
Currency  
Maturity  
Initial rate  
before  
fair value hedge  
hedging as of hedging as of hedging as of  
December 31, December 31, December 31,  
hedging  
instruments  
(M)  
2011  
2010  
2009  
TOTAL CAPITAL(a) (continued)  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
2006  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2007  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2008  
2009  
2009  
2009  
129  
-
129  
-
-
77  
370  
222  
61  
72  
71  
300  
73  
306  
72  
248  
31  
61  
129  
60  
74  
CHF  
CHF  
GBP  
USD  
USD  
USD  
AUD  
CAD  
GBP  
EUR  
GBP  
GBP  
GBP  
CHF  
JPY  
2018  
2010  
2010  
2011  
2012  
2012  
2012  
2012  
2012  
2013  
2013  
2013  
2013  
2014  
2014  
2014  
2014  
2015  
2017  
2018  
2018  
2010  
2010  
2011  
2011  
2011  
2011  
2011  
3.135%  
2.385%  
4.875%  
5.000%  
5.000%  
5.000%  
6.500%  
4.125%  
4.625%  
4.125%  
5.500%  
5.500%  
5.500%  
2.635%  
1.505%  
2.635%  
1.723%  
3.125%  
4.700%  
3.135%  
3.135%  
4.875%  
4.875%  
7.500%  
3.875%  
3.875%  
3.875%  
3.875%  
-
-
77  
370  
222  
61  
72  
71  
300  
73  
306  
72  
248  
31  
61  
49  
121  
300  
76  
60  
-
370  
222  
61  
72  
71  
300  
73  
306  
72  
248  
31  
61  
CHF  
JPY  
49  
49  
121  
300  
76  
60  
-
-
92  
100  
150  
50  
50  
60  
102  
62  
124  
46  
92  
64  
50  
63  
121  
300  
76  
60  
63  
66  
92  
100  
150  
50  
50  
60  
102  
62  
124  
46  
92  
64  
50  
63  
CHF  
EUR  
CHF  
CHF  
GBP  
GBP  
AUD  
EUR  
EUR  
EUR  
EUR  
JPY  
USD  
CHF  
CHF  
CHF  
CHF  
CHF  
EUR  
GBP  
GBP  
GBP  
NOK  
USD  
AUD  
AUD  
CHF  
CHF  
EUR  
EUR  
EUR  
GBP  
JPY  
-
-
-
-
-
-
-
-
2011 EURIBOR 6 months +0.018%  
2011  
2012  
2012  
2012  
2012  
2012  
2012  
2012  
2012  
2012  
2012  
2012  
2013  
2013  
2013  
2013  
2013  
2013  
2013  
2013  
3.750%  
2.135%  
3.635%  
2.385%  
2.385%  
2.385%  
3.250%  
4.625%  
4.625%  
4.625%  
6.000%  
5.000%  
7.500%  
7.500%  
3.135%  
3.135%  
4.125%  
4.125%  
4.750%  
5.500%  
62  
124  
46  
92  
64  
50  
63  
63  
63  
62  
69  
60  
61  
128  
62  
200  
100  
1,000  
63  
149  
191  
61  
62  
61  
62  
56  
54  
236  
63  
63  
62  
69  
60  
61  
63  
63  
62  
69  
60  
61  
127  
62  
200  
100  
1,000  
63  
149  
191  
61  
62  
61  
62  
56  
54  
236  
127  
62  
200  
100  
1,000  
63  
149  
191  
61  
62  
61  
62  
56  
54  
236  
2013 EURIBOR 6 months +0.008%  
USD  
CHF  
CHF  
CHF  
CHF  
AUD  
AUD  
CHF  
2013  
2015  
2015  
2015  
2018  
2013  
2013  
2013  
4.000%  
3.135%  
3.135%  
3.135%  
3.135%  
5.500%  
5.500%  
2.500%  
Registration Document 2011. TOTAL  
231  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Bonds after  
Year of  
issue  
Fair value  
after  
Fair value  
after  
Fair value  
after  
Currency  
Maturity  
Initial rate  
before  
fair value hedge  
hedging as of hedging as of hedging as of  
December 31, December 31, December 31,  
hedging  
instruments  
(M)  
2011  
2010  
2009  
TOTAL CAPITAL(a) (continued)  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
2009  
2009  
2009  
2009  
2009  
2009  
2009  
2009  
2009  
2009  
2009  
2009  
2009  
2009  
2009  
2010  
2010  
2010  
2010  
2010  
2010  
2010  
2010  
2010  
2010  
2011  
2011  
77  
131  
998  
150  
40  
107  
550  
684  
232  
99  
77  
131  
997  
150  
40  
103  
550  
684  
224  
99  
115  
225  
448  
69  
374  
102  
108  
53  
187  
935  
68  
69  
64  
748  
476  
-
77  
131  
998  
150  
40  
96  
550  
684  
208  
99  
115  
225  
448  
69  
347  
USD  
CHF  
EUR  
EUR  
HKD  
AUD  
EUR  
USD  
USD  
CHF  
GBP  
GBP  
EUR  
HKD  
USD  
AUD  
CAD  
NZD  
USD  
USD  
AUD  
AUD  
AUD  
USD  
EUR  
USD  
USD  
2013  
2014  
2014  
2014  
2014  
2015  
2015  
2015  
2015  
2016  
2017  
2017  
2019  
2019  
2021  
2014  
2014  
2014  
2015  
2015  
2015  
2015  
2015  
2016  
2022  
2016  
2018  
4.000%  
2.625%  
3.500%  
3.500%  
3.240%  
6.000%  
3.625%  
3.125%  
3.125%  
2.385%  
4.250%  
4.250%  
4.875%  
4.180%  
4.250%  
5.750%  
2.500%  
4.750%  
2.875%  
3.000%  
6,000%  
6,000%  
6,000%  
2.300%  
3.125%  
6.500%  
3.875%  
115  
225  
448  
69  
-
105  
111  
54  
193  
966  
70  
-
-
-
-
-
-
-
-
-
-
-
-
71  
64  
773  
491  
116  
597  
(2,992)  
-
Current portion (less than one year)  
(3,450)  
(1,937)  
Total TOTAL CAPITAL  
12,617  
15,143  
15,615  
TOTAL CAPITAL CANADA Ltd.(b)  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
2011  
565  
565  
75  
738  
82  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
CAD  
CAD  
CAD  
CAD  
CAD  
CAD  
2014  
1.625%  
2011  
2011  
2011  
2011  
2011  
2014 USLIBOR 3 months +0.38%  
2014 5.750%  
2013 USLIBOR 3 months +0.09%  
2016  
2016  
4.000%  
3.625%  
69  
-
Current portion (less than one year)  
Total TOTAL CAPITAL CANADA Ltd.  
TOTAL CAPITAL INTERNATIONAL(c)  
Other consolidated subsidiaries  
Total bonds after fair value hedge  
2,094  
-
-
223  
-
153  
308  
15,148  
15,491  
15,884  
232  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
Bonds after  
cash flow hedge  
and fix rate bonds  
Year of  
issue  
Amount  
after  
Amount  
after  
Amount  
after  
Currency  
Maturity  
Initial rate  
before  
hedging as of hedging as of hedging as of  
December 31, December 31, December 31,  
hedging  
instruments  
(M)  
2011  
2010  
2009  
TOTAL CAPITAL(a)  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
2005  
2009  
2009  
2009  
2010  
2011  
294  
744  
386  
1,016  
966  
386  
293  
691  
-
917  
935  
-
292  
602  
GBP  
EUR  
USD  
EUR  
USD  
USD  
2012  
2019  
2021  
2024  
2020  
2021  
4.625%  
4.875%  
4.250%  
5.125%  
4.450%  
4.125%  
-
806  
-
-
-
Current portion (less than one year)  
(294)  
-
Total TOTAL CAPITAL  
3,498  
926  
2,836  
-
1,700  
-
Other consolidated subsidiaries(d)  
Total Bonds after cash flow hedge  
4,424  
2,836  
1,700  
(
(
(
(
a) TOTAL CAPITAL is a wholly-owned indirect subsidiary of TOTAL S.A. (with the exception of one share held by each member of its Board of Directors). It acts as a financing vehicle  
for the Group. Its debt securities are fully and unconditionally guaranteed by TOTAL S.A. as to payment of principal, premium, if any, interest and any other amounts due.  
b) TOTAL CAPITAL CANADA Ltd. is a wholly-owned direct subsidiary of TOTAL S.A. It acts as a financing vehicle for the activities of the Group in Canada. Its debt securities are fully  
and unconditionally guaranteed by TOTAL S.A. as to payment of principal, premium, if any, interest and any other amounts due.  
c) TOTAL CAPITAL INTERNATIONAL is a wholly-owned direct subsidiary of TOTAL S.A. It acts as a financing vehicle for the Group. Its debt securities are fully and unconditionally  
guaranteed by TOTAL S.A. as to payment of principal, premium, if any, interest and any other amounts due.  
d) This amount includes SunPower's convertible bonds for an amount of 355 million.  
Loan repayment schedule (excluding current portion)  
As of December 31, 2011  
(M)  
Non-current of which hedging  
Hedging  
instruments of instruments of  
non-current  
non-current  
financial debt  
(assets)  
Non-current  
financial  
debt - net of  
hedging  
instruments  
%
financial debt  
financial debt  
(
liabilities)  
2
2
2
2
2
013  
014  
015  
016  
5,021  
4,020  
4,070  
1,712  
7,734  
80  
3
6
9
48  
(529)  
(390)  
(456)  
(193)  
(408)  
4,492  
3,630  
3,614  
1,519  
7,326  
22%  
18%  
18%  
7%  
017 and beyond  
35%  
Total  
22,557  
146  
(1,976)  
20,581  
100%  
As of December 31, 2010  
(M)  
Non-current of which hedging  
Hedging  
instruments of instruments of  
non-current  
non-current  
financial debt  
(assets)  
Non-current  
financial  
debt - net of  
hedging  
instruments  
%
financial debt  
financial debt  
(
liabilities)  
2
2
2
2
2
012  
013  
014  
015  
3,756  
4,017  
2,508  
3,706  
6,796  
34  
76  
1
2
65  
(401)  
(473)  
(290)  
(302)  
(404)  
3,355  
3,544  
2,218  
3,404  
6,392  
18%  
19%  
12%  
18%  
33%  
016 and beyond  
Total  
20,783  
178  
(1,870)  
18,913  
100%  
As of December 31, 2009  
(M)  
Non-current of which hedging  
Hedging  
instruments of instruments of  
non-current  
non-current  
financial debt  
(assets)  
Non-current  
financial  
debt - net of  
hedging  
instruments  
%
financial debt  
financial debt  
(
liabilities)  
2
2
2
2
2
011  
012  
013  
014  
3,857  
3,468  
3,781  
2,199  
6,132  
42  
48  
95  
6
(199)  
(191)  
(236)  
(90)  
3,658  
3,277  
3,545  
2,109  
5,823  
20%  
18%  
19%  
11%  
32%  
015 and beyond  
50  
(309)  
Total  
19,437  
241  
(1,025)  
18,412  
100%  
Registration Document 2011. TOTAL  
233  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Analysis by currency and interest rate  
These analyses take into account interest rate and foreign currency swaps to hedge non-current financial debt.  
As of December 31,  
(M)  
2011  
%
2010  
%
2009  
%
U.S. Dollar  
Euro  
Other currencies  
8,645  
9,582  
2,354  
42%  
47%  
11%  
7,248  
11,417  
248  
39%  
60%  
1%  
3,962  
14,110  
340  
21%  
77%  
2%  
Total  
20,581  
100%  
18,913  
100%  
18,412  
100%  
As of December 31,  
(M)  
2011  
%
2010  
%
2009  
%
Fixed rate  
Floating rate  
4,854  
15,727  
24%  
76%  
3,177  
15,736  
17%  
83%  
2,064  
16,348  
11%  
89%  
Total  
20,581  
100%  
18,913  
100%  
18,412  
100%  
B) Current financial assets and liabilities  
Current borrowings consist mainly of commercial papers or treasury bills or draws on bank loans. These instruments bear interest at rates  
that are close to market rates.  
As of December 31,  
(M)  
(Assets)/Liabilities  
2011  
2010  
2009  
Current financial debt(a)  
Current portion of non-current financial debt  
5,819  
3,856  
5,867  
3,786  
4,761  
2,233  
Current borrowings (note 28)  
9,675  
9,653  
6,994  
Current portion of hedging instruments of debt (liabilities)  
Other current financial instruments (liabilities)  
40  
127  
12  
147  
97  
26  
Other current financial liabilities (note 28)  
167  
159  
123  
Current deposits beyond three months  
Current portion of hedging instruments of debt (assets)  
Other current financial instruments (assets)  
(101)  
(383)  
(216)  
(869)  
(292)  
(44)  
(55)  
(197)  
(59)  
Current financial assets (note 28)  
(700)  
(1,205)  
8,607  
(311)  
Current borrowings and related financial assets and liabilities, net  
9,142  
6,806  
(
a) As of December 31, 2011 and as of December 31, 2010, the current financial debt includes a commercial paper program in Total Capital Canada Ltd. Total Capital Canada Ltd. is a  
wholly-owned direct subsidiary of TOTAL S.A. It acts as a financing vehicle for the activities of the Group in Canada. Its debt securities are fully and unconditionally guaranteed by  
TOTAL S.A. as to payment of principal, premium, if any, interest and any other amounts due.  
234  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
C) Net-debt-to-equity ratio  
For its internal and external communication needs, the Group calculates a debt ratio by dividing its net financial debt by equity. Adjusted  
shareholders’ equity for the year ended December 31, 2011 is calculated after payment of a dividend of 2.28 per share, subject to  
approval by the shareholders’ meeting on May 11, 2012.  
The net-debt-to-equity ratio is calculated as follows:  
As of December 31,  
(M)  
(Assets)/Liabilities  
2011  
2010  
2009  
Current borrowings  
Other current financial liabilities  
Current financial assets  
Non-current financial debt  
Hedging instruments on non-current financial debt  
Cash and cash equivalents  
9,675  
167  
(700)  
22,557  
(1,976)  
(14,025)  
9,653  
159  
(1,205)  
20,783  
(1,870)  
(14,489)  
6,994  
123  
(311)  
19,437  
(1,025)  
(11,662)  
Net financial debt  
15,698  
13,031  
13,556  
Shareholders’ equity - Group share  
Distribution of the income based on existing shares at the closing date  
Non-controlling interests  
68,037  
(1,255)  
1,352  
60,414  
(2,553)  
857  
52,552  
(2,546)  
987  
Adjusted shareholders’ equity  
Net-debt-to-equity ratio  
68,134  
23.0%  
58,718  
22.2%  
50,993  
26.6%  
21) Other creditors and accrued liabilities  
As of December 31,  
(M)  
2011  
2010  
2009  
Accruals and deferred income  
Payable to States (including taxes and duties)  
Payroll  
231  
8,040  
1,062  
5,441  
184  
7,235  
996  
223  
6,024  
955  
Other operating liabilities  
3,574  
4,706  
Total  
14,774  
11,989  
11,908  
As of December 31, 2011, the heading “Other operating liabilities” mainly includes the third quarterly interim dividend for the fiscal year 2011  
for 1,317 million. This interim dividend will be paid on March 2012.  
As of December 31, 2009, the heading “Other operating liabilities” mainly included 744 million related to Chesapeake acquisition  
(see Note 3 to the Consolidated Financial Statements).  
Registration Document 2011. TOTAL  
235  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
22) Lease contracts  
The Group leases real estate, retail stations, ships, and other equipments (see Note 11 to the Consolidated Financial Statements).  
The future minimum lease payments on operating and finance leases to which the Group is committed are shown as follows:  
For the year ended December 31, 2011  
(M)  
Operating leases  
Finance leases  
2
2
2
2
2
2
012  
013  
014  
015  
762  
552  
416  
335  
316  
940  
41  
40  
37  
36  
34  
20  
016  
017 and beyond  
Total minimum payments  
3,321  
208  
(31)  
177  
(25)  
152  
Less financial expenses  
-
-
Nominal value of contracts  
Less current portion of finance lease contracts  
Outstanding liability of finance lease contracts  
-
-
For the year ended December 31, 2010  
(M)  
Operating leases  
Finance leases  
2
2
2
2
2
2
011  
012  
013  
014  
582  
422  
335  
274  
230  
39  
39  
39  
35  
35  
54  
015  
016 and beyond  
1,105  
Total minimum payments  
2,948  
241  
(43)  
198  
(23)  
175  
Less financial expenses  
-
-
Nominal value of contracts  
Less current portion of finance lease contracts  
Outstanding liability of finance lease contracts  
-
-
For the year ended December 31, 2009  
(M)  
Operating leases  
Finance leases  
2
2
2
2
2
2
010  
011  
012  
013  
523  
377  
299  
243  
203  
894  
42  
43  
42  
41  
39  
014  
015 and beyond  
128  
Total minimum payments  
2,539  
335  
(53)  
282  
(22)  
260  
Less financial expenses  
-
-
Nominal value of contracts  
Less current portion of finance lease contracts  
Outstanding liability of finance lease contracts  
-
-
Net rental expense incurred under operating leases for the year ended December 31, 2011 is 645 million (against 605 million in 2010 and  
613 million in 2009).  
236  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
23) Commitments and contingencies  
As of December 31, 2011  
Maturity and installments  
(M)  
Total  
Less than Between 1  
year and 5 years  
More than  
5 years  
1
Non-current debt obligations net of hedging instruments (note 20)  
Current portion of non-current debt obligations net of hedging instruments (note 20)  
Finance lease obligations (note 22)  
20,429  
3,488  
177  
-
13,121  
-
7,308  
-
18  
5,808  
3,488  
25  
272  
134  
804  
Asset retirement obligations (note 19)  
6,884  
Contractual obligations recorded in the balance sheet  
30,978  
3,785  
14,059  
13,134  
Operating lease obligations (note 22)  
3,321  
762  
1,619  
940  
Purchase obligations  
77,353  
11,049  
20,534  
45,770  
Contractual obligations not recorded in the balance sheet  
Total of contractual obligations  
80,674  
11,811  
15,596  
22,153  
36,212  
46,710  
59,844  
111,652  
Guarantees given for excise taxes  
Guarantees given against borrowings  
Indemnities related to sales of businesses  
Guarantees of current liabilities  
Guarantees to customers/suppliers  
Letters of credit  
1,765  
4,778  
39  
1,594  
3,501  
-
73  
323  
34  
35  
57  
98  
954  
5
376  
262  
79  
3,265  
2,408  
2,477  
1,634  
1,898  
433  
1,574  
209  
1,347  
301  
697  
Other operating commitments  
Total of other commitments given  
15,108  
9,322  
1,520  
4,266  
Mortgages and liens received  
Goods and services sale obligations(a)  
Other commitments received  
408  
62,216  
6,740  
7
4,221  
4,415  
119  
17,161  
757  
282  
40,834  
1,568  
Total of commitments received  
69,364  
8,643  
18,037  
42,684  
(a) As from December 31, 2011, the Group discloses its goods and services sale obligations.  
As of December 31, 2010  
Maturity and installments  
(M)  
Total  
Less than Between 1  
year and 5 years  
More than  
5 years  
1
Non-current debt obligations net of hedging instruments (note 20)  
Current portion of non-current debt obligations net of hedging instruments (note 20)  
Finance lease obligations (note 22)  
18,738  
3,483  
198  
-
12,392  
-
6,346  
-
46  
4,868  
3,483  
23  
177  
129  
872  
Asset retirement obligations (note 19)  
5,917  
Contractual obligations recorded in the balance sheet  
28,336  
3,683  
13,393  
11,260  
Operating lease obligations (note 22)  
2,948  
582  
1,261  
1,105  
Purchase obligations  
61,293  
6,347  
14,427  
40,519  
Contractual obligations not recorded in the balance sheet  
Total of contractual obligations  
64,241  
92,577  
6,929  
15,688  
29,081  
41,624  
52,884  
10,612  
Guarantees given for excise taxes  
Guarantees given against borrowings  
Indemnities related to sales of businesses  
Guarantees of current liabilities  
Guarantees to customers/suppliers  
Letters of credit  
1,753  
5,005  
37  
1,594  
1,333  
-
71  
493  
31  
19  
96  
88  
3,179  
6
171  
147  
5
3,020  
1,250  
2,057  
1,621  
1,247  
467  
1,303  
3
1,370  
-
Other operating commitments  
220  
Total of other commitments given  
13,293  
6,409  
930  
5,954  
Mortgages and liens received  
Other commitments received  
429  
6,387  
2
114  
679  
313  
1,830  
3,878  
Total of commitments received  
6,816  
3,880  
793  
2,143  
Registration Document 2011. TOTAL  
237  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
As of December 31, 2009  
Maturity and installments  
(M)  
Total  
Less than Between 1  
year and 5 years  
More than  
5 years  
1
Non-current debt obligations net of hedging instruments (note 20)  
Current portion of non-current debt obligations net of hedging instruments (note 20)  
Finance lease obligations (note 22)  
18,152  
2,111  
282  
-
12,443  
-
5,709  
-
114  
4,262  
2,111  
22  
235  
146  
972  
Asset retirement obligations (note 19)  
5,469  
Contractual obligations recorded in the balance sheet  
26,014  
2,368  
13,561  
10,085  
Operating lease obligations (note 22)  
Purchase obligations  
2,539  
49,808  
523  
4,542  
1,122  
9,919  
894  
35,347  
Contractual obligations not recorded in the balance sheet  
Total of contractual obligations  
52,347  
78,361  
5,065  
7,433  
11,041  
24,602  
36,241  
46,326  
Guarantees given for excise taxes  
Guarantees given against borrowings  
Indemnities related to sales of businesses  
Guarantees of current liabilities  
Guarantees to customers/suppliers  
Letters of credit  
1,765  
2,882  
36  
1,617  
1,383  
-
69  
709  
1
38  
70  
2
79  
790  
35  
5
783  
12  
203  
160  
2,770  
1,499  
765  
1,917  
1,485  
582  
Other operating commitments  
103  
80  
Total of other commitments given  
9,920  
7,144  
992  
1,784  
Mortgages and liens received  
Other commitments received  
330  
5,637  
5
106  
481  
219  
1,969  
3,187  
Total of commitments received  
5,967  
3,192  
587  
2,188  
A) Contractual obligations  
Debt obligations  
Purchase obligations  
Purchase obligations are obligations under contractual agreements  
to purchase goods or services, including capital projects. These  
obligations are enforceable and legally binding on the company  
and specify all significant terms, including the amount and the  
timing of the payments.  
Non-current debt obligations” are included in the items  
Non-current financial debt” and “Hedging instruments of  
non-current financial debt” of the Consolidated Balance Sheet.  
It includes the non-current portion of swaps hedging bonds, and  
excludes non-current finance lease obligations of 152 million.  
These obligations mainly include: hydrocarbon unconditional  
purchase contracts (except where an active, highly-liquid market  
exists and when the hydrocarbons are expected to be re-sold  
shortly after purchase), reservation of transport capacities in  
pipelines, unconditional exploration works and development works  
in the Upstream segment, and contracts for capital investment  
projects in the Downstream segment.  
The current portion of non-current debt is included in the items  
“Current borrowings”, “Current financial assets” and “Other current  
financial liabilities” of the Consolidated Balance Sheet. It includes  
the current portion of swaps hedging bonds, and excludes the  
current portion of finance lease obligations of 25 million.  
The information regarding contractual obligations linked to  
indebtedness is presented in Note 20 to the Consolidated  
Financial Statements.  
B) Other commitments given  
Guarantees given for excise taxes  
Lease contracts  
They 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.  
The information regarding operating and finance leases is  
presented in 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 Notes 1Q  
and 19 to the Consolidated Financial Statements.  
Guarantees given against borrowings  
The Group guarantees bank debt and finance lease obligations  
of certain non-consolidated subsidiaries and equity affiliates.  
Maturity 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  
238  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
guarantees. As of December 31, 2011, the maturities of these  
guarantees are up to 2023.  
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 indemnities.  
Guarantees given against borrowings include the guarantee given  
in 2008 by TOTAL S.A. in connection with the financing of the  
Yemen LNG project for an amount of 1,208 million. In turn, certain  
partners involved in this project have given commitments that  
could, in the case of Total S.A.’s guarantees being called for  
the maximum amount, reduce the Group’s exposure by up to  
The guarantees related to antitrust investigations granted as part  
of the agreement relating to the spin-off of Arkema are described in  
Note 32 to the Consolidated Financial Statements.  
Other guarantees given  
404 million, recorded under “Other commitments received”.  
Non-consolidated subsidiaries  
In 2010, TOTAL S.A. provided guarantees in connection with the  
financing of the Jubail project (operated by SAUDI ARAMCO  
TOTAL Refining and Petrochemical Company (SATORP)) of up to  
The Group also guarantees the current liabilities of certain  
non-consolidated subsidiaries. Performance under these  
guarantees would be triggered by a financial default of the entity.  
2,463 million, proportional to TOTAL’s share in the project  
(37.5%). In addition, TOTAL S.A. provided in 2010 a guarantee in  
Operating agreements  
favor of its partner in the Jubail project (Saudi Arabian Oil Company)  
with respect to Total Refining Saudi Arabia SAS’s obligations under  
the shareholders agreement with respect to SATORP. As of  
December 31, 2011, this guarantee is of up to 1,095 million and  
has been recorded under “Other operating commitments”.  
As part of normal ongoing business operations and consistent  
with generally and accepted recognized industry practices,  
the Group enters into numerous agreements with other parties.  
These commitments are often entered into for commercial purposes,  
for regulatory purposes or for other operating agreements.  
Indemnities related to sales of businesses  
C) Commitments received  
In the ordinary course of business, the Group executes contracts  
involving standard indemnities in oil industry and indemnities  
specific to transactions such as sales of businesses. These  
indemnities 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  
Goods and services sale obligations  
These amounts represent binding obligations under contractual  
agreements to sell goods or services, including in particular  
hydrocarbon unconditional sale contracts (except when an  
active, highly-liquid market exists and volumes are re-sold shortly  
after purchase).  
Registration Document 2011. TOTAL  
239  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
24) Related parties  
The main transactions and balances with related parties (principally non-consolidated subsidiaries and equity affiliates) are detailed as follows:  
As of December 31,  
(M)  
2011  
2010  
2009  
Balance sheet  
Receivables  
Debtors and other debtors  
Loans (excl. loans to equity affiliates)  
Payables  
585  
331  
432  
315  
293  
438  
Creditors and other creditors  
Debts  
724  
31  
497  
28  
386  
42  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Statement of income  
Sales  
Purchases  
Financial expense  
Financial income  
4,400  
5,508  
-
3,194  
5,576  
69  
2,183  
2,958  
1
79  
74  
68  
Compensation for the administration and management bodies  
The aggregate amount of direct and indirect compensation accounted for by the French and foreign affiliates of the Company for the  
executive officers of TOTAL (the members of the Management Committee and the Treasurer) and for the members of the Board of Directors  
who are employees of the Group, is detailed as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Number of people  
30  
26  
27  
Direct or indirect compensation received  
Pension expenses(a)  
Other long-term benefits expenses  
Termination benefits expenses  
Share-based payments expense (IFRS 2)(b)  
20.4  
9.4  
-
4.8  
10.2  
20.8  
12.2  
-
19.4  
10.6  
-
-
-
10.0  
11.2  
(
a) The benefits provided for executive officers and certain members of the Board of Directors, employees and former employees of the Group, include severance to be paid on retirement,  
supplementary pension schemes and insurance plans, which represent 139.7 million provisioned as of December 31, 2011 (against 113.8 million as of December 31, 2010 and  
96.6 million as of December 31, 2009).  
(b) Share-based payments expense computed for the executive officers and the members of the Board of Directors who are employees of the Group as described in Note 25 paragraph E  
to the Consolidated Financial Statements and based on the principles of IFRS 2 “Share-based payments” described in Note 1 paragraph E to the Consolidated Financial Statements.  
The compensation allocated to members of the Board of Directors for directors’ fees totaled 1.07 million in 2011 (0.96 million in 2010  
and 0.97 million in 2009).  
240  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
25) Share-based payments  
A) TOTAL share subscription option plans  
2003 Plan 2004 Plan 2005 Plan 2006 Plan 2007 Plan 2008 Plan 2009 Plan 2010 Plan 2011 Plan  
Total Weighted  
average  
exercise  
price  
Date of the  
shareholders’ meeting  
Date of the award(a)  
Exercise price until  
May 23, 2006 included(b)  
Exercise price  
05/17/2001 05/14/2004 05/14/2004 05/14/2004 05/11/2007 05/11/2007 05/11/2007 05/21/2010 05/21/2010  
07/16/2003 07/20/2004 07/19/2005 07/18/2006 07/17/2007 10/09/2008 09/15/2009 09/14/2010 09/14/2011  
-
-
-
-
33.30  
32.84  
39.85  
39.30  
49.73  
49.04  
-
-
-
-
-
-
-
-
since May 24, 2006(b)  
50.60  
60.10  
42.90  
39.90  
38.20  
33.00  
-
-
-
-
Expiry date  
07/16/2011 07/20/2012 07/19/2013 07/18/2014 07/17/2015 10/09/2016 09/15/2017 09/14/2018 09/14/2019  
Number of options(c)  
Existing options  
as of January 1, 2008  
8,368,378 13,197,236 6,243,438 5,711,060 5,920,105  
-
-
-
-
-
-
-
-
-
-
39,440,217  
44.23  
Granted  
-
(25,184)  
-
(118,140)  
(311,919)  
-
(34,032)  
(17,702)  
-
(53,304)  
(6,700)  
-
(34,660)  
-
4,449,810  
(6,000)  
-
-
-
-
-
-
-
-
-
-
4,449,810  
(271,320)  
(1,178,167)  
42.90  
44.88  
34.89  
Cancelled  
Exercised  
(841,846)  
Existing options  
as of January 1, 2009  
7,501,348 12,767,177 6,191,704 5,651,056 5,885,445 4,443,810  
42,440,540  
44.35  
Granted  
-
(8,020)  
-
(18,387)  
-
(6,264)  
-
-
(5,370)  
-
-
(13,780)  
-
-
(2,180)  
-
4,387,620  
(10,610)  
-
-
-
-
-
-
-
4,387,620  
(64,611)  
39.90  
45.04  
34.59  
Cancelled  
Exercised  
(681,699)  
(253,081)  
(934,780)  
Existing options  
as of January 1, 2010  
6,811,629 12,495,709 6,185,440 5,645,686 5,871,665 4,441,630 4,377,010  
45,828,769  
44.12  
Granted  
Cancelled(d)  
-
(1,420)  
-
(15,660)  
-
(6,584)  
-
-
(4,800)  
-
-
(5,220)  
-
-
(92,472)  
-
-
(4,040)  
(1,080)  
4,788,420  
(1,120)  
-
-
-
4,788,420  
(131,316)  
38.20  
43.50  
33.60  
Exercised  
(1,075,765)  
(141,202)  
- (1,218,047)  
Existing options  
as of January 1, 2011  
5,734,444 12,338,847 6,178,856 5,640,886 5,866,445 4,349,158 4,371,890 4,787,300  
49,267,826  
43.80  
Granted  
Cancelled(e)  
-
(738,534)  
-
(28,208)  
-
(16,320)  
-
-
(17,380)  
-
-
(16,080)  
-
-
(13,260)  
(200)  
-
(14,090)  
-
-
(85,217)  
(2,040)  
1,518,840 1,518,840  
(1,000) (930,089)  
(9,400) (5,223,665)  
33.00  
34.86  
33.11  
Exercised  
(4,995,910)  
(216,115)  
Existing options  
as of December 31, 2011  
-
12,094,524  
6,162,536  
5,623,506  
5,850,365 4,335,698  
4,357,800  
4,700,043  
1,508,440 44,632,912  
44.87  
(
(
a) The grant date is the date of the Board meeting awarding the share subscription options, except for the grant of October 9, 2008, decided by the Board on September 9, 2008.  
b) Exercise price in euro. The exercise prices of TOTAL subscription shares of the plans in force at that date were multiplied by 0.25 to take into account the four-for-one stock split  
on May 18, 2006. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL subscription shares of these plans were multiplied by an adjustment factor equal  
to 0.986147 effective as of May 24, 2006.  
(
(
(
c) The number of options awarded, outstanding, canceled or exercised before May 23, 2006 included, was multiplied by four to take into account the four-for-one stock split approved  
by the shareholders’ meeting on May 12, 2006.  
d) Out of 92,472 options awarded under the 2008 Plan that were canceled, 88,532 options were canceled due to the performance condition. The acquisition rate applicable to the  
subscription options that were subject to the performance condition of the 2008 Plan was 60%.  
e) Out of the 930,089 options canceled in 2011, 738,534 options that were not exercised expired due to the expiry of the 2003 subscription option Plan on July 16, 2011.  
Registration Document 2011. TOTAL  
241  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Options are exercisable, subject to a continuous employment  
condition, after a 2-year period from the date of the Board meeting  
awarding the options and expire eight years after this date. The  
underlying shares may not be transferred during four years from the  
date of grant. For the 2007 to 2011 Plans, the 4-year transfer  
restriction period does not apply to employees of non-French  
subsidiaries as of the date of the grant, who may transfer the  
underlying shares after a 2-year period from the date of the grant.  
– For each grantee of more than 3,000 options and less or equal  
to 50,000 options (other than the Chairman and Chief Executive  
Officer):  
-
-
The first 3,000 options and two-thirds above the first 3,000  
options will be finally granted to their beneficiary;  
The outstanding options, that is one-third of the options above  
the first 3,000 options, will be finally granted provided that the  
performance condition described below is fulfilled.  
2
011 Plan  
– For each grantee of more than 50,000 options (other than the  
Chairman and Chief Executive Officer):  
For the 2011 Plan, the Board of Directors decided that for each  
grantee other than the Chairman and Chief Executive Officer, the  
options will be finally granted to their beneficiary provided that the  
performance condition is fulfilled.  
- The first 3,000 options, two-thirds of the options above the  
first 3,000 options and below the first 50,000 options, and  
one-third of the options above the first 50,000 options, will be  
finally granted to their beneficiary;  
The performance condition states that the number of options finally  
granted is based on the average of the Return On Equity (ROE) of  
the Group. The average ROE is calculated by the Group from the  
consolidated balance sheet and statement of income of the Group  
for fiscal years 2011 and 2012.  
-
The outstanding options, that is one-third of the options above  
the first 3,000 options and below the first 50,000 options and  
two-thirds of the options above the first 50,000 options, will be  
finally granted provided that the performance condition is fulfilled.  
The performance condition states that the number of options finally  
granted is based on the average ROE of the Group. The average  
ROE is calculated by the Group based on TOTAL’s consolidated  
balance sheet and statement of income for fiscal years 2010  
and 2011.The acquisition rate:  
The acquisition rate:  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
is equal to zero if the average ROE is less than or equal to 7%;  
is equal to 100% if the average ROE is more than or equal  
to 18%.  
– varies on straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
In addition, as part of the 2011 Plan, the Board of Directors  
decided that the number of share subscription options finally  
awarded to the Chairman and Chief Executive Officer will be  
subject to two performance conditions:  
– is equal to 100% if the average ROE is more than or equal  
to 18%.  
In addition, as part of the 2010 Plan, the Board of Directors  
decided that the number of share subscription options finally  
awarded to the Chairman and Chief Executive Officer will be  
subject to two performance conditions:  
For 50% of the share subscription options granted, the  
performance condition states that the number of options finally  
granted is based on the average ROE of the Group. The average  
ROE is calculated by the Group from the consolidated balance  
sheet and statement of income of the Group for fiscal years 2011  
and 2012. The acquisition rate is equal to zero if the average  
ROE is less than or equal to 7%; varies on a straight-line basis  
between 0% and 100% if the average ROE is more than 7% and  
less than 18%; and is equal to 100% if the average ROE is more  
than or equal to 18%.  
For 50% of the share subscription options granted, the  
performance condition states that the number of options finally  
granted is based on the average ROE of the Group. The average  
ROE is calculated by the Group based on TOTAL’s consolidated  
balance sheet and statement of income for fiscal years 2010  
and 2011. The acquisition rate is equal to zero if the average  
ROE is less than or equal to 7%; varies on a straight-line basis  
between 0% and 100% if the average ROE is more than 7% and  
less than 18%; and is equal to 100% if the average ROE is more  
than or equal to 18%.  
For 50% of the share subscription options granted, the  
performance condition states that the number of options finally  
granted is based on the average of the Return On Average  
Capital Employed (ROACE) of the Group. The average ROACE is  
calculated by the Group from the consolidated balance sheet  
and statement of income of the Group for fiscal years 2011  
and 2012. The acquisition rate is equal to zero if the average  
ROACE is less than or equal to 6%; varies on a straight-line basis  
between 0% and 100% if the average ROACE is more than 6%  
and less than 15%; and is equal to 100% if the average ROACE  
is more than or equal to 15%.  
For 50% of the share subscription options granted, the  
performance condition states that the number of options finally  
granted is based on the average ROACE of the Group. The  
average ROACE is calculated by the Group based on TOTAL’s  
consolidated balance sheet and statement of income for fiscal  
years 2010 and 2011. The acquisition rate is equal to zero if the  
average ROACE is less than or equal to 6%; varies on a straight-  
line basis between 0% and 100% if the average ROACE is more  
than 6% and less than 15%; and is equal to 100% if the average  
ROACE is more than or equal to 15%.  
2
010 Plan  
For the 2010 Plan, the Board of Directors decided that:  
2
009 Plan  
For each grantee of up to 3,000 options, other than the  
Chairman and Chief Executive Officer, the options will be finally  
granted to their beneficiary.  
For the 2009 Plan, the Board of Directors decided that for each  
beneficiary, other than the Chief Executive Officer, of more  
than 25,000 options, one third of the options granted in excess of  
this number will be finally granted subject to a performance  
242  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
condition. This condition states that the final number of options  
finally granted is based on the average ROE of the Group as  
published by TOTAL. The average ROE is calculated based on the  
Group’s consolidated balance sheet and statement of income for  
fiscal years 2009 and 2010. The acquisition rate:  
consolidated balance sheet and statement of income for fiscal  
years 2009 and 2010. The acquisition rate is equal to zero if the  
average ROE is less than or equal to 7%; varies on a straight-line  
basis between 0% and 100% if the average ROE is more  
than 7% and less than 18%; and is equal to 100% if the average  
ROE is more than or equal to 18%.  
is equal to zero if the average ROE is less than or equal to 7%;  
For 50% of the share subscription options granted, the  
performance condition states that the number of options finally  
granted is based on the average ROACE of the Group as  
published by TOTAL. The average ROACE is calculated based  
on the Group’s consolidated balance sheet and statement of  
income for fiscal years 2009 and 2010. The acquisition rate is  
equal to zero if the average ROACE is less than or equal to 6%;  
varies on a straight-line basis between 0% and 100% if the  
average ROACE is more than 6% and less than 15%; and is  
equal to 100% if the average ROACE is more than or equal  
to 15%.  
varies on straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
is equal to 100% if the average ROE is more than or equal  
to 18%.  
In addition, the Board of Directors decided that, for the Chief  
Executive Officer, the number of share subscription options finally  
granted will be subject to two performance conditions:  
For 50% of the share subscription options granted, the  
performance condition states that the number of options finally  
granted is based on the average ROE of the Group as published  
by TOTAL. The average ROE is calculated based on the Group’s  
Due to the application of the performance condition, the acquisition  
rates were 100% for the 2009 Plan.  
B) TOTAL share purchase option plans  
001Plan(a)  
2002 Plan(b)  
Weighted  
average  
exercise  
price  
2
Total  
Date of the shareholders’ meeting  
Grant date(c)  
05/17/2001 05/17/2001  
07/10/2001 07/09/2002  
Exercise price until May 23, 2006 included(d)  
Exercise price since May 24, 2006(d)  
Expiry date  
42.05  
41.47  
39.58  
39.03  
-
-
-
-
07/10/2009 07/09/2010  
Number of options(e)  
Outstanding as of January 1, 2009  
4,691,426  
6,450,857 11,142,283  
40.06  
Awarded  
Canceled  
Exercised  
-
-
-
-
41.47  
39.21  
(4,650,446)  
(40,980)  
(7,920) (4,658,366)  
(507,676)  
(548,656)  
5,935,261  
-
Outstanding as of January 1, 2010  
-
5,935,261  
39.03  
Awarded  
Canceled(f)  
Exercised  
-
-
-
-
-
39.03  
39.03  
(4,671,989) (4,671,989)  
(1,263,272) (1,263,272)  
Outstanding as of January 1, 2011  
-
-
-
-
Awarded  
Canceled  
Exercised  
-
-
-
-
-
-
-
-
-
-
-
-
Outstanding as of December 31, 2011  
-
-
-
-
(a) Options were exercisable, subject to a continued employment condition, after a 3.5-year vesting period from the date of the Board meeting awarding the options and expired 8 years  
after this date. The underlying shares may not be transferred during the 4-year period from the date of the grant. This plan expired on July 10, 2009.  
(
b) Options were exercisable, subject to a continued employment condition, after a 2-year vesting period from the date of the Board meeting awarding the options and expired 8 years after  
this date. The underlying shares may not be transferred during the 4-year period from the date of the grant. This plan expired on July 9, 2010.  
c) The grant date is the date of the Board meeting awarding the options.  
(
(
d) Exercise price in euro. The exercise prices of TOTAL share purchase options of the plans at that date were multiplied by 0.25 to take into account the four-for-one stock split on  
May 18, 2006. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL share purchase options of these plans were multiplied by an adjustment factor equal  
to 0.986147 effective as of May 24, 2006.  
(e) The number of options awarded, outstanding, canceled or exercised before May 23, 2006 included, was multiplied by four to take into account the four-for-one stock split approved by  
the shareholders’ meeting on May 12, 2006.  
(f) Out of the 4,671,989 options canceled in 2010, 4,671,145 options that were not exercised expired due to the expiry of the 2002 purchase option Plan on July 9, 2010.  
Registration Document 2011. TOTAL  
243  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
C) Exchange guarantee granted to the holders  
of Elf Aquitaine share subscription options  
exchange undertaking, approved on March 14, 2006 to adjust the  
exchange ratio described above (see pages 24 and 25 of the  
“Prospectus for the purpose of listing Arkema shares on Euronext  
Pursuant to the public exchange offer for Elf Aquitaine shares which  
was made in 1999, the Group made a commitment to guarantee  
the holders of Elf Aquitaine share subscription options, at the end  
of the period referred to in Article 163 bis C of the French Tax Code  
Paris in connection with the allocation of Arkema shares to  
TOTAL S.A. shareholders”). Following the approval by Elf Aquitaine  
shareholders’ meeting on May 10, 2006 of the spin-off of S.D.A.  
by Elf Aquitaine, the approval by TOTAL S.A. shareholders’ meeting  
on May 12, 2006 of the spin-off of Arkema by TOTAL S.A. and the  
four-for-one TOTAL stock split, the exchange ratio was adjusted to  
six TOTAL shares for one Elf Aquitaine share on May 22, 2006.  
(CGI), and until the end of the period for the exercise of the options,  
the possibility to exchange their future Elf Aquitaine shares for  
TOTAL shares, on the basis of the exchange ratio of the offer  
(nineteen TOTAL shares for thirteen Elf Aquitaine shares).  
This exchange guarantee expired on September 12, 2009, due to  
the expiry of the Elf Aquitaine share subscription option plan No. 2  
of 1999. Subsequently, no Elf Aquitaine shares are covered by the  
exchange guarantee.  
In order to take into account the spin-off of S.D.A. (Société de  
Développement Arkema) by Elf Aquitaine, the spin-off of Arkema by  
TOTAL S.A. and the four-for-one TOTAL stock split, the Board of  
Directors of TOTAL S.A., in accordance with the terms of the share  
D) TOTAL performance share grants  
2005 Plan  
2006 Plan  
2007 Plan  
2008 Plan  
2009 Plan  
2010 Plan  
2011 Plan  
Total  
Date of the shareholders’ meeting 05/17/2005 05/17/2005 05/17/2005 05/16/2008 05/16/2008 05/16/2008 05/13/2011  
Grant date(a)  
07/19/2005 07/18/2006 07/17/2007 10/09/2008 09/15/2009 09/14/2010 09/14/2011  
Final grant date  
(
end of the vesting period)  
07/20/2007 07/19/2008 07/18/2009 10/10/2010 09/16/2011 09/15/2012 09/15/2013  
07/20/2009 07/19/2010 07/18/2011 10/10/2012 09/16/2013 09/15/2014 09/15/2015  
Transfer possible from  
Number of performance shares  
Outstanding as  
of January 1, 2009  
-
-
2,333,217 2,772,748  
-
-
-
-
-
5,105,965  
Awarded  
Canceled  
Finally granted(b)(c)  
-
-
-
-
2,972,018  
(5,982)  
-
-
-
-
-
-
2,972,018  
(23,222)  
- (2,326,249)  
1,928  
(1,928)  
2,922  
(2,922) (2,320,799)  
(12,418)  
(9,672)  
(600)  
Outstanding as  
of January 1, 2010  
-
-
-
2,762,476 2,966,036  
-
5,728,512  
Awarded  
Canceled(d)  
Finally grantedb)(c)  
-
1,024  
(1,024)  
-
-
-
-
3,010,011  
(8,738)  
(636)  
- 3,010,011  
- (1,127,386)  
- (1,656,164)  
3,034  
(3,034)  
552 (1,113,462)  
(552) (1,649,014)  
(9,796)  
(1,904)  
Outstanding as  
of January 1, 2011  
-
-
-
-
2,954,336 3,000,637  
5,954,973  
Awarded  
Canceled  
Finally granted(b)(c)(e)  
-
800  
(800)  
-
700  
(700)  
-
-
-
-
3,649,770 3,649,770  
(19,579) (53,895)  
- (2,932,606)  
792  
(792)  
356  
(26,214)  
(10,750)  
(1,836)  
(356) (2,928,122)  
Outstanding as  
of December 31, 2011  
-
-
-
-
-
2,988,051 3,630,191 6,618,242  
(
a) The grant date is the date of the Board of Directors meeting that awarded the shares, except for the shares awarded by the Board of Directors at their meeting of September 9, 2008,  
and granted on October 9, 2008.  
(
(
(
b) Performance shares finally granted following the death of their beneficiaries.  
c) Including performance shares finally granted for which the entitlement right had been canceled erroneously.  
d) Out of the 1,113,462 canceled rights to the grant share under the 2008 Plan, 1,094,914 entitlement rights were canceled due to the performance condition. The acquisition rate for  
the 2008 Plan was 60%.  
(e) The acquisition rate for the 2009 Plan was 100%.  
The performance shares, which are bought back by the Company  
on the market, are finally granted to their beneficiaries after a 2-year  
vesting period from the date of the grant. The final grant is subject  
to a continued employment condition and a performance condition.  
Moreover, the transfer of the performance shares finally granted will  
not be permitted until the end of a 2-year mandatory holding period  
from the date of the final grant.  
2011 Plan  
For the 2011 Plan, the Board of Directors decided that, for each  
senior executives (other than the Chairman and Chief Executive  
Officer), the shares will be finally granted subject to a performance  
condition. This condition is based on the average ROE as published  
by the Group and calculated based on the Group’s consolidated  
balance sheet and statement of income for fiscal years 2011  
and 2012. The acquisition rate:  
is equal to zero if the average ROE is less than or equal to 7%;  
244  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
varies on a straight-line basis between 0% and 100% if the  
average ROE is greater than 7% and less than 18%; and  
2010 Plan  
For the 2010 Plan, the Board of Directors decided that, for each  
beneficiary of more than 100 shares, half of the shares in excess of  
this number will be finally granted subject to a performance  
condition. This condition is based on the average ROE calculated  
by the Group based on TOTAL’s consolidated balance sheet and  
statement of income for fiscal years 2010 and 2011. The  
acquisition rate:  
is equal to 100% if the average ROE is greater than or equal  
to 18%.  
The Board of Directors decided also that, for each beneficiary  
other than the Chairman and Chief Executive Officer and the senior  
(
executives) of more than 100 shares, the shares in excess of this  
number will be finally granted subject to the performance condition  
mentioned before.  
– is equal to zero if the average ROE is less than or equal to 7%;  
In addition, as part of the 2011 plan, the Board of Directors decided  
that the number of performance share finally granted to the  
Chairman and Chief Executive Officer will be subject to two  
performance conditions:  
– varies on a straight-line basis between 0% and 100% if the  
average ROE is greater than 7% and less than 18%; and  
is equal to 100% if the average ROE is greater than or equal to 18%.  
For 50% of the share granted, the performance condition states  
that the number of shares finally granted is based on the average  
ROE of the Group. The average ROE is calculated by the Group  
from the consolidated balance sheet and statement of income of  
the Group for fiscal years 2011 and 2012. The acquisition rate is  
equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and is equal  
to 100% if the average ROE is more than or equal to 18%.  
2009 Plan  
For the 2009 Plan, the Board of Directors decided that, for each  
beneficiary of more than 100 shares, half of the shares in excess  
of this number will be finally granted subject to a performance  
condition. This condition states that the number of shares finally  
granted is based on the average ROE as published by the Group  
and calculated based on the Group’s consolidated balance sheet  
and statement of income for fiscal years 2009 and 2010. The  
acquisition rate:  
For 50% of the share granted, the performance condition states  
that the number of shares finally granted is based on the average  
ROACE of the Group. The average ROACE is calculated by the  
Group from the consolidated balance sheet and statement of  
income of the Group for fiscal years 2011 and 2012. The  
acquisition rate is equal to zero if the average ROACE is less  
than or equal to 6%; varies on a straight-line basis between 0%  
and 100% if the average ROACE is more than 6% and less  
than 15%; and is equal to 100% if the average ROACE is more  
than or equal to 15%.  
is equal to zero if the average ROE is less than or equal to 7%;  
– varies on a straight-line basis between 0% and 100% if the  
average ROE is greater than 7% and less than 18%; and  
is equal to 100% if the average ROE is greater than or equal  
to 18%.  
Due to the application of the performance condition, the acquisition  
rate was 100% for the 2009 Plan.  
E) Global free TOTAL share plan  
The Board of Directors approved at its meeting on May 21, 2010 the implementation and conditions of a global free share plan intended  
for the Group employees. On June 30, 2010, entitlement rights to 25 free shares were granted to every employee. The final grant is subject  
to a continued employment condition during the plan’s vesting period. The shares are not subject to any performance condition. Following  
the vesting period, the shares awarded will be new shares.  
2
010 Plan  
2010 Plan  
(4 + 0)  
Total  
(2 + 2)  
Date of the shareholders’ meeting  
Date of the award(a)  
Date of the final award  
Transfer authorized as from  
Number of free shares  
05/16/2008 05/16/2008  
06/30/2010 06/30/2010  
07/01/2012 07/01/2014  
07/01/2014 07/01/2014  
-
-
-
-
Outstanding as of January 1, 2010  
-
-
-
Notified  
Cancelled  
Finally granted(b)  
1,508,850  
(125)  
1,070,650 2,579,500  
(75)  
-
(200)  
(75)  
(75)  
Outstanding as of January 1, 2011  
1,508,650  
1,070,575  
2,579,225  
Notified  
Cancelled  
Finally granted(b)  
-
(29,175)  
(475)  
-
(54,625)  
(425)  
-
(83,800)  
(900)  
Outstanding as of December 31, 2011  
1,479,000  
1,015,525  
2,494,525  
(
(
a) The June 30, 2010, grant was decided by the Board of Directors on May 21, 2010.  
b) Final grant following the death or disability of the beneficiary of the shares.  
Registration Document 2011. TOTAL  
245  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
F) SunPower plans  
other number of shares as determined by SunPower’s Board of  
Directors. As of January 1, 2012, approximately 3.3 million shares  
were available for grant under the 2005 Plan. No new awards are  
being granted under the 1996 Plan or the PowerLight Plan.  
SunPower has three stock incentive plans: the 1996 Stock Plan  
(“1996 Plan”), the Second Amended and Restated 2005 SunPower  
Corporation Stock Incentive Plan (“2005 Plan”) and the PowerLight  
Corporation Common Stock Option and Common Stock Purchase  
Plan (“PowerLight Plan”). The PowerLight Plan was assumed by  
SunPower by way of the acquisition of PowerLight in fiscal 2007.  
Under the terms of all three plans, SunPower may issue incentive or  
non-statutory stock options or stock purchase rights to directors,  
employees and consultants to purchase common stock. The 2005  
Plan was adopted by SunPower’s Board of Directors in  
Incentive stock options may be granted at no less than the fair  
value of the common stock on the date of grant. Non-statutory  
stock options and stock purchase rights may be granted at no  
less than 85% of the fair value of the common stock at the date of  
grant. The options and rights become exercisable when and as  
determined by SunPower’s Board of Directors, although these  
terms generally do not exceed ten years for stock options. Under  
the 1996 and 2005 Plans, the options typically vest over five years  
with a one-year cliff and monthly vesting thereafter. Under the  
PowerLight Plan, the options typically vest over five years with  
yearly cliff vesting. Under the 2005 Plan, the restricted stock grants  
and restricted stock units typically vest in three equal installments  
annually over three years.  
August 2005, and was approved by shareholders in  
November 2005. The 2005 Plan replaced the 1996 Plan and allows  
not only for the grant of options, but also for the grant of stock  
appreciation rights, restricted stock grants, restricted stock units  
and other equity rights. The 2005 Plan also allows for tax  
withholding obligations related to stock option exercises or  
restricted stock awards to be satisfied through the retention of  
shares otherwise released upon vesting. The PowerLight Plan was  
adopted by PowerLight’s Board of Directors in October 2000.  
The majority of shares issued are net of the minimum statutory  
withholding requirements that SunPower pays on behalf of its  
employees. During the six months ended January 1, 2012  
SunPower withheld 221,262 shares to satisfy the employees’ tax  
obligations. SunPower pays such withholding requirements in  
cash to the appropriate taxing authorities. Shares withheld are  
treated as common stock repurchases for accounting and  
disclosure purposes and reduce the number of shares outstanding  
upon vesting.  
In May 2008, SunPower’s stockholders approved an automatic  
annual increase available for grant under the 2005 Plan, beginning  
in fiscal 2009. The automatic annual increase is equal to the lower  
of three percent of the outstanding shares of all classes of  
SunPower’s common stock measured on the last day of the  
immediately preceding fiscal quarter, 6.0 million shares, or such  
The following table summarizes SunPower’s stock option activities:  
Outstanding Stock Options  
Shares  
in thousands)  
Weighted-Average  
Exercise Price Per  
Share  
Weighted-Average  
Remaining  
Contractual Term  
(in years)  
Aggregate  
Intrinsic  
Value  
(in thousands dollars)  
(
(in dollars)  
Outstanding as of July 3, 2011  
519  
25.39  
Exercised  
Forfeited  
(29)  
(6)  
3.93  
31.29  
Outstanding as of January 1, 2012  
484  
26.62  
4.71  
480  
Exercisable as of January 1, 2012  
Expected to vest after January 1, 2012  
441  
40  
24.52  
48.08  
4.53  
6.64  
480  
-
The intrinsic value of options exercised in the six months ended January 1, 2012 was $0.3 million. There were no stock options granted in  
the six months ended January 1, 2012.  
The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based on SunPower’s closing stock price  
of $6.23 at December 30, 2011, which would have been received by the option holders had all option holders exercised their options as of  
that date. The total number of in-the-money options exercisable was 0.1 million shares as of January 1, 2012.  
246  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
The following table summarizes SunPower’s non-vested stock options and restricted stock activities thereafter:  
Stock Options  
Restricted Stock Awards and Units  
Shares  
in thousands)  
Weighted-Average  
Exercise Price  
Per Share  
Shares  
(in thousands)  
Weighted-Average  
Grant Date Fair  
Value Per Share  
(in dollars)(a)  
(
(in dollars)  
Outstanding as of July 3, 2011  
67  
41.34  
7,198  
16.03  
Granted  
Vested(b)  
Forfeited  
-
(19)  
(5)  
-
28.73  
31.29  
2,336  
(691)  
(1,473)  
6.91  
18.96  
14.10  
Outstanding as of December 31, 2011  
43  
48.33  
7,370  
13.25  
(
(
a) The Company estimates the fair value of the restricted stock unit awards as the stock price on the grant date.  
b) Restricted stock awards and units vested include shares withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements.  
G) Share-based payment expense  
Share-based payment expense before tax for the year 2010  
amounted to 140 million and was broken down as follows:  
 31 million for TOTAL share subscription plans; and  
 109 million for TOTAL restricted shares plans.  
Share-based payment expense before tax for the year 2011  
amounts to 178 million and is broken down as follows:  
27 million for TOTAL share subscription plans;  
134 million for TOTAL restricted shares plans; and  
17 million for SunPower plans.  
Share-based payment expense before tax for the year 2009  
amounted to 106 million and was broken down as follows:  
38 million for TOTAL share subscription plans; and  
68 million for TOTAL restricted shares plans.  
The fair value of the options granted in 2011, 2010 and 2009 has been measured according to the Black-Scholes method and based on the  
following assumptions:  
For the year ended December 31,  
2011  
2010  
2009  
Risk free interest rate (%)(a)  
Expected dividends (%)(b)  
Expected volatility (%)(c)  
2.0  
5.6  
27.5  
2
2.1  
5.9  
25.0  
2
2.9  
4.8  
31.0  
2
Vesting period (years)  
Exercice period (years)  
8
8
8
Fair value of the granted options ( per option)  
4.4  
5.8  
8.4  
(
(
(
a) Zero coupon Euro swap rate at 6 years.  
b) The expected dividends are based on the price of TOTAL share derivatives traded on the markets.  
c) The expected volatility is based on the implied volatility of TOTAL share options and of share indices options traded on the markets.  
At the shareholders’ meeting held on May 21, 2010, the  
shareholders delegated to the Board of Directors the authority to  
increase the share capital of the Company in one or more  
transactions and within a maximum period of 26 months from the  
date of the meeting, by an amount not exceeding 1.5% of the  
share capital outstanding on the date of the meeting of the Board  
of Directors at which a decision to proceed with an issuance is  
made reserving subscriptions for such issuance to the Group  
employees participating in a company savings plan. It is being  
specified that the amount of any such capital increase reserved for  
Group employees was counted against the aggregate maximum  
nominal amount of share capital increases authorized by the  
shareholders’ meeting held on May 21, 2010 for issuing new  
ordinary shares or other securities granting immediate or future  
access to the Company’s share capital with preferential  
Pursuant to this delegation of authorization, the Board of Directors,  
during its October 28, 2010 meeting, implemented a capital increase  
reserved for employees within the limit of 12 million shares, with  
dividend rights as of the January 1, 2010 and delegated all power to  
the Chairman and Chief Executive Officer to determine the opening  
and closing of subscription period and the subscription price.  
On March 14, 2011, the Chairman and Chief Executive Officer  
decided that the subscription period would be set from  
March 16, 2011 to April 1, 2011 and acknowledged that the  
subscription price per ordinary share would be set at 34.80.  
During this capital increase, 8,902,717 TOTAL shares were  
subscribed and created on April 28, 2011.  
The cost of capital increases reserved for employees is reduced to  
take into account the non transferability of the shares that could be  
subscribed by the employees over a period of five years. The  
valuation method of non transferability of the shares is based on a  
strategy cost in two steps consisting, first, in a five years forward  
sale of the nontransferable shares, and second, in purchasing the  
subscription rights (2.5 billion in nominal value).  
Registration Document 2011. TOTAL  
247  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
same number of shares in cash with a loan financing reimbursable “in fine”. During the year 2011, the main assumptions used for the  
valuation of the cost of capital increase reserved for employees were the following:  
For the year ended December 31,  
2011  
Date of the Board of Directors meeting that decided the issue  
Subscription price ()  
October 28, 2010  
34.80  
41.60  
8.90  
2.82  
7.23  
17.6  
Share price at the reference date ()(a)  
Number of shares (in millions)  
Risk free interest rate (%)(b)  
Employees loan financing rate (%)(c)  
Non transferability cost (% of the reference’s share price)  
(
(
(
a) Share price at the date which the Chairman and Chief Executive Officer decided the subscription period.  
b) Zero coupon Euro swap rate at 5 years.  
c) The employees loan financing rate is based on a 5 year consumer’s credit rate.  
Due to the fact that the non transferability cost is higher than the discount, no cost has been accounted to the fiscal year 2011.  
26) Payroll and staff  
For the year ended December 31,  
2011  
2010  
2009  
Personnel expenses (M)  
Wages and salaries (including social charges)  
6,579  
6,246  
6,177  
Group employees  
France  
Management  
Other  
11,123  
23,914  
10,852  
24,317  
10,906  
25,501  
International  
Management  
Other  
15,713  
45,354  
15,146  
42,540  
15,243  
44,737  
Total  
96,104  
92,855  
96,387  
The number of employees includes only employees of fully consolidated subsidiaries.  
The increase in the number of employees between December 31, 2011 and December 31, 2010 is mainly explained by the acquisition  
of SunPower, partially compensated by the sale of the photocure and coatings resins businesses (see Note 3 to the Consolidated  
Financial Statements).  
248  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
27) Statement of cash flows  
A) Cash flow from operating activities  
The following table gives additional information on cash paid or received in the cash flow from operating activities:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Interests paid  
(679)  
277  
(12,061)  
2,133  
(470)  
132  
(8,848)  
1,722  
(678)  
148  
(7,027)  
1,456  
Interests received  
Income tax paid(a)  
Dividends received  
(a) These amounts include taxes paid in kind under production-sharing contracts in the exploration-production.  
Changes in working capital are detailed as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Inventories  
(1,845)  
(1,287)  
(2,409)  
2,646  
(1,896)  
(2,712)  
911  
2,482  
719  
(4,217)  
(344)  
1,505  
571  
Accounts receivable  
Other current assets  
Accounts payable  
Other creditors and accrued liabilities  
1,156  
(831)  
Net amount  
(1,739)  
(496)  
(3,316)  
B) Cash flow used in financing activities  
Changes in non-current financial debt are detailed in the following table under a net value due to the high number of multiple drawings:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Issuance of non-current debt  
Repayment of non-current debt  
4,234  
(165)  
3,995  
(206)  
6,309  
(787)  
Net amount  
4,069  
3,789  
5,522  
C) Cash and cash equivalents  
Cash and cash equivalents are detailed as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Cash  
Cash equivalents  
4,715  
9,310  
4,679  
9,810  
2,448  
9,214  
Total  
14,025  
14,489  
11,662  
Cash equivalents are mainly composed of deposits less than three months deposited in government institutions or deposit banks selected in  
accordance with strict criteria.  
Registration Document 2011. TOTAL  
249  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
28) Financial assets and liabilities analysis per instruments class and strategy  
The financial assets and liabilities disclosed in the balance sheet are detailed as follows:  
As of December 31, 2011  
M)  
Financial instruments related to financing and trading activities  
Fair value  
Other  
financial  
instruments  
Total  
Fair  
value  
(
Amortized cost  
Available  
for sale(  
Held  
for  
trading  
Financial  
Hedging  
of  
financial  
debt  
Cash  
Net  
flow investment  
hedge  
a)  
(b)  
debt  
hedge  
Assets/(Liabilities)  
and other  
Equity affiliates: loans  
2,246  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,246  
3,674  
2,246  
3,674  
Other investments  
3,674  
Hedging instruments of  
non-current financial debt  
Other non-current assets  
Accounts receivable, net  
Other operating receivables  
Current financial assets  
Cash and cash equivalents  
-
-
-
-
-
-
-
-
-
1,971  
5
-
-
-
-
-
-
-
-
-
1,976  
2,055  
20,049  
7,467  
700  
1,976  
2,055  
20,049  
7,467  
700  
2,055  
-
-
-
-
-
-
-
-
-
-
-
-
20,049  
6,393  
-
1,074  
159  
-
-
146  
-
383  
-
12  
-
14,025  
14,025  
14,025  
Total financial assets  
Total non-financial assets  
Total assets  
4,447  
3,674  
1,233  
-
-
-
2,354  
17  
-
-
-
40,467  
52,192  
111,857  
164,049  
52,192  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Non-current financial debt  
Accounts payable  
(4,858)  
-
-
-
-
-
-
-
(17,551)  
(97)  
(49)  
-
(2)  
(22,557)  
(22,086)  
(5,441)  
(9,675)  
(167)  
(23,247)  
(22,086)  
(5,441)  
(9,675)  
(167)  
-
-
-
-
-
-
-
-
-
(22,086)  
Other operating liabilities  
Current borrowings  
(606)  
-
-
(3,517)  
-
(4,835)  
(6,158)  
-
-
-
Other current financial liabilities  
Total financial liabilities  
Total non-financial liabilities  
Total liabilities  
-
(87)  
(40)  
(14)  
(26)  
(11,016)  
-
-
-
(693)  
(21,068)  
(137)  
(63)  
(26)  
(26,923)  
(59,926)  
(104,123)  
(164,049)  
(60,616)  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(
(
a) Financial assets available for sale are measured at their fair value except for unlisted securities (see Note 1 paragraph M(ii) and Note 13 to the Consolidated Financial Statements).  
b) The financial debt is adjusted to the hedged risks value (currency and interest rate) as part of hedge accounting (see Note 1 paragraph M(iii) to the Consolidated Financial Statements).  
250  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
As of December 31, 2010  
M)  
Financial instruments related to financing and trading activities  
Fair value  
Other  
financial  
instruments  
Total  
Fair  
value  
(
Amortized cost  
Available  
for sale(  
Held  
for  
trading  
Financial  
Hedging  
of  
financial  
debt  
Cash  
Net  
flow investment  
hedge  
a)  
(b)  
debt  
hedge  
Assets/(Liabilities)  
and other  
Equity affiliates: loans  
2,383  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,383  
4,590  
2,383  
4,590  
Other investments  
4,590  
Hedging instruments of  
non-current financial debt  
Other non-current assets  
Accounts receivable, net  
Other operating receivables  
Current financial assets  
Cash and cash equivalents  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,814  
56  
-
-
-
-
-
1,870  
1,596  
1,870  
1,596  
1,596  
-
-
-
-
-
-
-
-
18,159  
3,908  
-
18,159  
4,407  
18,159  
4,407  
499  
38  
-
-
-
869  
-
292  
-
-
6
-
1,205  
1,205  
-
14,489  
14,489  
14,489  
Total financial assets  
Total non-financial assets  
Total assets  
4,848  
4,590  
537  
-
-
-
2,106  
56  
6
-
36,556  
48,699  
95,019  
48,699  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
143,718  
Non-current financial debt  
Accounts payable  
(3,186)  
-
-
-
-
-
-
-
(17,419)  
(178)  
-
-
-
-
-
-
-
-
-
-
-
(20,783)  
(18,450)  
(3,574)  
(9,653)  
(159)  
(21,172)  
(18,450)  
(3,574)  
(9,653)  
(159)  
-
-
-
-
-
(18,450)  
Other operating liabilities  
Current borrowings  
(559)  
-
-
(3,737)  
-
(3,015)  
(5,916)  
-
-
-
Other current financial liabilities  
Total financial liabilities  
Total non-financial liabilities  
Total liabilities  
-
(147)  
(12)  
(9,102)  
-
-
-
(706)  
(21,156)  
(190)  
-
-
-
-
-
-
(21,465)  
(52,619)  
(91,099)  
(53,008)  
-
-
-
-
-
-
-
-
-
-
-
-
(143,718)  
(
(
a) Financial assets available for sale are measured at their fair value except for unlisted securities (see Note 1 paragraph M(ii) and Note 13 to the Consolidated Financial Statements).  
b) The financial debt is adjusted to the hedged risks value (currency and interest rate) as part of hedge accounting (see Note 1 paragraph M(iii) to the Consolidated Financial Statements).  
Registration Document 2011. TOTAL  
251  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
As of December 31, 2009  
M)  
Financial instruments related to financing and trading activities  
Other  
financial  
instruments  
Total  
Fair  
value  
(
Amortized cost  
Fair value  
Available  
for sale(  
Held  
for  
trading  
Financial  
Hedging  
of  
financial  
debt  
Cash  
Net  
flow investment  
hedge  
a)  
(b)  
debt  
hedge  
Assets/(Liabilities)  
and other  
Equity affiliates: loans  
2,367  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,367  
1,162  
2,367  
1,162  
Other investments  
1,162  
Hedging instruments of  
non-current financial debt  
Other non-current assets  
Accounts receivable, net  
Other operating receivables  
Current financial assets  
Cash and cash equivalents  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
889  
136  
-
-
-
-
1,025  
1,284  
15,719  
5,145  
311  
1,025  
1,284  
15,719  
5,145  
311  
1,284  
-
-
-
-
-
-
-
-
-
-
1,029  
53  
-
-
-
15,719  
4,116  
-
-
55  
-
197  
-
6
-
-
11,662  
11,662  
11,662  
Total financial assets  
Total non-financial assets  
Total assets  
3,706  
1,162  
1,082  
-
1,086  
136  
6
-
31,497  
38,675  
89,078  
38,675  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
127,753  
Non-current financial debt  
Accounts payable  
(2,089)  
-
-
-
-
-
-
-
(17,107)  
(241)  
-
-
-
-
-
-
-
-
(19,437)  
(15,383)  
(4,706)  
(6,994)  
(123)  
(19,905)  
(15,383)  
(4,706)  
(6,994)  
(123)  
-
-
-
-
-
(15,383)  
Other operating liabilities  
Current borrowings  
(923)  
-
-
(2,145)  
-
-
(3,783)  
(4,849)  
-
-
-
-
Other current financial liabilities  
Total financial liabilities  
Total non-financial liabilities  
Total liabilities  
-
(25)  
(97)  
(1)  
(6,938)  
-
-
-
(948)  
(19,252)  
(338)  
-
-
-
(1)  
-
(19,166)  
(46,643)  
(81,110)  
(47,111)  
-
-
-
-
-
-
-
-
-
-
-
-
-
(127,753)  
(
(
a) Financial assets available for sale are measured at their fair value except for unlisted securities (see Note 1 paragraph M(ii) and Note 13 to the Consolidated Financial Statements).  
b) The financial debt is adjusted to the hedged risks value (currency and interest rate) as part of hedge accounting (see Note 1 paragraph M(iii) to the Consolidated Financial Statements).  
29) Fair value of financial instruments (excluding commodity contracts)  
A) Impact on the statement of income per nature of financial instruments  
Operating assets and liabilities  
The impact on the statement of income is detailed as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Assets available for sale (investments):  
dividend income on non-consolidated subsidiaries  
gains (losses) on disposal of assets  
other  
330  
103  
(29)  
(34)  
255  
60  
(17)  
90  
210  
6
(18)  
41  
Loans and receivables  
Impact on net operating income  
370  
388  
239  
The impact in the statement of income mainly includes:  
Dividends and gains or losses on disposal of other investments classified as “Other investments”;  
Financial gains and depreciation on loans related to equity affiliates, non-consolidated companies and on receivables reported in “Loans  
and receivables”.  
252  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
Assets and liabilities from financing activities  
The impact on the statement of income of financing assets and liabilities is detailed as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Loans and receivables  
271  
(730)  
17  
133  
(469)  
4
158  
(563)  
33  
Financing liabilities and associated hedging instruments  
Fair value hedge (ineffective portion)  
Assets and liabilities held for trading  
2
(2)  
(26)  
Impact on the cost of net debt  
(440)  
(334)  
(398)  
The impact on the statement of income mainly includes:  
– Financial income, financial expense and fair value of derivative  
instruments used for cash management purposes classified  
as “Assets and liabilities held for trading”.  
Financial income on cash, cash equivalents, and current financial  
assets (notably current deposits beyond three months) classified  
as “Loans and receivables”;  
Financial derivative instruments used for cash management  
purposes (interest rate and foreign exchange) are considered  
to be held for trading. Based on practical documentation issues,  
the Group did not elect to set up hedge accounting for such  
instruments. The impact on income of the derivatives is offset  
by the impact of loans and current liabilities they are related to.  
Therefore these transactions taken as a whole do not have a  
significant impact on the Consolidated Financial Statements.  
Financial expense of long term subsidiaries financing, associated  
hedging instruments (excluding ineffective portion of the hedge  
detailed below) and financial expense of short term financing  
classified as “Financing liabilities and associated hedging  
instruments”;  
Ineffective portion of bond hedging; and  
B) Impact of the hedging strategies  
Fair value hedge  
The impact on the statement of income of the bond hedging instruments which is recorded in the item “Financial interest on debt”  
in the Consolidated Statement of Income is detailed as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Revaluation at market value of bonds  
Swap hedging of bonds  
(301)  
318  
(1,164)  
1,168  
(183)  
216  
Ineffective portion of the fair value hedge  
17  
4
33  
The ineffective portion is not representative of the Group’s performance considering the Group’s objective to hold swaps to maturity. The current  
portion of the swaps valuation is not subject to active management.  
Net investment hedge  
These instruments are recorded directly in shareholders’ equity under “Currency translation adjustments”. The variations of the period are  
detailed in the table below:  
For the year ended December 31,  
As of  
Variations  
Disposals  
As of  
(M)  
January 1,  
December 31,  
2011  
(243)  
139  
-
(104)  
2
2
010  
009  
25  
124  
(268)  
(99)  
-
-
(243)  
25  
As of December 31, 2011, the fair value of the open instruments amounts to (26) million compared to 6 million in 2010 and 5 million  
in 2009.  
Registration Document 2011. TOTAL  
253  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
Cash flow hedge  
The impact on the statement of income and on equity of the hedging instruments qualified as cash flow hedges is detailed as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Profit (Loss) recorded in equity during the period  
Recycled amount from equity to the income statement during the period  
(84)  
(47)  
(80)  
(115)  
128  
221  
As of December 31, 2011, 2010 and 2009, the ineffective portion of these financial instruments is equal to zero.  
C) Maturity of derivative instruments  
The maturity of the notional amounts of derivative instruments, excluding the commodity contracts, is detailed in the following table:  
As of December 31, 2011  
M)  
Fair value  
Notional value(a)  
(
Total  
2012  
2013  
2014  
2015  
2016  
2017  
and after  
Assets/(Liabilities)  
Fair value hedge  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
(97)  
1,478  
-
-
-
-
-
-
-
-
-
-
-
-
1,971  
15,653  
Total swaps hedging fixed-rates bonds  
(assets and liabilities)  
1,874  
17,131  
-
4,204  
4,215  
3,380  
1,661  
3,671  
Swaps hedging fixed-rates bonds (current portion) (liabilities)  
Swaps hedging fixed-rates bonds (current portion) (assets)  
(40)  
383  
642  
-
-
-
-
-
-
-
-
-
-
-
-
2,349  
Total swaps hedging fixed-rates bonds  
(current portion) (assets and liabilities)  
343  
2,991  
2,991  
-
-
-
-
-
Cash flow hedge  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
(49)  
5
967  
749  
-
-
-
-
-
-
-
-
-
-
-
-
Total swaps hedging fixed-rates bonds  
(
assets and liabilities)  
(44)  
1,716  
-
-
-
-
-
-
1,716  
Swaps hedging fixed-rates bonds (current portion) (liabilities)  
Swaps hedging fixed-rates bonds (current portion) (assets)  
(14)  
12  
582  
908  
-
-
-
-
-
-
-
-
-
-
-
-
Total swaps hedging fixed-rates bonds  
(current portion) (assets and liabilities)  
(2)  
1,490  
1,490  
-
-
-
-
Net investment hedge  
Currency swaps and forward exchange contracts (assets)  
Currency swaps and forward exchange contracts (liabilities)  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(26)  
881  
Total swaps hedging net investments  
(26)  
881  
881  
-
-
-
-
-
Held for trading  
Other interest rate swaps (assets)  
Other interest rate swaps (liabilities)  
1
3,605  
-
-
-
-
-
-
-
-
-
-
-
-
(2)  
14,679  
Total other interest rate swaps (assets and liabilities)  
(1)  
18,284  
18,284  
-
-
-
-
-
Currency swaps and forward exchange contracts (assets)  
Currency swaps and forward exchange contracts (liabilities)  
158  
(85)  
6,984  
4,453  
-
-
-
-
-
-
-
-
-
-
-
-
Total currency swaps and forward exchange contracts  
(assets and liabilities)  
73  
11,437  
11,176  
80  
58  
36  
31  
56  
(a) These amounts set the levels of notional commitment and are not indicative of a contingent gain or loss.  
254  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
As of December 31, 2010  
M)  
Fair value  
Notional value(a)  
(
Total  
2011  
2012  
2013  
2014  
2015  
2016  
and after  
Assets/(Liabilities)  
Fair value hedge  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
(178)  
2,244  
-
-
-
-
-
-
-
-
-
-
-
-
1,814  
13,939  
Total swaps hedging fixed-rates bonds  
(assets and liabilities)  
1,636  
16,183  
-
2,967  
3,461  
2,421  
3,328  
4,006  
Swaps hedging fixed-rates bonds (current portion) (liabilities)  
Swaps hedging fixed-rates bonds (current portion) (assets)  
(12)  
292  
592  
-
-
-
-
-
-
-
-
-
-
-
-
2,815  
Total swaps hedging fixed-rates bonds  
(current portion) (assets and liabilities)  
280  
3,407  
3,407  
-
-
-
-
-
Cash flow hedge  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
56  
1,957  
Total swaps hedging fixed-rates bonds  
(assets and liabilities)  
56  
1,957  
-
295  
-
-
-
1,662  
Swaps hedging fixed-rates bonds (current portion) (liabilities)  
Swaps hedging fixed-rates bonds (current portion) (assets)  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total swaps hedging fixed-rates bonds (current portion)  
(assets and liabilities)  
-
-
-
-
-
-
-
-
Net investment hedge  
Currency swaps and forward exchange contracts (assets)  
Currency swaps and forward exchange contracts (liabilities)  
6
-
381  
-
-
-
-
-
-
-
-
-
-
-
-
-
Total swaps hedging net investments  
6
381  
381  
-
-
-
-
-
Held for trading  
Other interest rate swaps (assets)  
Other interest rate swaps (liabilities)  
1
6,463  
-
-
-
-
-
-
-
-
-
-
-
-
(3)  
11,395  
Total other interest rate swaps (assets and liabilities)  
(2)  
17,858  
17,667  
189  
-
-
2
-
Currency swaps and forward exchange contracts (assets)  
Currency swaps and forward exchange contracts (liabilities)  
37  
1,532  
6,757  
-
-
-
-
-
-
-
-
-
-
-
-
(144)  
Total currency swaps and forward exchange contracts  
(assets and liabilities)  
(107)  
8,289  
8,102  
-
25  
49  
31  
82  
(a) These amounts set the levels of notional commitment and are not indicative of a contingent gain or loss.  
Registration Document 2011. TOTAL  
255  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
As of December 31, 2009  
(M)  
Fair value  
Notional value(a)  
Total  
2010  
2011  
2012  
2013  
2014  
2015  
and after  
Assets/(Liabilities)  
Fair value hedge  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
(241)  
889  
4,615  
-
-
-
-
-
-
-
-
-
-
-
-
11,076  
Total swaps hedging fixed-rates bonds  
(assets and liabilities)  
648  
15,691  
-
3,345  
2,914  
3,450  
1,884  
4,098  
Swaps hedging fixed-rates bonds (current portion) (liabilities)  
Swaps hedging fixed-rates bonds (current portion) (assets)  
(97)  
197  
912  
-
-
-
-
-
-
-
-
-
-
-
-
1,084  
Total swaps hedging fixed-rates bonds (current portion)  
(assets and liabilities)  
100  
1,996  
1,996  
-
-
-
-
-
Cash flow hedge  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
-
-
-
-
-
-
-
-
-
-
-
-
136  
1,837  
295  
1,542  
Total swaps hedging fixed-rates bonds  
(assets and liabilities)  
136  
1,837  
-
-
295  
-
-
1,542  
Swaps hedging fixed-rates bonds (current portion) (liabilities)  
Swaps hedging fixed-rates bonds (current portion) (assets)  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total swaps hedging fixed-rates bonds (current portion)  
(
assets and liabilities)  
-
-
-
-
-
-
-
-
-
Net investment hedge  
Currency swaps and forward exchange contracts (assets)  
Currency swaps and forward exchange contracts (liabilities)  
6
701  
224  
-
-
-
-
-
-
-
-
-
-
-
-
(1)  
Total swaps hedging net investments  
5
925  
925  
-
-
-
-
Held for trading  
Other interest rate swaps (assets)  
Other interest rate swaps (liabilities)  
-
1,459  
-
-
-
-
-
-
-
-
-
-
-
-
(1)  
10,865  
Total other interest rate swaps (assets and liabilities)  
(1)  
12,324  
12,208  
114  
2
Currency swaps and forward exchange contracts (assets)  
Currency swaps and forward exchange contracts (liabilities)  
53  
4,017  
3,456  
-
-
-
-
-
-
-
-
-
-
-
-
(24)  
Total currency swaps and forward exchange contracts  
(assets and liabilities)  
29  
7,473  
7,224  
-
52  
50  
47  
100  
(a) These amounts set the levels of notional commitment and are not indicative of a contingent gain or loss.  
256  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
D) Fair value hierarchy  
The fair value hierarchy for financial instruments excluding commodity contracts is as follows:  
As of December 31, 2011  
M)  
Quoted prices  
Prices based  
Prices based  
on non  
Total  
(
in active markets on observable  
for identical  
assets  
data  
(level 2)  
observable  
data  
(level 1)  
(level 3)  
Fair value hedge instruments  
Cash flow hedge instruments  
Net investment hedge instruments  
Assets and liablities held for trading  
Assets available for sale  
-
-
-
-
2,217  
(46)  
(26)  
72  
-
-
-
-
-
2,217  
(46)  
(26)  
72  
2,575  
2,575  
-
Total  
2,575  
2,217  
-
4,792  
As of December 31, 2010  
(M)  
Quoted prices Prices based  
in active markets on observable  
for identical data  
assets  
Prices based  
on non  
Total  
observable  
data  
(level 2)  
(level 1)  
(level 3)  
Fair value hedge instruments  
Cash flow hedge instruments  
Net investment hedge instruments  
Assets and liablities held for trading  
Assets available for sale  
-
-
-
-
1,916  
56  
6
(109)  
-
-
-
-
-
-
1,916  
56  
6
(109)  
3,631  
3,631  
Total  
3,631  
1,869  
-
5,500  
As of December 31, 2009  
(M)  
Quoted prices Prices based  
in active markets on observable  
for identical data  
assets  
Prices based  
on non  
Total  
observable  
data  
(level 2)  
(level 1)  
(level 3)  
Fair value hedge instruments  
Cash flow hedge instruments  
Net investment hedge instruments  
Assets and liablities held for trading  
Assets available for sale  
-
-
-
748  
136  
5
28  
-
-
-
-
-
-
748  
136  
5
28  
232  
-
232  
Total  
232  
917  
-
1,149  
The description of each fair value level is presented in Note 1 paragraph M(v) to the Consolidated Financial Statements.  
Registration Document 2011. TOTAL  
257  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
30) Financial instruments related to commodity contracts  
Financial instruments related to oil, gas and power activities as well as related currency derivatives are recorded at fair value under “Other  
current assets” or “Other creditors and accrued liabilities” depending on whether they are assets or liabilities.  
As of December 31, 2011  
(M)  
Assets/(Liabilities)  
Carrying amount  
Fair value(b)  
Crude oil, petroleum products and freight rates activities  
Petroleum products and crude oil swaps  
Freight rate swaps  
Forwards(a)  
3
-
(16)  
(4)  
3
-
(16)  
(4)  
Options  
Futures  
Options on futures  
(14)  
(6)  
(14)  
(6)  
Total crude oil, petroleum products and freight rates  
(37)  
(37)  
Gas & Power activities  
Swaps  
57  
452  
(3)  
57  
452  
(3)  
Forwards(a)  
Options  
Futures  
-
-
Total Gas & Power  
506  
469  
506  
469  
-
Total  
Total of fair value non recognized in the balance sheet  
(
(
a) Forwards: contracts resulting in physical delivery are accounted for as derivative commodity contracts and included in the amounts shown.  
b) When the fair value of derivatives listed on an organized exchange market (futures, options on futures and swaps) is offset with the margin call received or paid in the balance sheet,  
this fair value is set to zero.  
As of December 31, 2010  
(M)  
Assets/(Liabilities)  
Carrying amount  
Fair value(b)  
Crude oil, petroleum products and freight rates activities  
Petroleum products and crude oil swaps  
Freight rate swaps  
Forwards(a)  
(2)  
-
5
(2)  
-
5
Options  
Futures  
Options on futures  
51  
(12)  
(4)  
51  
(12)  
(4)  
Total crude oil, petroleum products and freight rates  
38  
38  
Gas & Power activities  
Swaps  
(1)  
(102)  
5
(1)  
(102)  
5
Forwards(a)  
Options  
Futures  
-
-
Total Gas & Power  
(98)  
(60)  
(98)  
(60)  
-
Total  
Total of fair value non recognized in the balance sheet  
(
(
a) Forwards: contracts resulting in physical delivery are accounted for as derivative commodity contracts and included in the amounts shown.  
b) When the fair value of derivatives listed on an organized exchange market (futures, options on futures and swaps) is offset with the margin call received or paid in the balance sheet,  
this fair value is set to zero.  
258  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
As of December 31, 2009  
(M)  
Assets/(Liabilities)  
Carrying amount  
Fair value(b)  
Crude oil, petroleum products and freight rates activities  
Petroleum products and crude oil swaps  
Freight rate swaps  
Forwards(a)  
Options  
Futures  
(29)  
-
(9)  
21  
(17)  
6
(29)  
-
(9)  
21  
(17)  
6
Options on futures  
Total crude oil, petroleum products and freight rates  
(28)  
(28)  
Gas & Power activities  
Swaps  
52  
78  
4
52  
78  
4
Forwards(a)  
Options  
Futures  
-
-
Total Gas & Power  
134  
106  
134  
106  
-
Total  
Total of fair value non recognized in the balance sheet  
(
(
a) Forwards: contracts resulting in physical delivery are accounted for as derivative commodity contracts and included in the amounts shown.  
b) When the fair value of derivatives listed on an organized exchange market (futures, options on futures and swaps) is offset with the margin call received or paid in the balance sheet, this  
fair value is set to zero.  
Most commitments on crude oil and refined products have a short term maturity (less than one year). The maturity of most Gas & Power  
energy derivatives is less than three years forward.  
The changes in fair value of financial instruments related to commodity contracts are detailed as follows:  
For the year ended December 31,  
M)  
Fair value  
as of January 1,  
Impact on  
income  
Settled  
contracts  
Other Fair value as of  
December 31,  
(
Crude oil, petroleum products and freight rates activities  
011  
2
38  
1,572  
(1,648)  
1
(37)  
38  
2010  
009  
(28)  
39  
1,556  
1,713  
(1,488)  
(1,779)  
(2)  
(1)  
2
(28)  
Gas & Power activities  
2011  
(98)  
899  
(295)  
0
506  
2
2
010  
009  
134  
592  
410  
327  
(648)  
(824)  
6
39  
(98)  
134  
Registration Document 2011. TOTAL  
259  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
The fair value hierarchy for financial instruments related to commodity contracts is as follows:  
As of December 31, 2011  
M)  
Quoted prices  
Prices based  
Prices based  
on non  
Total  
(
in active markets on observable  
for identical  
assets  
data  
(level 2)  
observable  
data  
(level 1)  
(level 3)  
Crude oil, petroleum products and freight rates activities  
Gas & Power activities  
(38)  
(44)  
1
550  
-
-
(37)  
506  
Total  
(82)  
551  
-
469  
As of December 31, 2010  
(M)  
Quoted prices Prices based  
in active markets on observable  
for identical data  
assets  
Prices based  
on non  
Total  
observable  
data  
(level 2)  
(level 1)  
(level 3)  
Crude oil, petroleum products and freight rates activities  
Gas & Power activities  
(10)  
50  
48  
(148)  
-
-
38  
(98)  
Total  
40  
(100)  
-
(60)  
As of December 31, 2009  
(M)  
Quoted prices Prices based  
in active markets on observable  
for identical data  
assets  
Prices based  
on non  
Total  
observable  
data  
(level 2)  
(level 1)  
(level 3)  
Crude oil, petroleum products and freight rates activities  
Gas & Power activities  
(45)  
140  
17  
(6)  
-
-
(28)  
134  
Total  
95  
11  
-
106  
The description of each fair value level is presented in Note 1 paragraph M(v) to the Consolidated Financial Statements.  
31) Financial risks management  
Oil and gas market related risks  
The Trading & Shipping division measures its market risk exposure,  
i.e. potential loss in fair values, on its crude oil, refined products  
and freight rates trading activities using a value-at-risk technique.  
This technique is based on an historical model and makes an  
assessment of the market risk arising from possible future changes  
in market values over a 24-hour period. The calculation of the range  
of potential changes in fair values takes into account a snapshot  
of the end-of-day exposures and the set of historical price  
movements for the last 400 business days for all instruments  
and maturities in the global trading activities. Options are  
systematically reevaluated using appropriate models.  
Due to the nature of its business, the Group has significant oil and  
gas trading activities as part of its day-to-day operations in order  
to optimize revenues from its oil and gas production and to obtain  
favorable pricing to supply its refineries.  
In its international oil trading business, the Group follows a policy  
of not selling its future production. However, in connection with this  
trading business, the Group, like most other oil companies, uses  
energy derivative instruments to adjust its exposure to price  
fluctuations of crude oil, refined products, natural gas, power and  
coal. The Group also uses freight rate derivative contracts in its  
shipping business to adjust its exposure to freight-rate fluctuations.  
To hedge against this risk, the Group uses various instruments such  
as futures, forwards, swaps and options on organised markets or  
over-the-counter markets. The list of the different derivatives held  
by the Group in these markets is detailed in Note 30 to the  
Consolidated Financial Statements.  
The potential movement in fair values corresponds to a 97.5%  
value-at-risk type confidence level. This means that the Group’s  
portfolio result is likely to exceed the value-at-risk loss measure  
once over 40 business days if the portfolio exposures were left  
unchanged.  
Trading & Shipping: value-at-risk with a 97.5% probability  
As of December 31,  
(
M)  
High  
10.6  
Low  
3.7  
Average  
6.1  
Year end  
6.3  
2011  
2
2
010  
009  
23.1  
18.8  
3.4  
5.8  
8.9  
10.2  
3.8  
7.6  
260  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
As part of its gas, power and coal trading activity, the Group also  
uses derivative instruments such as futures, forwards, swaps and  
options in both organised and over-the-counter markets. In general,  
the transactions are settled at maturity date through physical  
delivery. The Gas & Power division measures its market risk  
exposure, i.e. potential loss in fair values, on its trading business  
using a value-at-risk technique. This technique is based on an  
historical model and makes an assessment of the market risk  
arising from possible future changes in market values over a one-  
day period. The calculation of the range of potential changes in fair  
values takes into account a snapshot of the end-of-day exposures  
and the set of historical price movements for the past two years for  
all instruments and maturities in the global trading business.  
Gas & Power trading: value-at-risk with a 97.5% probability  
As of December 31,  
(
M)  
High  
21.0  
Low  
12.7  
Average  
16.0  
Year end  
17.6  
2011  
2
2
010  
009  
13.9  
9.8  
2.7  
1.9  
6.8  
5.0  
10.0  
4.8  
The Group has implemented strict policies and procedures to manage  
and monitor these market risks. These are based on the separation  
of control and front-office functions and on an integrated information  
system that enables real-time monitoring of trading activities.  
Counterparty risk  
The Group has established standards for market transactions  
under which bank counterparties must be approved in advance,  
based on an assessment of the counterparty’s financial soundness  
(multi-criteria analysis including a review of market prices and  
of the Credit Default Swap (CDS), its ratings with Standard  
& Poor’s and Moody’s, which must be of high quality, and its  
overall financial condition).  
Limits on trading positions are approved by the Group’s Executive  
Committee and are monitored daily. To increase flexibility and  
encourage liquidity, hedging operations are performed with  
numerous independent operators, including other oil companies,  
major energy producers or consumers and financial institutions.  
The Group has established counterparty limits and monitors  
outstanding amounts with each counterparty on an ongoing basis.  
An overall authorized credit limit is set for each bank and is allotted  
among the subsidiaries and the Group’s central treasury entities  
according to their needs.  
Financial markets related risks  
To reduce the market values risk on its commitments, in particular  
for swaps set as part of bonds issuance, the Treasury Department  
also developed a system of margin call that is gradually  
implemented with significant counterparties.  
As part of its financing and cash management activities, the Group  
uses derivative instruments to manage its exposure to changes in  
interest rates and foreign exchange rates. These instruments are  
principally interest rate and currency swaps. The Group may also  
use, on a less frequent basis, futures and options contracts.  
These operations and their accounting treatment are detailed  
in Notes 1 paragraph M, 20, 28 and 29 to the Consolidated  
Financial Statements.  
Currency exposure  
The Group seeks to minimize the currency exposure of each entity  
to its functional currency (primarily the euro, the dollar, the  
Canadian dollar, the pound sterling and the Norwegian krone).  
Risks relative to cash management operations and to interest rate  
and foreign exchange financial instruments are managed according  
to rules set by the Group’s senior management, which provide for  
regular pooling of available cash balances, open positions and  
management of the financial instruments by the Treasury  
Department. Excess cash of the Group is deposited mainly in  
government institutions, deposit banks, or major companies  
through deposits, reverse repurchase agreements and purchase  
of commercial paper. Liquidity positions and the management of  
financial instruments are centralized by the Treasury Department,  
where they are managed by a team specialized in foreign exchange  
and interest rate market transactions.  
For currency exposure generated by commercial activity, the  
hedging of revenues and costs in foreign currencies is typically  
performed using currency operations on the spot market and,  
in some cases, on the forward market. The Group rarely hedges  
future cash flows, although it may use options to do so.  
With respect to currency exposure linked to non-current assets  
booked in a currency other than the euro, the Group has a policy  
of reducing the related currency exposure by financing these assets  
in the same currency.  
Net short-term currency exposure is periodically monitored against  
limits set by the Group’s senior management.  
The Cash Monitoring-Management Unit within the Treasury  
Department monitors limits and positions per bank on a daily  
basis and results of the Front Office. This unit also prepares  
marked-to-market valuations of used financial instruments and,  
when necessary, performs sensitivity analysis.  
The non-current debt described in Note 20 to the Consolidated  
Financial Statements is generally raised by the corporate treasury  
entities either directly in dollars, in euros or in Canadian dollars,  
or in other currencies which are then exchanged for dollars or euros  
through swaps issues to appropriately match general corporate  
needs. The proceeds from these debt issuances are loaned to  
affiliates whose accounts are kept in dollars, in Canadian dollars  
or in euros. Thus, the net sensitivity of these positions to currency  
exposure is not significant.  
Registration Document 2011. TOTAL  
261  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
The Group’s short-term currency swaps, the notional value of which  
appears in Note 29 to the Consolidated Financial Statements, are  
used to attempt to optimize the centralized cash management of  
the Group. Thus, the sensitivity to currency fluctuations which may  
be induced is likewise considered negligible.  
benchmark, primarily through short-term interest rate swaps and  
short-term currency swaps, without modifying currency exposure.  
Interest rate risk on non-current debt  
The Group’s policy consists of incurring non-current debt primarily at  
a floating rate, or, if the opportunity arises at the time of an issuance,  
at a fixed rate. Debt is incurred in dollars, in euros or in Canadian  
dollars according to general corporate needs. Long-term interest  
rate and currency swaps may be used to hedge bonds at their  
issuance in order to create a variable or fixed rate synthetic debt. In  
order to partially modify the interest rate structure of the long-term  
debt, TOTAL may also enter into long-term interest rate swaps.  
Short-term interest rate exposure and cash  
Cash balances, which are primarily composed of euros and dollars,  
are managed according to the guidelines established by the  
Group’s senior management (maintain an adequate level of liquidity,  
optimize revenue from investments considering existing interest rate  
yield curves, and minimize the cost of borrowing) over a less than  
twelve-month horizon and on the basis of a daily interest rate  
Sensitivity analysis on interest rate and foreign exchange risk  
The tables below present the potential impact of an increase or decrease of 10 basis points on the interest rate yield curves for each of the  
currencies on the fair value of the current financial instruments as of December 31, 2011, 2010 and 2009.  
Change in fair value  
due to a change  
in interest rate by:  
Assets/(Liabilities)  
(M)  
Carrying  
amount  
Estimated  
fair value  
+10 basis  
points  
-10 basis  
points  
As of December 31, 2011  
Bonds (non-current portion, before swaps)  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
Total swaps hedging fixed-rates bonds (assets and liabilities)  
Current portion of non-current debt after swap (excluding capital lease obligations)  
Other interest rates swaps  
(21,402)  
(146)  
1,976  
1,830  
3,488  
(1)  
(22,092)  
(146)  
1,976  
1,830  
3,488  
(1)  
83  
-
-
(49)  
3
3
(83)  
-
-
49  
(3)  
(3)  
-
Currency swaps and forward exchange contracts  
47  
47  
-
As of December 31, 2010  
Bonds (non-current portion, before swaps)  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
Total swaps hedging fixed-rates bonds (assets and liabilities)  
Current portion of non-current debt after swap (excluding capital lease obligations)  
Other interest rates swaps  
(20,019)  
(178)  
1,870  
1,692  
3,483  
(2)  
(20,408)  
(178)  
1,870  
1,692  
3,483  
(2)  
86  
-
-
(59)  
4
3
(84)  
-
-
59  
(4)  
(3)  
-
Currency swaps and forward exchange contracts  
(101)  
(101)  
-
As of December 31, 2009  
Bonds (non-current portion, before swaps)  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
Total swaps hedging fixed-rates bonds (assets and liabilities)  
Current portion of non-current debt after swap (excluding capital lease obligations)  
Other interest rates swaps  
(18,368)  
(241)  
1,025  
784  
(2,111)  
(1)  
(18,836)  
(241)  
1,025  
784  
(2,111)  
(1)  
75  
-
-
(57)  
3
1
(75)  
-
-
57  
(3)  
(1)  
-
Currency swaps and forward exchange contracts  
34  
34  
-
The impact of changes in interest rates on the cost of net debt before tax is as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Cost of net debt  
(440)  
(334)  
(398)  
Interest rate translation of:  
+
-
+
-
10 basis points  
10 basis points  
100 basis points  
100 basis points  
(10)  
10  
(103)  
103  
(11)  
11  
(107)  
107  
(11)  
11  
(108)  
108  
As a result of the policy for the management of currency exposure previously described, the Group’s sensitivity to currency exposure is  
primarily influenced by the net equity of the subsidiaries whose functional currency is the dollar and, to a lesser extent, the pound sterling,  
the Norwegian krone and the Canadian dollar.  
262  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
This sensitivity is reflected in the historical evolution of the currency translation adjustment recorded in the statement of changes in  
shareholders’ equity which, in the course of the last three fiscal years, is essentially related to the fluctuation of dollar and pound sterling and  
is set forth in the table below:  
Euro/Dollar  
exchange rates  
Euro/Pound sterling  
exchange rates  
As of December 31, 2011  
1.29  
0.84  
As of December 31, 2010  
As of December 31, 2009  
1.34  
1.44  
0.86  
0.89  
As of December 31, 2011  
Total  
Euro  
Dollar  
Pound  
Other currencies  
(M)  
sterling  
and equity affiliates  
Shareholders’ equity at historical exchange rate  
Currency translation adjustment  
69,025  
41,396  
21,728  
4,713  
1,188  
before net investment hedge  
(962)  
(26)  
127  
(25)  
(923)  
(1)  
(166)  
-
Net investment hedge - open instruments  
Shareholders’ equity at exchange rate  
as of December 31, 2011  
68,037  
41,396  
21,830  
3,789  
1,022  
As of December 31, 2010  
Total  
Euro  
Dollar  
Pound  
sterling  
Other currencies  
and equity affiliates(a)  
(M)  
Shareholders’ equity at historical exchange rate  
Currency translation adjustment  
62,909  
32,894  
22,242  
4,997  
2,776  
before net investment hedge  
(2,501)  
6
-
-
(1,237)  
6
(1,274)  
-
10  
-
Net investment hedge - open instruments  
Shareholders’ equity at exchange rate  
as of December 31, 2010  
60,414  
32,894  
21,011  
3,723  
2,786  
As of December 31, 2009  
Total  
Euro  
Dollar  
Pound  
Other currencies  
(M)  
sterling  
and equity affiliates  
Shareholders’ equity at historical exchange rate  
Currency translation adjustment  
57,621  
27,717  
18,671  
5,201  
6,032  
before net investment hedge  
(5,074)  
5
-
-
(3,027)  
6
(1,465)  
(1)  
(582)  
-
Net investment hedge - open instruments  
Shareholders’ equity at exchange rate  
as of December 31, 2009  
52,552  
27,717  
15,650  
3,735  
5,450  
(
a) The decrease in the heading "Other currencies and equity affiliates" is mainly explained by the change in the consolidation method of Sanofi (see Note 3 to the Consolidated Financial  
Statements). The contribution to the shareholders’ equity of this investment is now reclassified into the heading for the Eurozone.  
As a result of this policy, the impact of currency exchange rate  
fluctuations on consolidated income, as illustrated in Note 7 to the  
Consolidated Financial Statements, has not been significant over  
the last three years despite the considerable fluctuation of the dollar  
Liquidity risk  
TOTAL S.A. has confirmed lines of credit granted by international  
banks, which are calculated to allow it to manage its short-term  
liquidity needs as required.  
(gain of 118 million in 2011, nil result in 2010, loss of 32 million  
in 2009).  
As of December 31, 2011, these lines of credit amounted  
to $10,139 million, of which $10,096 million was unused. The  
agreements for the lines of credit granted to TOTAL S.A. do not  
contain conditions related to the Company’s financial ratios, to its  
financial ratings from specialized agencies, or to the occurrence of  
events that could have a material adverse effect on its financial  
position. As of December 31, 2011, the aggregate amount of the  
principal confirmed lines of credit granted by international banks to  
Group companies, including TOTAL S.A., was $11,447 million, of  
which $11,154 million was unused. The lines of credit granted to  
Group companies other than TOTAL S.A. are not intended to finance  
the Group’s general needs; they are intended to finance either the  
general needs of the borrowing subsidiary or a specific project.  
Stock market risk  
The Group holds interests in a number of publicly-traded  
companies (see Notes 12 and 13 to the Consolidated Financial  
Statements). The market value of these holdings fluctuates due to  
various factors, including stock market trends, valuations of the  
sectors in which the companies operate, and the economic and  
financial condition of each individual company.  
Registration Document 2011. TOTAL  
263  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
The following tables show the maturity of the financial assets and liabilities of the Group as of December 31, 2011, 2010 and 2009  
(see Note 20 to the Consolidated Financial Statements).  
As of December 31, 2011  
Assets/(Liabilities)  
Less than  
one year  
1-2 years  
2-3 years  
3-4 years  
4-5 years  
More than  
5 years  
Total  
(M)  
Non-current financial debt  
notional value excluding interests)  
Current borrowings  
Other current financial liabilities  
Current financial assets  
Cash and cash equivalents  
(
-
(9,675)  
(167)  
700  
14,025  
(4,492)  
(3,630)  
(3,614)  
(1,519)  
(7,326)  
(20,581)  
(9,675)  
(167)  
700  
14,025  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Net amount before financial expense  
4,883  
(4,492)  
(3,630)  
(3,614)  
(1,519)  
(7,326)  
(15,698)  
Financial expense on non-current financial debt  
Interest differential on swaps  
(785)  
320  
(691)  
331  
(521)  
221  
(417)  
120  
(302)  
55  
(1,075)  
44  
(3,791)  
1,091  
Net amount  
4,418  
(4,852)  
(3,930)  
(3,911)  
(1,766)  
(8,357)  
(18,398)  
As of December 31, 2010  
Assets/(Liabilities)  
Less than  
one year  
1-2 years  
2-3 years  
3-4 years  
4-5 years  
More than  
5 years  
Total  
(M)  
Non-current financial debt  
notional value excluding interests)  
Current borrowings  
Other current financial liabilities  
Current financial assets  
Cash and cash equivalents  
(
-
(9,653)  
(159)  
1,205  
14,489  
(3,355)  
(3,544)  
(2,218)  
(3,404)  
(6,392)  
(18,913)  
(9,653)  
(159)  
1,205  
14,489  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Net amount before financial expense  
5,882  
(3,355)  
(3,544)  
(2,218)  
(3,404)  
(6,392)  
(13,031)  
Financial expense on non-current financial debt (843)  
(729)  
334  
(605)  
153  
(450)  
33  
(358)  
2
(1,195)  
(78)  
(4,180)  
905  
Interest differential on swaps  
461  
Net amount  
5,500  
(3,750)  
(3,996)  
(2,635)  
(3,760)  
(7,665)  
(16,306)  
As of December 31, 2009  
Assets/(Liabilities)  
Less than  
one year  
1-2 years  
2-3 years  
3-4 years  
4-5 years  
More than  
5 years  
Total  
(M)  
Non-current financial debt  
notional value excluding interests)  
Current borrowings  
Other current financial liabilities  
Current financial assets  
Cash and cash equivalents  
(
-
(6,994)  
(123)  
311  
11,662  
(3,658)  
(3,277)  
(3,545)  
(2,109)  
(5,823)  
(18,412)  
(6,994)  
(123)  
311  
11,662  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Net amount before financial expense  
4,856  
(3,658)  
(3,277)  
(3,545)  
(2,109)  
(5,823)  
(13,556)  
Financial expense on non-current financial debt (768)  
(697)  
233  
(561)  
100  
(448)  
25  
(301)  
(16)  
(1,112)  
(55)  
(3,887)  
734  
Interest differential on swaps  
447  
Net amount  
4,535  
(4,122)  
(3,738)  
(3,968)  
(2,426)  
(6,990)  
(16,709)  
In addition, the Group guarantees bank debt and finance lease  
obligations of certain non-consolidated companies and equity  
affiliates. 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. Maturity dates and  
amounts are set forth in Note 23 to the Consolidated Financial  
Statements (“Guarantees given against borrowings”).  
The Group also guarantees the current liabilities of certain non-  
consolidated companies. Performance under these guarantees  
would be triggered by a financial default of these entities. Maturity  
dates and amounts are set forth in Note 23 to the Consolidated  
Financial Statements (“Guarantees of current liabilities”).  
264  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
The following table sets forth financial assets and liabilities related to operating activities as of December 31, 2011, 2010 and 2009 (see  
Note 28 to the Consolidated Financial Statements).  
As of December 31,  
(M)  
Assets/(Liabilities)  
2011  
2010  
2009  
Accounts payable  
Other operating liabilities  
including financial instruments related to commodity contracts  
Accounts receivable, net  
Other operating receivables  
(22,086)  
(5,441)  
(606)  
20,049  
7,467  
(18,450)  
(3,574)  
(559)  
18,159  
4,407  
499  
(15,383)  
(4,706)  
(923)  
15,719  
5,145  
including financial instruments related to commodity contracts  
1,074  
1,029  
Total  
(11)  
542  
775  
These financial assets and liabilities mainly have a maturity date below one year.  
Credit risk  
Credit risk is defined as the risk of the counterparty to a contract failing to perform or pay the amounts due.  
The Group is exposed to credit risks in its operating and financing activities. The Group’s maximum exposure to credit risk is partially related  
to financial assets recorded on its balance sheet, including energy derivative instruments that have a positive market value.  
The following table presents the Group’s maximum credit risk exposure:  
As of December 31,  
(M)  
Assets/(Liabilities)  
2011  
2010  
2009  
Loans to equity affiliates (note 12)  
Loans and advances (note 14)  
Hedging instruments of non-current financial debt (note 20)  
Accounts receivable (note 16)  
Other operating receivables (note 16)  
Current financial assets (note 20)  
2,246  
2,055  
1,976  
20,049  
7,467  
700  
2,383  
1,596  
1,870  
18,159  
4,407  
1,205  
14,489  
2,367  
1,284  
1,025  
15,719  
5,145  
311  
Cash and cash equivalents (note 27)  
14,025  
11,662  
Total  
48,518  
44,109  
37,513  
The valuation allowance on loans and advances and on accounts  
receivable and other operating receivables is detailed respectively  
in Notes 14 and 16 to the Consolidated Financial Statements.  
Customer receivables are subject to provisions on a case-by-  
case basis, based on prior history and management’s  
assessment of the facts and circumstances.  
As part of its credit risk management related to operating and  
financing activities, the Group has developed margin call contracts  
with certain counterparties. As of December 31, 2011, the net  
amount received as part of these margin calls was 1,682 million  
- Gas & Power  
The Gas & Power division deals with counterparties in the  
energy, industrial and financial sectors throughout the world.  
Financial institutions providing credit risk coverage are highly  
rated international bank and insurance groups.  
(against 1,560 million as of December 31, 2010 and 693 million  
as of December 31, 2009).  
Potential counterparties are subject to credit assessment  
and approval before concluding transactions and are thereafter  
subject to regular review, including re-appraisal and approval  
of the limits previously granted.  
Credit risk is managed by the Group’s business segments as  
follows:  
Upstream Segment  
-
Exploration & Production  
The creditworthiness of counterparties is assessed based on  
an analysis of quantitative and qualitative data regarding financial  
standing and business risks, together with the review of any  
relevant third party and market information, such as data  
published by rating agencies. On this basis, credit limits are  
defined for each potential counterparty and, where appropriate,  
transactions are subject to specific authorisations.  
Risks arising under contracts with government authorities or  
other oil companies or under long-term supply contracts  
necessary for the development of projects are evaluated during  
the project approval process. The long-term aspect of these  
contracts and the high-quality of the other parties lead to a low  
level of credit risk.  
Credit exposure, which is essentially an economic exposure or  
an expected future physical exposure, is permanently monitored  
and subject to sensitivity measures.  
Risks related to commercial operations, other than those  
described above (which are, in practice, directly monitored by  
subsidiaries), are subject to procedures for establishing and  
reviewing credit.  
Credit risk is mitigated by the systematic use of industry standard  
Registration Document 2011. TOTAL  
265  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
contractual frameworks that permit netting, enable requiring  
added security in case of adverse change in the counterparty  
risk, and allow for termination of the contract upon occurrence  
of certain events of default.  
Potential counterparties are subject to credit assessment and  
approval prior to any transaction being concluded and all active  
counterparties are subject to regular reviews, including re-  
appraisal and approval of granted limits. The creditworthiness of  
counterparties is assessed based on an analysis of quantitative  
and qualitative data regarding financial standing and business  
risks, together with the review of any relevant third party and  
market information, such as ratings published by Standard  
Downstream Segment  
-
Refining & Marketing  
Internal procedures for the Refining & Marketing division include  
rules on credit risk that describe the basis of internal control in  
this domain, including the separation of authority between  
commercial and financial operations. Credit policies are defined  
at the local level, complemented by the implementation of  
procedures to monitor customer risk (credit committees at the  
subsidiary level, the creation of credit limits for corporate  
customers, portfolio guarantees, etc.).  
&
Poor’s, Moody’s Investors Service and other agencies.  
Contractual arrangements are structured so as to maximize the  
risk mitigation benefits of netting between transactions wherever  
possible and additional protective terms providing for the  
provision of security in the event of financial deterioration and the  
termination of transactions on the occurrence of defined default  
events are used to the greatest permitted extent.  
Each entity also implements monitoring of its outstanding  
receivables. Risks related to credit may be mitigated or  
limited by subscription of credit insurance and/or requiring  
security or guarantees.  
Credit risks in excess of approved levels are secured by means  
of letters of credit and other guarantees, cash deposits and  
insurance arrangements. In respect of derivative transactions,  
risks are secured by margin call contracts wherever possible.  
Bad debts are provisioned on a case-by-case basis at a rate  
determined by management based on an assessment of the risk  
of credit loss.  
Chemicals Segment  
Credit risk in the Chemicals segment is primarily related to  
commercial receivables. Each division implements procedures for  
managing and provisioning credit risk that differ based on the size  
of the subsidiary and the market in which it operates. The principal  
elements of these procedures are:  
-
Trading & Shipping  
Trading & Shipping deals with commercial counterparties and  
financial institutions located throughout the world. Counterparties  
to physical and derivative transactions are primarily entities  
involved in the oil and gas industry or in the trading of energy  
commodities, or financial institutions. Credit risk coverage is  
concluded with financial institutions, international banks and  
insurance groups selected in accordance with strict criteria.  
– implementation of credit limits with different authorization  
procedures for possible credit overruns;  
use of insurance policies or specific guarantees (letters of credit);  
– regular monitoring and assessment of overdue accounts (aging  
balance), including collection procedures; and  
The Trading & Shipping division has a strict policy of internal  
delegation of authority governing establishment of country and  
counterparty credit limits and approval of specific transactions.  
Credit exposures contracted under these limits and approvals  
are monitored on a daily basis.  
– provisioning of bad debts on a customer-by-customer basis,  
according to payment delays and local payment practices  
(provisions may also be calculated based on statistics).  
32) Other risks and contingent liabilities  
TOTAL is not currently aware of any exceptional event, dispute,  
risks or contingent liabilities that could have a material impact on  
the assets and liabilities, results, financial position or operations of  
the Group.  
This guarantee covers, for a period of ten years from the date  
of the spin-off, 90% of amounts paid by Arkema related to(i) fines  
imposed by European authorities or European member-states for  
competition law violations, (ii) fines imposed by U.S. courts or  
antitrust authorities for federal antitrust violations or violations of  
the competition laws of U.S. states, (iii) damages awarded in civil  
proceedings related to the government proceedings mentioned  
above, and (iv) certain costs related to these proceedings. The  
guarantee related to anti-competition violations in Europe applies  
to amounts above a 176.5 million threshold. On the other hand,  
the agreements provide that Arkema will indemnify TOTAL S.A.  
or any Group company for 10% of any amount that TOTAL S.A.  
or any Group company are required to pay under any of the  
proceedings covered by this guarantee, in Europe.  
The contingent commitments and contractual obligations are  
detailed in note 23 to the consolidated financial statement.  
Antitrust investigations  
The principal antitrust proceedings in which the Group’s companies  
are involved are described thereafter.  
Chemicals  
As part of the spin-off of Arkema(1) in 2006, TOTAL S.A. or  
certain other Group companies agreed to grant Arkema a  
guarantee for potential monetary consequences related to  
antitrust proceedings arising from events prior to the spin-off.  
If one or more individuals or legal entities, acting alone or  
together, directly or indirectly holds more than one-third of the  
voting rights of Arkema, or if Arkema transfers more than 50% of  
(
1) Arkema is used in this section to designate those companies of the Arkema group whose ultimate parent company is Arkema S.A. Arkema became an independent company after being  
spun-off from TOTAL S.A. in May 2006.  
266  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
its assets (as calculated under the enterprise valuation method,  
as of the date of the transfer) to a third party or parties acting  
together, irrespective of the type or number of transfers, this  
guarantee will become void.  
In addition, civil proceedings against Arkema and other groups of  
companies were initiated in 2009 and 2011, respectively, before  
German and Dutch courts by third parties for alleged damages  
pursuant to two of the above mentioned legal proceedings.  
TOTAL S.A. was summoned to serve notice of the dispute before  
the German court. At this point, the probability to have a favorable  
verdict and the financial impacts of these proceedings are uncertain  
due to the number of legal difficulties they give rise to, the lack of  
documented claims and evaluations of the alleged damages.  
In the United States, civil liability lawsuits, for which TOTAL S.A.  
has been named as the parent company, are closed without  
significant impact on the Group’s financial position.  
In Europe, since 2006, the European Commission has fined  
companies of the Group in its configuration prior to the spin-off  
an overall amount of 385.47 million, of which Elf Aquitaine  
and/or TOTAL S.A. were held jointly liable for 280.17 million,  
Elf Aquitaine being personally fined 23.6 million for deterrence.  
These fines are entirely settled as of today.  
Arkema began implementing compliance procedures in 2001  
that are designed to prevent its employees from violating antitrust  
provisions. However, it is not possible to exclude the possibility  
that the relevant authorities could commence additional proceedings  
involving Arkema regarding events prior to the spin-off, as well  
as Elf Aquitaine and/or TOTAL S.A. based on their status as  
parent company.  
As a result, since the spin-off, the Group has paid the overall  
amount of 188.07 million (1), corresponding to 90% of the fines  
overall amount once the threshold provided for by the guarantee  
is deducted to which an amount of 31.31 million of interest has  
been added as explained hereinafter.  
Within the framework of all of the legal proceedings described  
above, a 17 million reserve remains booked in the Group’s  
consolidated financial statements as of December 31, 2011.  
The European Commission imposed these fines following  
investigations between 2000 and 2004 into commercial practices  
involving eight products sold by Arkema. Five of these  
investigations resulted in prosecutions from the European  
Commission for which Elf Aquitaine has been named as the  
parent company, and two of these investigations named  
TOTAL S.A. as the ultimate parent company of the Group.  
Downstream  
– Pursuant to a statement of objections received by Total Nederland  
N.V. and TOTAL S.A. (based on its status as parent company)  
from the European Commission, Total Nederland N.V. was fined  
20.25 million in 2006, for which TOTAL S.A. was held jointly  
liable for 13.5 million. TOTAL S.A. appealed this decision before  
the relevant court and this appeal is still pending.  
TOTAL S.A. and Elf Aquitaine are contesting their liability  
based solely on their status as parent companies and appealed  
for cancellation and reformation of the rulings that are still  
pending before the relevant EU court of appeals or supreme  
court of appeals.  
– In addition, pursuant to a statement of objections received by  
Total Raffinage Marketing (formerly Total France) and TOTAL S.A.  
from the European Commission regarding another product line of  
the Refining & Marketing division, Total Raffinage Marketing was  
fined 128.2 million in 2008, which has been paid, and for which  
TOTAL S.A. was held jointly liable based on its status as parent  
company. TOTAL S.A. also appealed this decision before the  
relevant court and this appeal is still pending.  
During the year 2011, four of the proceedings have evolved  
and are closed as far as Arkema is concerned:  
In one of these proceedings, the Court of Justice of the  
European Union (CJEU) has rejected the action of Arkema while  
the decisions of the European Commission and of the General  
Court of the European Union against the parent companies have  
been squashed. Consequently, this proceeding is definitively  
closed regarding Arkema as well as the parent companies.  
In two other proceedings, previous decisions against Arkema  
and the parent companies have been upheld by the General  
Court of the European Union. While the parent companies  
have introduced an appeal before the CJEU, Arkema did not  
appeal to the CJEU.  
Finally, in a last proceeding, the General Court has decided to  
reduce the amount of the fine initially ordered against Arkema  
while, in parallel, it has rejected the actions of the parent  
companies that have remained obliged to pay the whole  
amount of the fine initially ordered by the European  
In addition, civil proceedings against TOTAL S.A and Total Raffinage  
Marketing and other companies were initiated before U.K and  
Dutch courts by third parties for alleged damages in connection  
with the prosecutions brought by the European Commission in  
this case. At this point, the probability to have a favorable verdict  
and the financial impacts of these procedures are uncertain due  
to the number of legal difficulties they gave rise to, the lack of  
documented claims and evaluations of the alleged damages.  
Within the framework of the legal proceedings described above, a  
30 million reserve is booked in the Group’s consolidated financial  
statements as of December 31, 2011.  
Whatever the evolution of the proceedings described above, the  
Group believes that their outcome should not have a material adverse  
effect on the Group’s financial situation or consolidated results.  
Commission. Arkema has accepted this decision while the  
parent companies have introduced an appeal before the CJEU.  
Grande Paroisse  
With the exception of the 31.31 million of interest charged by the  
European Commission to the parent companies, which has been  
required to pay in accordance with the decision concerning the last  
proceeding referred hereinabove, the evolution of the proceedings  
during the year 2011 did not modify the global amount assumed by  
the Group in execution of the guarantee.  
An explosion occurred at the Grande Paroisse industrial site in the  
city of Toulouse in France on September 21, 2001. Grande  
Paroisse, a former subsidiary of Atofina which became a subsidiary  
of Elf Aquitaine Fertilisants on December 31, 2004, as part of the  
reorganization of the Chemicals segment, was principally engaged  
(1) This amount does not take into account a case that led to Arkema, prior to Arkema’s spin-off from TOTAL, and Elf Aquitaine being fined jointly 45 million and Arkema being fined 13.5 million.  
Registration Document 2011. TOTAL  
267  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
in the production and sale of agricultural fertilizers. The explosion,  
which involved a stockpile of ammonium nitrate pellets, destroyed  
a portion of the site and caused the death of thirty-one people,  
including twenty-one workers at the site, and injured many others.  
The explosion also caused significant damage to certain property  
in part of the city of Toulouse.  
appealed the Toulouse Criminal Court verdict. In order to preserve  
its rights, Grande Paroisse lodged a cross-appeal with respect  
to civil charges.  
The appeal proceedings before the Court of Appeal of Toulouse  
started on November 3, 2011.  
A compensation mechanism for victims was set up immediately  
following the explosion. 2.3 billion was paid for the compensation  
of claims and related expenses amounts. As of December 31, 2011,  
a 21 million reserve was recorded in the Group’s consolidated  
balance sheet.  
This plant has been closed and individual assistance packages  
have been provided for employees. The site has been rehabilitated.  
On December 14, 2006, Grande Paroisse signed, under the  
supervision of the city of Toulouse, the deed whereby it donated the  
former site of the AZF plant to the greater agglomeration of  
Toulouse (CAGT) and the Caisse des dépôts et consignations and  
its subsidiary ICADE. Under this deed, TOTAL S.A. guaranteed  
the site restoration obligations of Grande Paroisse and granted a  
Buncefield  
On December 11, 2005, several explosions, followed by a major  
fire, occurred at an oil storage depot at Buncefield, north of  
London. This depot was operated by Hertfordshire Oil Storage  
Limited (HOSL), a company in which TOTAL’s UK subsidiary  
holds 60% and another oil group holds 40%.  
10 million endowment to the InNaBioSanté research foundation  
as part of the setting up of a cancer research center at the site  
by the city of Toulouse.  
Regarding the cause of the explosion, the hypothesis that the  
explosion was caused by Grande Paroisse through the accidental  
mixing of hundreds of kilos of a chlorine compound at a storage site  
for ammonium nitrate was discredited over the course of the  
investigation. As a result, proceedings against ten of the eleven  
Grande Paroisse employees charged during the criminal  
The explosion caused injuries, most of which were minor injuries,  
to a number of people and caused property damage to the depot  
and the buildings and homes located nearby. The official  
Independent Investigation Board has indicated that the explosion  
was caused by the overflow of a tank at the depot. The Board’s  
final report was released on December 11, 2008. The civil  
procedure for claims, which had not yet been settled, took place  
between October and December 2008. The Court’s decision of  
March 20, 2009, declared TOTAL’s UK subsidiary liable for the  
accident and solely liable for indemnifying the victims. The  
subsidiary appealed the decision. The appeal trial took place in  
January 2010. The Court of Appeals, by a decision handed down  
on March 4, 2010, confirmed the prior judgment. The Supreme  
Court of United Kingdom has partially authorized TOTAL’s UK  
subsidiary to contest the decision. TOTAL’s UK subsidiary finally  
decided to withdraw from this recourse due to settlement  
agreements reached in mid-February 2011.  
investigation conducted by the Toulouse Regional Court (Tribunal de  
grande instance) were dismissed and this dismissal was upheld on  
appeal. Nevertheless, the final experts’ report filed on May 11, 2006  
continued to focus on the hypothesis of a chemical accident,  
although this hypothesis was not confirmed during the attempt to  
reconstruct the accident at the site. After having articulated several  
hypotheses, the experts no longer maintain that the accident was  
caused by pouring a large quantity of a chlorine compound over  
ammonium nitrate. Instead, the experts have retained a scenario  
where a container of chlorine compound sweepings was poured  
between a layer of wet ammonium nitrate covering the floor and a  
quantity of dry agricultural nitrate at a location not far from the  
principal storage site. This is claimed to have caused an explosion  
which then spread into the main storage site. Grande Paroisse was  
investigated based on this new hypothesis in 2006; Grande Paroisse  
is contesting this explanation, which it believes to be based on  
elements that are not factually accurate.  
The Group carries insurance for damage to its interests in these  
facilities, business interruption and civil liability claims from third parties.  
The provision for the civil liability that appears in the Group’s  
consolidated financial statements as of December 31, 2011, stands  
at 80 million after taking into account the payments previously made.  
All the requests for additional investigations that were submitted  
by Grande Paroisse, the former site manager and various plaintiffs  
were denied on appeal after the end of the criminal investigation  
procedure. On July 9, 2007, the investigating judge brought  
charges against Grande Paroisse and the former plant manager  
before the criminal chamber of the Court of Appeal of Toulouse. In  
late 2008, TOTAL S.A. and Mr. Thierry Desmarest were summoned  
to appear in Court pursuant to a request by a victims association.  
The trial for this case began on February 23, 2009, and lasted  
approximately four months.  
The Group believes that, based on the information currently  
available, on a reasonable estimate of its liability and on provisions  
recognized, this accident should not have a significant impact  
on the Group’s financial situation or consolidated results.  
In addition, on December 1, 2008, the Health and Safety  
Executive (HSE) and the Environment Agency (EA) issued a Notice  
of prosecution against five companies, including TOTAL’s UK  
subsidiary. By a judgment on July 16, 2010, the subsidiary was  
fined £3.6 million and paid it. The decision takes into account a  
number of elements that have mitigated the impact of the charges  
brought against it.  
On November 19, 2009, the Toulouse Criminal Court acquitted  
both the former Plant Manager, and Grande Paroisse due to the  
lack of reliable evidence for the explosion. The Court also ruled that  
the summonses against TOTAL S.A. and Mr. Thierry Desmarest,  
Chairman and CEO at the time of the disaster, were inadmissible.  
Erika  
Following the sinking in December 1999 of the Erika, a tanker  
that was transporting products belonging to one of the Group  
companies, the Tribunal de grande instance of Paris convicted  
TOTAL S.A. of marine pollution pursuant to a judgment issued  
on January 16, 2008, finding that TOTAL S.A. was negligent in its  
vetting procedure for vessel selection, and ordering TOTAL S.A.  
to pay a fine of 375,000. The Court also ordered compensation to  
Due to the presumption of civil liability that applied to Grande  
Paroisse, the Court declared Grande Paroisse civilly liable for the  
damages caused by the explosion to the victims in its capacity as  
custodian and operator of the plant.  
The Prosecutor’s office, together with certain third parties, has  
268  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
be paid to those affected by the pollution from the Erika up to an  
aggregate amount of 192 million, declaring TOTAL S.A. jointly  
and severally liable for such payments together with the Erika’s  
inspection and classification firm, the Erika’s owner and the Erika’s  
manager.  
rights to take other actions and measures to defend its interests.  
Iran  
In 2003, the United States Securities and Exchange Commission  
(SEC) followed by the Department of Justice (DoJ) issued a  
TOTAL has appealed the verdict of January 16, 2008. In the  
meantime, it nevertheless proposed to pay third parties who so  
requested definitive compensation as determined by the Court.  
Forty-two third parties have been compensated for an aggregate  
amount of 171.5 million.  
formal order directing an investigation in connection with the pursuit  
of business in Iran, by certain oil companies including, among  
others, TOTAL.  
The inquiry concerns an agreement concluded by the Company  
with a consultant concerning a gas field in Iran and aims to verify  
whether certain payments made under this agreement would have  
benefited Iranian officials in violation of the Foreign Corrupt  
Practices Act (FCPA) and the Company’s accounting obligations.  
By a decision dated March 30, 2010, the Court of Appeal of Paris  
upheld the lower Court verdict pursuant to which TOTAL S.A. was  
convicted of marine pollution and fined 375,000. TOTAL appealed  
this decision to the French Supreme Court (Cour de cassation).  
Investigations are still pending and the Company is cooperating  
with the SEC and the DoJ. In 2010, the Company opened talks  
with U.S. authorities, without any acknowledgement of facts, to  
consider an out-of-court settlement as it is often the case in this  
kind of proceeding.  
However, the Court of Appeal ruled that TOTAL S.A. bears no civil  
liability according to the applicable international conventions and  
consequently ruled that TOTAL S.A. be not convicted.  
To facilitate the payment of damages awarded by the Court of  
Appeal in Paris to third parties against Erika’s controlling and  
classification firm, the ship-owner and the ship-manager, a global  
settlement agreement was signed late 2011 between these parties  
and TOTAL S.A. under the auspices of the IOPC Fund. Under this  
global settlement agreement, each party agreed to the withdrawal  
of all civil proceedings initiated against all other parties to the  
agreement.  
Late in 2011, the SEC and the DoJ proposed to TOTAL out-of-court  
settlements that would close their inquiries, in exchange for  
TOTAL’s committing to a number of obligations and paying fines.  
As TOTAL was unable to agree to several substantial elements of  
the proposal, the Company is continuing discussions with the U.S.  
authorities. The Company is free not to accept an out-of-court  
settlement solution, in which case it would be exposed to the risk of  
prosecution in the United States.  
TOTAL S.A. believes that, based on the information currently  
available, the case should not have a significant impact on the  
Group’s financial situation or consolidated results.  
In this same affair, a parallel judicial inquiry related to TOTAL was  
initiated in France in 2006. In 2007, the Company’s Chief Executive  
Officer was placed under formal investigation in relation to this  
inquiry, as the former President of the Middle East department of  
the Group’s Exploration & Production division. The Company has  
not been notified of any significant developments in the  
Blue Rapid and the Russian Olympic Committee -  
Russian regions and Interneft  
Blue Rapid, a Panamanian company, and the Russian Olympic  
Committee filed a claim for damages with the Paris Commercial  
Court against Elf Aquitaine, alleging a so-called non-completion  
by a former subsidiary of Elf Aquitaine of a contract related to an  
exploration and production project in Russia negotiated in the  
early 1990s. Elf Aquitaine believed this claim to be unfounded and  
opposed it. On January 12, 2009, the Commercial Court of Paris  
rejected Blue Rapid’s claim against Elf Aquitaine and found that the  
Russian Olympic Committee did not have standing in the matter.  
Blue Rapid and the Russian Olympic Committee appealed this  
decision. On June 30, 2011, the Court of Appeal of Paris dismissed  
as inadmissible the claim of Blue Rapid and the Russian Olympic  
Committee against Elf Aquitaine, notably on the grounds of the  
contract’s termination. Blue Rapid and the Russian Olympic  
Committee appealed this decision to the French Supreme Court.  
proceedings since the formal investigation was launched.  
At this point, the Company cannot determine when these investigations  
will terminate, and cannot predict their results, or the outcome of  
the talks that have been initiated. Resolving these cases is not  
expected to have a significant impact on the Group’s financial  
situation or consequences on its future planned operations.  
Oil-for-Food Program  
Several countries have launched investigations concerning possible  
violations related to the United Nations (UN) Oil-for-Food program  
in Iraq.  
Pursuant to a French criminal investigation, certain current or  
former Group employees were placed under formal criminal  
investigation for possible charges as accessories to the  
misappropriation of corporate assets and as accessories to the  
corruption of foreign public agents. The Chairman and Chief  
Executive Officer of the Company, formerly President of the Group’s  
Exploration & Production division, was also placed under formal  
investigation in October 2006. In 2007, the criminal investigation  
was closed and the case was transferred to the Prosecutor’s office.  
In 2009, the Prosecutor’s office recommended to the investigating  
judge that the case against the Group’s current and former  
employees and TOTAL’s Chairman and Chief Executive Officer not  
be pursued.  
In connection with the same facts, and fifteen years after the  
termination of the exploration and production contract, a Russian  
company, which was held not to be the contracting party to the  
contract, and two regions of the Russian Federation which were  
not even parties to the contract, have launched an arbitration  
procedure against the aforementioned former subsidiary of  
Elf Aquitaine that was liquidated in 2005, claiming alleged damages  
of U.S.$ 22.4 billion. For the same reasons as those successfully  
adjudicated by Elf Aquitaine against Blue Rapid and the  
Russian Olympic Committee, the Group considers this claim to  
be unfounded as to a matter of law or fact. The Group has lodged  
a criminal complaint to denounce the fraudulent claim which the  
Group believes it is a victim of and, has taken and reserved its  
In early 2010, despite the recommendation of the Prosecutor’s  
office, a new investigating judge, having taken over the case,  
Registration Document 2011. TOTAL  
269  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
decided to indict TOTAL S.A. on bribery charges as well as  
complicity and influence peddling. The indictment was brought  
eight years after the beginning of the investigation without any new  
evidence being introduced.  
Libya  
During the financial year 2011, the Group’s activities were affected  
by the security context in Libya, and the Group’s production was  
gradually shut down as from the end of February. The Group’s  
production started up again at the end of September 2011 on the  
offshore Al Jurf field located in zones 15, 16 & 32 (ex C137) at the  
level existing before the events, and has gradually restarted since  
October 2011 in onshore zones 129, 130 and 131. The restart of  
the Group’s production on the other onshore zones is expected to  
occur progressively in 2012.  
In October 2010, the Prosecutor’s office recommended to the  
investigating judge that the case against TOTAL S.A., the Group’s  
current and former employees and TOTAL’s Chairman and Chief  
Executive Officer not be pursued. However, by ordinance notified in  
early August 2011, the investigating judge on the matter decided to  
send the case to trial.  
The Company believes that its activities related to the Oil-for-Food  
program have been in compliance with this program, as organized  
by the UN in 1996.  
In June 2011, the United States Securities and Exchange  
Commission (SEC) issued to certain oil companies - including,  
among others, TOTAL - a formal request for information related to  
their operations in Libya. TOTAL is cooperating with this non public  
investigation.  
The Volcker report released by the independent investigating committee  
set up by the UN had discarded any bribery grievance within the  
framework of the Oil-For-Food program with respect to TOTAL.  
Yemen  
Italy  
During the financial year 2011, the Group’s activities were not  
significantly impacted by the security context in Yemen, but the  
Group nevertheless reorganized locally to minimize the risks to its  
personnel. In addition, on October 15, 2011, the gas pipeline  
supplying Yemen LNG was sabotaged, and then repaired with no  
delay, enabling LNG production to resume as from  
October 26, 2011.  
As part of an investigation led by the Prosecutor of the Republic of  
the Potenza Court, Total Italia and certain Group’s employees are  
the subject of an investigation related to certain calls for tenders that  
Total Italia made for the preparation and development of an oil field.  
On February 16, 2009, as a preliminary measure before the  
proceedings go before the Court, the preliminary investigation judge  
of Potenza served notice to Total Italia of a decision that would  
suspend the concession for this field for one year. Total Italia has  
appealed the decision by the preliminary investigation judge before  
the Court of Appeal of Potenza. In a decision dated April 8, 2009,  
the Court reversed the suspension of the concession and appointed  
for one year, i.e. until February 16, 2010, a judicial administrator to  
supervise the operations related to the development of the  
Syria  
In May 2011, the European Union adopted measures with criminal  
and financial penalties that prohibit the supply of certain equipment  
to Syria, as well as certain financial and asset transactions with  
respect to a list of named individuals and entities. These measures  
apply to European persons and to entities constituted under the laws  
of a EU Member State. In September 2011, the EU adopted further  
measures, including, notably, a prohibition on the purchase, import or  
transportation from Syria of crude oil and petroleum products. Since  
early September 2011, the Group ceased to purchase hydrocarbons  
from Syria. On December 1, 2011, the EU extended sanctions  
against, among others, three state-owned Syrian oil firms, including  
General Petroleum Corporation, the Group’s co-contracting partner  
in PSA 1988 (Deir Es Zor license) and the Tabiyeh contract. Since  
early December 2011, TOTAL has ceased its activities that contribute  
to oil and gas production in Syria.  
concession, allowing the Tempa Rossa project to continue.  
The criminal investigation was closed in the first half of 2010.  
The preliminary hearing judge, who will decide whether the case  
shall be returned to the Criminal Court to be judged on the merits,  
held the first hearing on December 6, 2010. The proceedings  
before the Judge of the preliminary hearing are still pending.  
In 2010, Total Italia’s exploration and production operations were  
transferred to Total E&P Italia and refining and marketing operations  
were merged with those of Erg Petroli.  
270  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
33) Other information  
Research and development costs incurred by the Group in 2011  
amounted to 776 million (715 million in 2010 and 650 million  
in 2009), corresponding to 0.4% of the sales.  
The staff dedicated in 2011 to these research and development  
activities are estimated at 3,946 people (4,087 in 2010 and  
4,016 in 2009).  
34) Changes in progress in the Group structure  
TOTAL signed in March 2011 agreements for the acquisition in  
Uganda of a one-third interest in Blocks 1, 2 and 3A held by  
Tullow Oil plc for $1,467 million (amount as of January 1, 2010,  
to which will add costs of interim period). Following this  
acquisition, TOTAL would become an equal partner with  
Tullow and CNOOC in the blocks, each with a one-third interest  
and each being an operator of one of the blocks. Subject  
to the decision of the Authorities, TOTAL would be the operator  
of Block 1.  
– TOTAL announced in February 2012 the signature of an  
agreement with Sinochem to sell its interests in the Cusiana field  
and in OAM and ODC pipelines. This transaction is subject to  
approval by the relevant authorities.  
As of December 31, 2010, the sections “Assets classified as held  
for sale” and “Liabilities directly associated with the assets  
classified as held for sale” included the assets and liabilities of  
Total E&P Cameroun, of Joslyn and of photocure and coatings  
resins businesses.  
Registration Document 2011. TOTAL  
271  
Consolidated Financial Statements  
9
Notes to the Consolidated Financial Statements  
35) Consolidation scope  
As of December 31, 2011, 870 entities are consolidated of which 783 are fully consolidated,  
and 87 are accounted for under the equity method (identified with the letter E). This simplified  
organizational chart shows the main consolidated entities. For each of them, the Group interest  
is mentioned between brackets. This chart of legal detentions is not exhaustive and does not  
reflect neither the operational structure nor the relative economic size of the Group entities  
and the business segments.  
Treasury shares  
&
TOTAL shares  
owned by Group  
subsidiaries : 4.6%  
TOTAL S.A.  
TOTAL Subsidiaries  
100%  
TOTAL E & P Kazakhstan  
TOTAL E & P Nigeria SAS  
Total Upstream Nigeria Ltd.  
TOTAL Coal South Africa Ltd.  
TOTAL Gasandes S.A.  
CDF Energie  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(30.3%) E  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
6
7.9%  
32.1%  
65.8%  
34.2%  
TOTAL RAFFINAGE MARKETING  
100%)  
TOTAL E & P HOLDINGS  
(100%)  
TOTAL Venezuela  
Petrocedeño  
(
TOTAL E & P USA, Inc.  
TOTAL E & P Chine  
TOTAL E & P Malaysia  
TOTAL E & P Australia  
TOTAL E & P Mauritanie  
TOTAL E & P Iraq  
TOTAL E & P Côte d'Ivoire  
TOTAL E & P Guyane française  
TOTAL E&P Golfe Holdings Ltd.  
TOTAL E&P Golfe Ltd.  
Qatar Liquefied Gas Co. Ltd. II (Train B) (16.7%) E  
TOTAL Energie Développement  
Ténésol  
TOTAL Gaz & Energies Nouvelles Holding  
Géosud  
Gaz Transport et Technigaz  
TOTAL Energie Solaire Concentrée  
TOTAL Abengoa Solar Emirates Investment  
Company  
AS24  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
TOTAL E & P Russie  
TOTAL E & P Yamal  
Yamal LNG  
TOTAL E & P Arctic Russia  
Novatek  
(100%)  
(100%)  
(31.3%) E  
(100%)  
(14.1%) E  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(13.6%) E  
(100%)  
(17.0%) E  
(10,0%) E  
(100%)  
(39.6%) E  
(100%)  
(100%)  
(100%)  
(24.5%) E  
Totalgaz SNC  
TOTAL Lubrifiants S.A.  
TOTAL Fluides  
Urbaine des Pétroles  
TOTAL (Philippines) Corp.  
TOTAL Belgium  
TOTAL (BTC) Ltd.  
TOTAL E & P Nigeria Ltd.  
TOTAL E & P Algérie  
TOTAL E & P Angola  
TOTAL E & P Libye  
TOTAL Abu Al Bu Khoosh  
TOTAL South Pars  
Elf Petroleum Iran  
TOTAL E & P Oman  
TOTAL Qatar Oil & Gas  
TOTAL E & P Qatar  
TOTAL E & P Syrie  
TOTAL E & P Yémen  
TOTAL E & P Indonésie  
TOTAL E & P Myanmar  
TOTAL Profils Pétroliers  
TOTAL E & P Thaïland  
TOTAL Austral  
TOTAL E & P Canada Ltd.  
TOTAL E & P Bolivie  
TOTAL LNG Angola Ltd.  
Angola LNG Ltd.  
Brass Holdings Company Ltd.  
Brass LNG Ltd.  
Qatar Liquefied Gas Company Ltd.  
TOTAL Yemen LNG Company Ltd.  
Yemen LNG  
TOTAL / T.R.M.  
other common subsidiaries  
(100%)  
(100%)  
(100%)  
(71.1%) E  
(30%) E  
(100%)  
S.A. de la Raffinerie des Antilles  
(50%) E  
(50%) E  
(100%)  
(100%)  
(24%) E  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
TOTAL E & P Holding Australia  
TOTAL E & P Holding Ichtys  
Ichthys LNG Ltd.  
TOTAL Outre-Mer  
Total Petroleum Puerto Rico Corp.  
TOTAL (China) Investments  
Air Total International  
TOTAL Refining Saudi Arabia SAS  
Saudi Aramco Total Refining & Petrochemical  
Company  
Chartering & Shipping Services S.A.  
TOTAL International Ltd.  
Atlantic Trading & Marketing  
Total Trading Canada Limited  
Cray Valley S.A.  
TOTAL Chimie  
Hutchinson S.A.  
Total Petrochemicals Iberica  
PetroFina S.A.  
TOTAL Oil Asia-Pacific Pte Ltd.  
Omnium Insurance and Reinsurance Cy  
TOTAL Gestion USA  
(37.5%) E  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
TOTAL Holding Dolphin Amont Ltd.  
TOTAL E & P Dolphin Upstream Ltd.  
TOTAL Dolphin Midstream Ltd.  
Dolphin Energy Ltd.  
TOTAL / Total E & P Holdings  
other common subsidiairies  
TOTAL Holdings USA, Inc.  
TOTAL Petrochemicals USA, Inc.  
TOTAL Gas & Power North America  
Hutchinson Corporation  
TOTAL Capital  
TOTAL Treasury  
TOTAL Finance  
TOTAL Trading and Marketing Canada LP  
(100%)  
TOTAL Finance Exploitation  
TOTAL Capital Canada Ltd.  
TOTAL other subsidiaries  
TOTAL South Africa  
Zeeland Refinery N.V.  
(50.1%)  
(55%)  
Total Tractebel Emirates Power Cy  
(50 %) E  
272  
TOTAL. Registration Document 2011  
Consolidated Financial Statements  
Notes to the Consolidated Financial Statements  
9
The business segments are identified with the following colors:  
Upstream  
Downstream  
Chemicals  
Holding  
100%  
Elf Aquitaine  
100%)  
(
100%  
Elf Exploration Production  
(100%)  
53.2%  
16.9%  
29.9%  
TOTAL HOLDINGS EUROPE  
100%)  
Elf Aquitaine subsidiaries  
100%  
TOTAL /Elf Aquitaine  
other common subsidiaries  
(
TOTAL Holdings UK Ltd.  
(100%)  
(100%)  
(100%)  
(100%)  
TOTAL E & P France  
TOTAL E & P Congo  
TOTAL E & P Do Brazil  
TOTAL Participations Petrolières Gabon  
TOTAL Gaz & Electricité Holdings France  
TOTAL LNG Nigeria Ltd.  
NLNG  
TOTAL Infrastructures Gaz France  
TOTAL Energie Gaz  
Hazira LNG Private Ltd.  
TOTAL Gas and Power U.S.A.  
SunPower  
AE Polysilicon Corporation  
Amyris  
TOTAL (Africa) Ltd.  
TOTSA Total Oil Trading S.A.  
Socap International Ltd.  
Sofax Banque  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(15%) E  
(100%)  
(100%)  
(26%) E  
(100%)  
(59.7%)  
(30%) E  
(21.3%) E  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
TOTAL Nigeria  
TOTAL Turkiye  
TOTAL Kenya  
TOTAL Sénégal  
TOTAL Petrochemicals France  
Qatar Petrochemical Company Ltd.  
Qatofin Company Ltd.  
Bostik Holding S.A.  
Bostik S.A.  
(61.7%)  
(100%)  
(87.3%)  
(95.1%)  
(100%)  
(20%) E  
(49.1%) E  
(100%)  
TOTAL Upstream UK Ltd.  
TOTAL Midstream UK Ltd.  
Elf Petroleum UK Plc  
South Hook LNG Terminal Company Ltd. (8.3%) E  
TOTAL UK Ltd.  
Samsung Total Petrochemicals  
TOTAL E & P Norge AS  
TOTAL E & P Italia Spa  
TOTAL Holdings Nederland B.V.  
TOTAL E & P Nederland B.V.  
TOTAL E & P Azerbaidjan B.V.  
TOTAL E & P Bornéo B.V.  
Tepma Colombie  
TOTAL Oil & Gas Venezuela B.V.  
TOTAL Shtokman B.V.  
Shtokman Development A.G.  
TOTAL Termokarstovoye B.V.  
Terneftegaz J.S.C.  
TOTAL E & P Absheron B.V.  
TOTAL Nederland N.V.  
(100%)  
(50%) E  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
(25%) E  
(100%)  
(49%) E  
(100%)  
(100%)  
(49%) E  
(100%)  
(100%)  
(100%)  
(100%)  
(100%)  
Socap S.A.S.  
Elf Aquitaine Fertilisants  
Grande Paroisse S.A.  
G.P.N. S.A.  
TOTALErg  
TOTAL Mineraloel und Chemie GmbH  
TOTAL Deutschland GmbH  
TOTAL Raffinerie Mitteldeutschland  
Atotech BV  
Elf Aquitaine other subsidiaries  
TOTAL Gabon  
Rosier  
(58.3%)  
(56.9%)  
Registration Document 2011. TOTAL  
273  
274  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
10  
Supplemental oil and gas information  
(unaudited)  
1.  
Oil and gas information pursuant  
to FASB Accounting Standards Codification 932  
276  
1.1.  
1.2.  
1.3.  
1.4.  
1.5.  
1.6.  
1.7.  
1.8.  
1.9.  
Preparation of reserves estimates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .276  
Proved developed reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .276  
Proved undeveloped reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .277  
Estimated proved reserves of oil, bitumen and gas reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .277  
Results of operations for oil and gas producing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .285  
Cost incurred . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .287  
Capitalized costs related to oil and gas producing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .288  
Standardized measure of discounted future net cash flows (excluding transportation) . . . . . . . . . . . . . . . . . . . . . . . . . . . .289  
Changes in the standardized measure of discounted future net cash flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .291  
2.  
Other information  
292  
2.1.  
Net gas production, production prices and production costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .292  
Registration Document 2011. TOTAL  
275  
Supplemental oil and gas information (unaudited)  
10  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
1
. Oil and gas information pursuant to FASB  
Accounting Standards Codification 932  
As from 2009, the amendments to the Securities and Exchange  
Commission (SEC) Rule 4-10 of Regulation S-X set forth in the  
estimation, the main changes are: the use of an average price  
instead of a single year-end price; the use of new reliable  
technologies to assess proved reserves; and the inclusion,  
under certain conditions, of non-traditional sources as oil  
and gas producing activities. The revised rules form the basis  
of the 2011, 2010 and 2009 year-end estimation  
of proved reserves.  
“Modernization of Oil and Gas Reporting” release (SEC Release  
n° 33-8995) and the Financial Accounting Standard Board (FASB)  
Accounting Standards Update regarding Extractive Activities -  
Oil and Gas (ASC 932) change a number of reserves estimation  
and disclosure requirements. As a reminder, in terms of reserves  
1.1. Preparation of reserves estimates  
The estimation of reserves is an ongoing process which is done within  
affiliates by experienced geoscientists, engineers and economists  
under the supervision of each affiliate’s General Management.  
Persons involved in reserves evaluation are trained to follow  
SEC-compliant internal guidelines and policies regarding criteria  
that must be met before reserves can be considered as proved.  
– At the end of the annual review carried out by the Development  
Division, an SEC Reserves Committee chaired by the  
Exploration & Production Finance Senior Vice President and  
comprised of the Development, Exploration, Strategy and Legal  
Senior Vice Presidents, or their representatives, as well as the  
Chairman of the Technical Reserves Committee and the  
Reserves Vice-President, approves the SEC reserve booking  
proposals regarding criteria that are not dependent upon  
reservoir and geosciences techniques. The results of the  
annual review and the proposals for including revisions or  
additions of SEC Proved Reserves are presented to the  
Exploration & Production Executive Committee for approval  
before final validation by the Group Executive Management.  
The technical validation process relies on a Technical Reserves  
Committee that is responsible for approving proved reserves  
changes above a certain threshold and technical evaluations of  
reserves associated with any investment decision that requires  
approval from the Exploration & Production Executive Committee.  
The Chairman of the Technical Reserves Committee is appointed  
by the Senior Management of Exploration & Production and its  
members represent expertise in reservoir engineering, production  
geology, production geophysics, drilling, and development studies.  
The reserves evaluation and control process is audited periodically  
by the Group’s internal auditors who verify the effectiveness of the  
reserves evaluation process and control procedures.  
An internal control process related to reserves estimation is well  
established within TOTAL and involves the following elements:  
The reserves Vice-President (RVP) is the technical person  
responsible for preparing the reserves estimates for the Group.  
Appointed by the President of Exploration & Production, the RVP  
supervises the Reserve Entity, chairs the annual review of reserves,  
and is a member of the Technical Reserves Committee and the  
SEC Reserves Committee. The RVP has over thirty years of  
experience in the oil & gas industry. He previously held several  
management positions in the Group in reservoir engineering and  
geosciences, and has more than fifteen years of experience in  
the field of reserves evaluation and control process. He holds an  
engineering degree from Institut National des Sciences Appliquées,  
Lyon, France, and a petroleum engineering degree from École  
Nationale Supérieure du Pétrole et des Moteurs (IFP School),  
France. He is a past member and past chairman of the Society  
of Petroleum Engineering Oil and Gas Reserves Committee and  
a member of the UNECE (United Nations Economic Commission  
for Europe) Expert Group on Resource Classification.  
A central Reserve Entity whose responsibility is to consolidate,  
document and archive the Group’s reserves; to ensure  
coherence of evaluations worldwide; to maintain the Corporate  
Reserves Guidelines Standards in line with SEC guidelines  
and policies; to deliver training on reserves evaluation and  
classification; and to conduct periodically in-depth technical  
review of reserves for each affiliate.  
An annual review of affiliates reserves conducted by an internal  
group of specialists selected for their expertise in geosciences  
and engineering or their knowledge of the affiliate. All members  
of this group chaired by the Reserves Vice-president and  
composed of at least three Technical Reserves Committee  
members are knowledgeable in the SEC guidelines for proved  
reserves evaluation. Their responsibility is to provide an  
independent review of reserves changes proposed by affiliates  
and ensure that reserves are estimated using appropriate  
standards and procedures.  
1.2. Proved developed reserves  
At the end of 2011, proved developed reserves of oil and gas  
were 6,046 Mboe and represented 53% of the proved reserves.  
At the end of 2010, proved developed reserves of oil and gas  
were 5,708 Mboe and represented 53% of the proved reserves.  
At the end of 2009, proved developed reserves of oil and gas  
were 5,835 Mboe and represented 56% of the proved reserves.  
Over the past three years, the level of proved developed reserves  
has remained above 5.7 Bboe and over 53% of proved reserves,  
illustrating TOTAL’s ability to consistently transfer proved  
undeveloped reserves into developed status.  
276  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
Oil and gas information pursuant to FASB Accounting Standards Codification 932 10  
1.3. Proved undeveloped reserves  
As of December 31, 2011, TOTAL’s combined proved undeveloped  
reserves of oil and gas were 5,377 Mboe as compared to 4,987 Mboe  
at the end of 2010. The net increase of 390 Mboe of proved  
undeveloped reserves is due to the addition of +639 Mboe of  
undeveloped reserves related to extensions and discoveries, a net  
increase of +401 Mboe due to acquisitions/divestitures, the revision  
of -168 Mboe of previous estimates (partly resulting from negative  
price effects), and the transfer of 482 Mboe from proved  
undeveloped reserves to proved developed reserves. In 2011,  
the costs incurred to develop proved undeveloped reserves (PUDs)  
was 10.2 billion, which represents 84% of 2011 development  
costs incurred, and was related to projects located for the most  
part in Angola, Australia, Canada, Kazakhstan, Nigeria, Norway,  
United Kingdom and Russia.  
offshore developments in Angola, Nigeria and the United Kingdom  
and development of oil sands in Canada. These projects are highly  
complex to develop due to a combination of factors that include,  
among others, the nature of the reservoir rock and fluid properties,  
challenging operating environments and the size of the projects.  
In addition, some of these projects are generally designed and  
optimized for a given production capacity that controls the pace at  
which the field is developed and the wells are drilled. At production  
start-up, only a portion of the proved reserves are developed  
in order to deliver sufficient production potential to meet capacity  
constraints and contractual obligations. The remaining PUD’s  
associated with the complete development plan will therefore  
remain undeveloped for more than five years following project  
approval and booking. Under these specific circumstances,  
the Group believes that it is justified to report as proved reserves  
the level of reserves used in connection with the approved project,  
despite the fact that some of these PUDs may remain undeveloped  
for more than five years. In addition, TOTAL has demonstrated in  
recent years the Group’s ability to successfully develop and bring  
into production similar large scale and complex projects, including  
the development of deep-offshore fields in Angola, Nigeria, the  
Republic of Congo, HP/HT fields in the United Kingdom, heavy oil  
projects in Venezuela and LNG projects in Qatar, Yemen, Nigeria  
and Indonesia.  
Approximately 57% of the Group’s proved undeveloped reserves  
are associated with producing projects and are located for the most  
part in Angola, Canada, Nigeria, Norway, and Venezuela. These  
reserves are expected to be developed over time as part of initial  
field development plans or additional development phases.  
The timing to bring these proved reserves into production will  
depend upon several factors including reservoir performance,  
surface facilities or plant capacity constraints and contractual  
limitations on production level. The remaining proved undeveloped  
reserves correspond to undeveloped fields or assets for which  
a development has been sanctioned or is in progress.  
Information shown in the following tables is presented in  
accordance with the FASB’s ASC 932 and the requirements of  
the SEC Regulation S-K (Items 1200 to 1208).  
The Group’s portfolio of projects includes a few large scale and  
complex developments for which it anticipates that it may take  
more than five years from the time of recording proved reserves  
to the start of production. These specific projects represent  
approximately 26% of the Group’s proved undeveloped reserves  
and include the development of a giant field in Kazakhstan, deep  
The tables provided below are presented by the following  
geographic areas: Europe, Africa, the Americas, Middle East  
and Asia (including CIS).  
1.4. Estimated proved reserves of oil, bitumen and gas reserves  
The following tables present, for oil, bitumen and gas reserves,  
an estimate of the Group’s oil, bitumen and gas quantities by  
geographic areas as of December 31, 2011, 2010 and 2009.  
Quantities shown concern proved developed and undeveloped  
reserves together with changes in quantities for 2011, 2010  
and 2009.  
All references in the following tables to reserves or production  
are to the Group’s entire share of such reserves or production.  
TOTAL’s worldwide proved reserves include the proved reserves  
of its consolidated subsidiaries as well as its proportionate share  
of the proved reserves of equity affiliates.  
The definitions used for proved, proved developed and proved  
undeveloped oil and gas reserves are in accordance with the  
revised Rule 4-10 of SEC Regulation S-X.  
Registration Document 2011. TOTAL  
277  
Supplemental oil and gas information (unaudited)  
10  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
1.4.1. Changes in oil, bitumen and gas reserves  
(in million barrels of oil equivalent)  
Consolidated subsidiaries  
Proved developed and undeveloped reserves  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
Balance as of December 31, 2008  
1,815  
3,646  
732  
530  
1,242  
7,965  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
46  
18  
12  
(2)  
(224)  
76  
53  
-
(43)  
(266)  
14  
284  
130  
(14)  
(56)  
(7)  
76  
-
25  
-
-
-
154  
431  
142  
(59)  
(702)  
-
Production for the year  
(55)  
(101)  
Balance as of December 31, 2009  
1,665  
3,466  
1,090  
544  
1,166  
7,931  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
92  
182  
23  
(45)  
(211)  
200  
-
82  
18  
425  
(5)  
(10)  
96  
-
1
30  
9
(8)  
(99)  
365  
326  
457  
(84)  
(705)  
-
(26)  
(269)  
-
Production for the year  
(70)  
(56)  
Balance as of December 31, 2010  
1,706  
3,371  
1,540  
574  
1,099  
8,290  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
117  
57  
44  
(61)  
6
-
(65)  
(237)  
(36)  
-
309  
-
(68)  
-
-
(19)  
588  
2
(67)  
651  
355  
(65)  
(648)  
-
-
-
Production for the year  
(187)  
(75)  
(56)  
(93)  
Balance as of December 31, 2011  
1,737  
3,014  
1,738  
450  
1,577  
8,516  
Minority interest in proved developed and undeveloped reserves as of  
December 31, 2009  
December 31, 2010  
26  
26  
98  
100  
-
-
-
-
-
-
124  
126  
December 31, 2011  
-
98  
-
-
-
98  
(in million barrels of oil equivalent)  
Equity affiliates  
Proved developed and undeveloped reserves  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
Balance as of December 31, 2008  
-
98  
527  
1,868  
-
-
-
2,493  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
10  
-
-
-
(8)  
(7)  
-
-
51  
136  
-
-
-
-
-
-
54  
136  
-
-
-
-
Production for the year  
(18)  
(105)  
(131)  
Balance as of December 31, 2009  
-
100  
502  
1,950  
2,552  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
14  
-
-
-
(7)  
4
-
-
(2)  
-
-
-
-
-
-
-
-
16  
-
-
-
-
Production for the year  
(20)  
(136)  
(163)  
Balance as of December 31, 2010  
-
107  
486  
1,812  
2,405  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
(1)  
-
-
(24)  
(4)  
(8)  
-
-
(4)  
(18)  
(20)  
-
-
(11)  
(152)  
-
-
(29)  
-
779  
(39)  
(209)  
779  
-
(35)  
Production for the year  
Balance as of December 31, 2011  
-
78  
456  
1,629  
744  
2,907  
278  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
Oil and gas information pursuant to FASB Accounting Standards Codification 932 10  
Consolidated subsidiaries and equity affiliates  
(in million barrels of oil equivalent)  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
As of December 31, 2009  
Proved developed and undeveloped reserves  
1,665  
3,566  
1,592  
2,494  
1,166  
10,483  
Consolidated subsidiaries  
Equity affiliates  
1,665  
-
3,466  
100  
1,090  
502  
544  
1,950  
1,166  
-
7,931  
2,552  
Proved developed reserves  
1,096  
1,775  
631  
1,918  
415  
5,835  
Consolidated subsidiaries  
Equity affiliates  
1,096  
-
1,745  
30  
503  
128  
482  
1,436  
415  
-
4,241  
1,594  
Proved undeveloped reserves  
569  
1,791  
961  
576  
751  
4,648  
Consolidated subsidiaries  
Equity affiliates  
569  
-
1,721  
70  
587  
374  
62  
514  
751  
-
3,690  
958  
As of December 31, 2010  
Proved developed and undeveloped reserves  
1,706  
3,478  
2,026  
2,386  
1,099  
10,695  
Consolidated subsidiaries  
Equity affiliates  
1,706  
-
3,371  
107  
1,540  
486  
574  
1,812  
1,099  
-
8,290  
2,405  
Proved developed reserves  
962  
1,692  
638  
2,055  
361  
5,708  
Consolidated subsidiaries  
Equity affiliates  
962  
-
1,666  
26  
505  
133  
427  
1,628  
361  
-
3,921  
1,787  
Proved undeveloped reserves  
744  
1,786  
1,388  
331  
738  
4,987  
Consolidated subsidiaries  
Equity affiliates  
744  
-
1,705  
81  
1,035  
353  
147  
184  
738  
-
4,369  
618  
As of December 31, 2011  
Proved developed and undeveloped reserves  
1,737  
3,092  
2,194  
2,079  
2,321  
11,423  
Consolidated subsidiaries  
Equity affiliates  
1,737  
-
3,014  
78  
1,738  
456  
450  
1,629  
1,577  
744  
8,516  
2,907  
Proved developed reserves  
894  
1,660  
647  
1,869  
976  
6,046  
Consolidated subsidiaries  
Equity affiliates  
894  
-
1,639  
21  
524  
123  
371  
1,498  
321  
655  
3,749  
2,297  
Proved undeveloped reserves  
843  
1,432  
1,547  
210  
1,345  
5,377  
Consolidated subsidiaries  
Equity affiliates  
843  
-
1,375  
57  
1,214  
333  
79  
131  
1,256  
89  
4,767  
610  
Registration Document 2011. TOTAL  
279  
Supplemental oil and gas information (unaudited)  
10  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
1.4.2. Changes in oil reserves  
The oil reserves for the years prior to 2009 include crude oil, natural gas liquids (condensates, LPG) and bitumen reserves.  
Bitumen reserves as from 2009 are shown separately.  
(in million barrels)  
Consolidated subsidiaries  
Proved developed and undeveloped reserves  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
Balance as of December 31, 2008  
798  
2,597  
252  
225  
538  
4,410  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
34  
8
1
92  
38  
-
(44)  
(223)  
(170)  
22  
-
(1)  
(4)  
1
-
51  
-
-
3
69  
1
(45)  
(397)  
-
-
-
Production for the year  
(108)  
(15)  
(34)  
(17)  
Balance as of December 31, 2009  
733  
2,460  
88  
188  
572  
4,041  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
46  
146  
2
(37)  
(98)  
131  
-
7
2
-
(2)  
(16)  
(2)  
82  
-
-
4
-
(7)  
(15)  
182  
234  
2
(69)  
(376)  
-
(23)  
(218)  
-
Production for the year  
(29)  
Balance as of December 31, 2010  
792  
2,350  
79  
239  
554  
4,014  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
49  
17  
42  
-
(19)  
6
-
(57)  
(185)  
9
-
-
(33)  
-
-
(24)  
58  
-
(18)  
81  
42  
(57)  
(328)  
-
-
-
Production for the year  
(88)  
(15)  
(25)  
(15)  
Balance as of December 31, 2011  
812  
2,095  
73  
181  
573  
3,734  
Minority interest in proved developed and undeveloped reserves as of  
December 31, 2009  
December 31, 2010  
12  
11  
88  
89  
-
-
-
-
-
-
100  
100  
December 31, 2011  
-
88  
-
-
-
88  
(in million barrels)  
Equity affiliates  
Proved developed and undeveloped reserves  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
Balance as of December 31, 2008  
-
58  
508  
719  
-
-
-
1,285  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
(14)  
-
-
-
(7)  
(5)  
-
-
(15)  
136  
-
-
-
-
-
-
(34)  
136  
-
-
-
-
Production for the year  
(18)  
(79)  
(104)  
Balance as of December 31, 2009  
-
37  
485  
761  
1,283  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
4
-
-
-
(7)  
4
-
-
3
-
-
-
-
-
-
-
11  
-
-
-
-
-
Production for the year  
(19)  
(84)  
(110)  
Balance as of December 31, 2010  
-
34  
470  
680  
1,184  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
2
-
-
(22)  
(4)  
(6)  
-
-
(4)  
(17)  
(12)  
-
-
(12)  
(91)  
-
-
51  
-
(16)  
-
51  
(38)  
(115)  
Production for the year  
(3)  
Balance as of December 31, 2011  
-
10  
443  
565  
48  
1,066  
280  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
Oil and gas information pursuant to FASB Accounting Standards Codification 932 10  
(in million barrels)  
Consolidated subsidiaries and equity affiliates  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
As of December 31, 2009  
Proved developed and undeveloped reserves  
733  
2,497  
573  
949  
572  
5,324  
Consolidated subsidiaries  
Equity affiliates  
733  
-
2,460  
37  
88  
485  
188  
761  
572  
-
4,041  
1,283  
Proved developed reserves  
457  
1,331  
187  
728  
65  
2,768  
Consolidated subsidiaries  
Equity affiliates  
457  
-
1,303  
28  
66  
121  
174  
554  
65  
-
2,065  
703  
Proved undeveloped reserves  
276  
1,166  
386  
221  
507  
2,556  
Consolidated subsidiaries  
Equity affiliates  
276  
-
1,157  
9
22  
364  
14  
207  
507  
-
1,976  
580  
As of December 31, 2010  
Proved developed and undeveloped reserves  
792  
2,384  
549  
919  
554  
5,198  
Consolidated subsidiaries  
Equity affiliates  
792  
-
2,350  
34  
79  
470  
239  
680  
554  
-
4,014  
1,184  
Proved developed reserves  
394  
1,250  
180  
662  
58  
2,544  
Consolidated subsidiaries  
Equity affiliates  
394  
-
1,226  
24  
53  
127  
151  
511  
58  
-
1,882  
662  
Proved undeveloped reserves  
398  
1,134  
369  
257  
496  
2,654  
Consolidated subsidiaries  
Equity affiliates  
398  
-
1,124  
10  
26  
343  
88  
169  
496  
-
2,132  
522  
As of December 31, 2011  
Proved developed and undeveloped reserves  
812  
2,105  
516  
746  
621  
4,800  
Consolidated subsidiaries  
Equity affiliates  
812  
-
2,095  
10  
73  
443  
181  
565  
573  
48  
3,734  
1,066  
Proved developed reserves  
351  
1,206  
165  
565  
91  
2,378  
Consolidated subsidiaries  
Equity affiliates  
351  
-
1,202  
4
48  
117  
116  
449  
50  
41  
1,767  
611  
Proved undeveloped reserves  
461  
899  
351  
181  
530  
2,422  
Consolidated subsidiaries  
Equity affiliates  
461  
-
893  
6
25  
326  
65  
116  
523  
7
1,967  
455  
Registration Document 2011. TOTAL  
281  
Supplemental oil and gas information (unaudited)  
10  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
1.4.3. Changes in bitumen reserves  
Bitumen reserves as of December 31, 2008 and before are included in oil reserves presented in the table “Changes in oil reserves”.  
Consolidated subsidiaries  
(in million barrels)  
Proved developed and undeveloped reserves  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
Balance as of December 31, 2008  
-
-
-
-
-
-
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
-
-
-
-
-
176  
192  
-
-
(3)  
-
-
-
-
-
-
-
-
-
-
176  
192  
-
-
(3)  
Production for the year  
Balance as of December 31, 2009  
-
-
365  
-
-
365  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
-
-
-
-
-
3
-
425  
-
-
-
-
-
-
-
-
-
-
-
3
-
425  
-
Production for the year  
(4)  
(4)  
Balance as of December 31, 2010  
-
-
789  
-
-
789  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
-
-
-
-
-
(109)  
-
308  
-
-
-
-
-
-
-
-
-
-
-
(109)  
-
308  
-
Production for the year  
(4)  
(4)  
Balance as of December 31, 2011  
-
-
984  
-
-
984  
Proved developed reserves as of  
December 31, 2009  
December 31, 2010  
-
-
-
-
19  
18  
-
-
-
-
19  
18  
December 31, 2011  
-
-
21  
-
-
21  
Proved undeveloped reserves as of  
December 31, 2009  
December 31, 2010  
-
-
-
-
346  
771  
-
-
-
-
346  
771  
December 31, 2011  
-
-
963  
-
-
963  
There are no bitumen reserves for equity affiliates.  
There are no minority interests for bitumen reserves.  
282  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
Oil and gas information pursuant to FASB Accounting Standards Codification 932 10  
1.4.4. Changes in gas reserves  
(in billion cubic feet)  
Consolidated subsidiaries  
Proved developed and undeveloped reserves  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
Balance as of December 31, 2008  
5,507  
5,529  
2,714  
1,769  
4,098  
19,617  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
73  
55  
58  
(13)  
(633)  
(127)  
61  
25  
382  
752  
(64)  
(212)  
(18)  
399  
-
(165)  
(212)  
897  
810  
(77)  
(1,651)  
-
-
-
-
-
-
Production for the year  
(217)  
(122)  
(467)  
Balance as of December 31, 2009  
5,047  
5,246  
3,597  
2,028  
3,466  
19,384  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
271  
193  
111  
(43)  
(617)  
346  
-
415  
88  
(80)  
70  
-
15  
138  
51  
(4)  
(472)  
967  
489  
162  
-
-
(20)  
(258)  
(16)  
(278)  
-
(83)  
Production for the year  
(151)  
(1,776)  
Balance as of December 31, 2010  
4,962  
5,314  
3,806  
1,867  
3,194  
19,143  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
358  
211  
11  
(216)  
-
367  
-
7
(180)  
1
2,824  
13  
330  
3,035  
31  
(46)  
(1,718)  
-
-
-
-
-
(46)  
(259)  
-
-
Production for the year  
(528)  
(317)  
(169)  
(445)  
Balance as of December 31, 2011  
5,014  
4,793  
3,863  
1,518  
5,587  
20,775  
Minority interest in proved developed and undeveloped reserves as of  
December 31, 2009  
December 31, 2010  
73  
83  
60  
67  
-
-
-
-
-
-
133  
150  
December 31, 2011  
-
62  
-
-
-
62  
(in billion cubic feet)  
Equity affiliates  
Proved developed and undeveloped reserves  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
Balance as of December 31, 2008  
-
215  
110  
6,276  
-
-
-
6,601  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
127  
(13)  
-
-
-
(2)  
363  
-
-
-
-
-
477  
-
-
-
-
-
-
-
-
-
Production for the year  
(1)  
(141)  
(144)  
Balance as of December 31, 2009  
-
341  
95  
6,498  
6,934  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
50  
-
-
-
(1)  
(2)  
-
-
-
(2)  
(52)  
-
-
-
-
-
-
-
-
(4)  
-
-
-
Production for the year  
(282)  
(285)  
Balance as of December 31, 2010  
-
390  
91  
6,164  
6,645  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
Sales of reserves in place  
-
-
-
-
-
(16)  
-
-
(10)  
(1)  
(10)  
-
-
-
(2)  
(31)  
-
-
-
-
-
(57)  
-
3,865  
(10)  
3,865  
-
(167)  
Production for the year  
(331)  
(501)  
Balance as of December 31, 2011  
-
363  
79  
5,802  
3,698  
9,942  
Registration Document 2011. TOTAL  
283  
Supplemental oil and gas information (unaudited)  
10  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
(in billion cubic feet)  
Consolidated subsidiaries and equity affiliates  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
As of December 31, 2009  
Proved developed and undeveloped reserves  
5,047  
5,587  
3,692  
8,526  
3,466  
26,318  
Consolidated subsidiaries  
Equity affiliates  
5,047  
-
5,246  
341  
3,597  
95  
2,028  
6,498  
3,466  
-
19,384  
6,934  
Proved developed reserves  
3,463  
2,272  
2,388  
6,606  
2,059  
16,788  
Consolidated subsidiaries  
Equity affiliates  
3,463  
-
2,261  
11  
2,343  
45  
1,773  
4,833  
2,059  
-
11,899  
4,889  
Proved undeveloped reserves  
1,584  
3,315  
1,304  
1,920  
1,407  
9,530  
Consolidated subsidiaries  
Equity affiliates  
1,584  
-
2,985  
330  
1,254  
50  
255  
1,665  
1,407  
-
7,485  
2,045  
As of December 31, 2010  
Proved developed and undeveloped reserves  
4,962  
5,704  
3,897  
8,031  
3,194  
25,788  
Consolidated subsidiaries  
Equity affiliates  
4,962  
-
5,314  
390  
3,806  
91  
1,867  
6,164  
3,194  
-
19,143  
6,645  
Proved developed reserves  
3,089  
2,240  
2,474  
7,649  
1,790  
17,242  
Consolidated subsidiaries  
Equity affiliates  
3,089  
-
2,229  
11  
2,439  
35  
1,578  
6,071  
1,790  
-
11,125  
6,117  
Proved undeveloped reserves  
1,873  
3,464  
1,423  
382  
1,404  
8,546  
Consolidated subsidiaries  
Equity affiliates  
1,873  
-
3,085  
379  
1,367  
56  
289  
93  
1,404  
-
8,018  
528  
As of December 31, 2011  
Proved developed and undeveloped reserves  
5,014  
5,156  
3,942  
7,320  
9,285  
30,717  
Consolidated subsidiaries  
Equity affiliates  
5,014  
-
4,793  
363  
3,863  
79  
1,518  
5,802  
5,587  
3,698  
20,775  
9,942  
Proved developed reserves  
2,943  
2,308  
2,600  
7,170  
4,854  
19,875  
Consolidated subsidiaries  
Equity affiliates  
2,943  
-
2,216  
92  
2,567  
33  
1,450  
5,720  
1,594  
3,260  
10,770  
9,105  
Proved undeveloped reserves  
2,071  
2,848  
1,342  
150  
4,431  
10,842  
Consolidated subsidiaries  
Equity affiliates  
2,071  
-
2,577  
271  
1,296  
46  
68  
82  
3,993  
438  
10,005  
837  
284  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
Oil and gas information pursuant to FASB Accounting Standards Codification 932 10  
1.5. Results of operations for oil and gas producing activities  
The following tables do not include revenues and expenses related to oil and gas transportation activities and LNG liquefaction  
and transportation activities.  
(M)  
Consolidated subsidiaries  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2009  
Non-Group sales  
Group sales  
2,499  
4,728  
1,994  
7,423  
583  
310  
859  
556  
1,926  
597  
7,861  
13,614  
Total Revenues  
7,227  
9,417  
893  
1,415  
2,523  
21,475  
Production costs  
Exploration expenses  
(1,155)  
(160)  
(1,122)  
(265)  
(193)  
(121)  
(204)  
(81)  
(243)  
(70)  
(2,917)  
(697)  
Depreciation, depletion and amortization  
and valuation allowances  
Other expenses(a)  
(1,489)  
(261)  
(1,471)  
(895)  
(262)  
(181)  
(314)  
(170)  
(613)  
(56)  
(4,149)  
(1,563)  
Pre-tax income from producing activities  
Income tax  
4,162  
(2,948)  
1,214  
5,664  
(3,427)  
2,237  
136  
(103)  
33  
646  
(309)  
337  
1,541  
(747)  
794  
12,149  
(7,534)  
4,615  
Results of oil and gas producing activities  
2010  
Non-Group sales  
Group sales  
2,839  
5,599  
2,639  
9,894  
628  
540  
1,038  
644  
2,540  
683  
9,684  
17,360  
Total Revenues  
8,438  
12,533  
1,168  
1,682  
3,223  
27,044  
Production costs  
Exploration expenses  
(1,281)  
(266)  
(1,187)  
(275)  
(222)  
(216)  
(259)  
(8)  
(279)  
(99)  
(3,228)  
(864)  
Depreciation, depletion and amortization  
and valuation allowances  
Other expenses(a)  
(1,404)  
(299)  
(1,848)  
(1,014)  
(368)  
(218)  
(264)  
(241)  
(830)  
(72)  
(4,714)  
(1,844)  
Pre-tax income from producing activities  
Income tax  
5,188  
(3,237)  
1,951  
8,209  
(5,068)  
3,141  
144  
(83)  
61  
910  
(402)  
508  
1,943  
(950)  
993  
16,394  
(9,740)  
6,654  
Results of oil and gas producing activities  
2011  
Non-Group sales  
Group sales  
3,116  
7,057  
3,188  
11,365  
776  
764  
1,159  
737  
3,201  
712  
11,440  
20,635  
Total Revenues  
10,173  
14,553  
1,540  
1,896  
3,913  
32,075  
Production costs  
Exploration expenses  
(1,235)  
(343)  
(1,179)  
(323)  
(250)  
(48)  
(286)  
(11)  
(304)  
(294)  
(3,254)  
(1,019)  
Depreciation, depletion and amortization  
and valuation allowances  
Other expenses(a)  
(1,336)  
(307)  
(1,845)  
(1,181)  
(352)  
(274)  
(278)  
(276)  
(791)  
(95)  
(4,602)  
(2,133)  
Pre-tax income from producing activities  
Income tax  
6,952  
(5,059)  
1,893  
10,025  
(6,484)  
3,541  
616  
(293)  
323  
1,045  
(465)  
580  
2,429  
(1,302)  
1,127  
21,067  
(13,603)  
7,464  
Results of oil and gas producing activities  
(a) Included production taxes and accretion expense as provided for by IAS 37 (271 million in 2009, 326 million in 2010 and 338 million in 2011).  
Registration Document 2011. TOTAL  
285  
Supplemental oil and gas information (unaudited)  
10  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
(M)  
Equity affiliates  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2009  
Non-Group sales  
Group sales  
-
-
203  
-
528  
-
231  
3,382  
-
-
962  
3,382  
Total Revenues  
-
203  
528  
3,613  
-
4,344  
Production costs  
Exploration expenses  
Depreciation, depletion and amortization and valuation allowances  
Other expenses  
-
-
-
-
(31)  
-
(42)  
(9)  
(41)  
(17)  
(73)  
(271)  
-
(247)  
(2,800)  
-
-
-
-
(343)  
(17)  
(362)  
(205)  
(3,014)  
Pre-tax income from producing activities  
Income tax  
-
121  
(93)  
28  
192  
(74)  
118  
295  
(101)  
194  
-
608  
(268)  
340  
-
-
Results of oil and gas producing activities  
-
-
2010  
Non-Group sales  
Group sales  
-
-
148  
3
120  
565  
596  
4,646  
-
-
864  
5,214  
Total Revenues  
-
151  
685  
5,242  
-
6,078  
Production costs  
Exploration expenses  
Depreciation, depletion and amortization and valuation allowances  
Other expenses  
-
(44)  
(7)  
(44)  
-
(53)  
(23)  
(89)  
(195)  
-
(259)  
(4,034)  
(1)  
-
-
(293)  
(30)  
(392)  
-
-
-
(268)  
-
(4,302)  
Pre-tax income from producing activities  
Income tax  
-
56  
-
252  
(44)  
208  
754  
(142)  
612  
(1)  
1,061  
(186)  
875  
-
-
Results of oil and gas producing activities  
-
56  
(1)  
2011  
Non-Group sales  
Group sales  
-
-
26  
-
15  
831  
1,080  
6,804  
256  
-
1,377  
7,635  
Total Revenues  
-
26  
846  
7,884  
256  
9,012  
Production costs  
Exploration expenses  
Depreciation, depletion and amortization and valuation allowances  
Other expenses  
-
(7)  
-
(7)  
-
(48)  
-
(44)  
(550)  
(250)  
-
(225)  
(6,101)  
(28)  
(4)  
(109)  
(36)  
(333)  
(4)  
(385)  
(6,687)  
-
-
-
Pre-tax income from producing activities  
Income tax  
-
12  
-
204  
(95)  
109  
1,308  
(285)  
79  
(34)  
45  
1,603  
(414)  
-
Results of oil and gas producing activities  
-
12  
1,023  
1,189  
286  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
Oil and gas information pursuant to FASB Accounting Standards Codification 932 10  
1.6. Cost incurred  
The following tables set forth the costs incurred in the Group’s oil and gas property acquisition, exploration and development activities,  
including both capitalized and expensed amounts. They do not include costs incurred related to oil and gas transportation and LNG  
liquefaction and transportation activities.  
(M)  
Consolidated subsidiaries  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2009  
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
71  
26  
284  
45  
8
475  
3,288  
1,551  
403  
222  
105  
-
87  
250  
-
21  
123  
1,772  
458  
1,191  
7,666  
Development costs(a)  
1,658  
618  
1,852  
Total cost incurred  
2,039  
3,816  
2,794  
442  
1,996  
11,087  
2010  
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
162  
5
361  
1,565  
137  
124  
407  
26  
1,186  
276  
139  
8
17  
21  
619  
250  
485  
1,942  
1,311  
7,642  
Development costs(a)  
3,105  
718  
247  
2,007  
Total cost incurred  
2,093  
3,773  
2,206  
411  
2,897  
11,380  
2011  
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
298  
1
505  
2,352  
10  
397  
384  
413  
1,692  
239  
2
3
17  
251  
14  
417  
974  
2,107  
1,562  
Development costs(a)  
3,895  
1,329  
329  
2,823  
10,728  
Total cost incurred  
3,156  
4,686  
3,673  
351  
3,505  
15,371  
(M)  
Equity affiliates  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2009  
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
-
-
-
-
-
-
-
-
-
22  
93  
-
-
3
-
-
-
-
-
25  
437  
Development costs(a)  
28  
293  
23  
Total cost incurred  
-
28  
115  
296  
23  
462  
2010  
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
-
-
-
-
-
-
4
-
-
30  
99  
-
-
4
-
-
-
-
-
38  
668  
Development costs(a)  
20  
476  
73  
Total cost incurred  
-
24  
129  
480  
73  
706  
2011  
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
-
-
-
-
-
-
-
-
-
2
-
-
-
2,691  
1,116  
-
2,691  
1,116  
2
Development costs(a)  
2
106  
314  
939  
1,361  
Total cost incurred  
-
2
108  
314  
4,746  
5,170  
(a) Including asset retirement costs capitalized during the year and any gains or losses recognized upon settlement of asset retirement obligation during the year.  
Registration Document 2011. TOTAL  
287  
Supplemental oil and gas information (unaudited)  
10  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
1.7. Capitalized costs related to oil and gas producing activities  
The following tables do not include capitalized costs related to oil and gas transportation and LNG liquefaction and transportation activities.  
Consolidated subsidiaries  
(M)  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
As of December 31, 2009  
Proved properties  
Unproved properties  
30,613  
337  
27,557  
1,138  
7,123  
839  
5,148  
30  
10,102  
555  
80,543  
2,899  
Total capitalized costs  
30,950  
(21,870)  
9,080  
28,695  
(13,510)  
15,185  
7,962  
(2,214)  
5,748  
5,178  
(3,325)  
1,853  
10,657  
(3,085)  
7,572  
83,442  
(44,004)  
39,438  
Accumulated depreciation, depletion and amortization  
Net capitalized costs  
As of December 31, 2010  
Proved properties  
Unproved properties  
31,735  
402  
32,494  
1,458  
7,588  
2,142  
5,715  
49  
12,750  
1,433  
90,282  
5,484  
Total capitalized costs  
32,137  
(23,006)  
9,131  
33,952  
(16,716)  
17,236  
9,730  
(2,302)  
7,428  
5,764  
(3,849)  
1,915  
14,183  
(4,092)  
10,091  
95,766  
(49,965)  
45,801  
Accumulated depreciation, depletion and amortization  
Net capitalized costs  
As of December 31, 2011  
Proved properties  
Unproved properties  
34,308  
460  
37,032  
1,962  
8,812  
4,179  
6,229  
62  
17,079  
911  
103,460  
7,574  
Total capitalized costs  
34,768  
(24,047)  
10,721  
38,994  
(18,642)  
20,352  
12,991  
(2,294)  
10,697  
6,291  
(4,274)  
2,017  
17,990  
(5,066)  
12,924  
111,034  
(54,323)  
56,711  
Accumulated depreciation, depletion and amortization  
Net capitalized costs  
(M)  
Equity affiliates  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
As of December 31, 2009  
Proved properties  
Unproved properties  
-
-
610  
-
726  
135  
2,404  
-
-
62  
3,740  
197  
Total capitalized costs  
-
-
610  
(387)  
223  
861  
(171)  
690  
2,404  
(1,723)  
681  
62  
3,937  
(2,281)  
1,656  
Accumulated depreciation, depletion and amortization  
Net capitalized costs  
-
-
62  
As of December 31, 2010  
Proved properties  
Unproved properties  
-
-
639  
25  
887  
168  
3,110  
-
-
4,636  
331  
138  
Total capitalized costs  
-
-
664  
(462)  
202  
1,055  
(307)  
748  
3,110  
(2,029)  
1,081  
138  
-
4,967  
(2,798)  
2,169  
Accumulated depreciation, depletion and amortization  
Net capitalized costs  
-
138  
As of December 31, 2011  
Proved properties  
Unproved properties  
-
-
-
-
731  
-
3,496  
-
3,973  
1,146  
8,200  
1,146  
Total capitalized costs  
-
-
-
-
731  
(96)  
3,496  
(2,337)  
1,159  
5,119  
(213)  
9,346  
(2,646)  
6,700  
Accumulated depreciation, depletion and amortization  
Net capitalized costs  
-
-
635  
4,906  
288  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
Oil and gas information pursuant to FASB Accounting Standards Codification 932 10  
1.8. Standardized measure of discounted future net cash flows  
(excluding transportation)  
The standardized measure of discounted future net cash flows  
relating to proved oil and gas reserve quantities was developed  
as follows:  
– future income taxes are computed by applying the year-end  
statutory tax rate to future net cash flows after consideration  
of permanent differences and future income tax credits; and  
estimates of proved reserves and the corresponding production  
profiles are based on existing technical and economic conditions;  
– future net cash flows are discounted at a standard discount  
rate of 10 percent.  
the estimated future cash flows are determined based on prices  
used in estimating the Group’s proved oil and gas reserves;  
These principles applied are those required by ASC 932 and do  
not reflect the expectations of real revenues from these reserves,  
nor their present value; hence, they do not constitute criteria  
for investment decisions. An estimate of the fair value of reserves  
should also take into account, among other things, the recovery  
of reserves not presently classified as proved, anticipated future  
changes in prices and costs and a discount factor more  
representative of the time value of money and the risks inherent  
in reserves estimates.  
the future cash flows incorporate estimated production costs  
(including production taxes), future development costs and asset  
retirement costs. All cost estimates are based on year-end  
technical and economic conditions;  
(M)  
Consolidated subsidiaries  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
As of December 31, 2009  
Future cash inflows  
50,580  
(11,373)  
(12,795)  
(17,126)  
9,286  
107,679  
(23,253)  
(21,375)  
(36,286)  
26,765  
18,804  
(8,286)  
(5,728)  
(1,293)  
3,497  
9,013  
(2,831)  
(698)  
(2,041)  
3,443  
32,004  
(6,996)  
(6,572)  
(5,325)  
13,111  
(8,225)  
218,080  
(52,739)  
(47,168)  
(62,071)  
56,102  
Future production costs  
Future development costs  
Future income taxes  
Future net cash flows, after income taxes  
Discount at 10%  
(3,939)  
(13,882)  
(2,696)  
(1,558)  
(30,300)  
Standardized measure of discounted future net cash flows 5,347  
As of December 31, 2010  
12,883  
801  
1,885  
4,886  
25,802  
Future cash inflows  
65,644  
(16,143)  
(18,744)  
(20,571)  
10,186  
142,085  
(29,479)  
(25,587)  
(51,390)  
35,629  
42,378  
(19,477)  
(8,317)  
(3,217)  
11,367  
(8,667)  
14,777  
(4,110)  
(3,788)  
(2,541)  
4,338  
41,075  
(6,476)  
(8,334)  
(7,281)  
18,984  
(11,794)  
305,959  
(75,685)  
(64,770)  
(85,000)  
80,504  
Future production costs  
Future development costs  
Future income taxes  
Future net cash flows, after income taxes  
Discount at 10%  
(5,182)  
(16,722)  
(2,106)  
(44,471)  
Standardized measure of discounted future net cash flows 5,004  
As of December 31, 2011  
18,907  
2,700  
2,232  
7,190  
36,033  
Future cash inflows  
85,919  
(18,787)  
(21,631)  
(28,075)  
17,426  
167,367  
(31,741)  
(22,776)  
(71,049)  
41,801  
53,578  
(22,713)  
(11,548)  
(4,361)  
14,956  
(12,298)  
14,297  
(3,962)  
(3,110)  
(2,794)  
4,431  
67,868  
(12,646)  
(11,044)  
(12,963)  
31,215  
389,029  
(89,849)  
(70,109)  
(119,242)  
109,829  
(62,416)  
Future production costs  
Future development costs  
Future income taxes  
Future net cash flows, after income taxes  
Discount at 10%  
(9,426)  
(17,789)  
(2,186)  
(20,717)  
Standardized measure of discounted future net cash flows 8,000  
24,012  
2,658  
2,245  
10,498  
47,413  
Minority interests in future net cash flows as of  
(M)  
December 31, 2009  
December 31, 2010  
212  
273  
60  
344  
-
-
-
-
-
-
272  
617  
December 31, 2011  
-
558  
-
-
-
558  
Registration Document 2011. TOTAL  
289  
Supplemental oil and gas information (unaudited)  
10  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
(M)  
Equity affiliates  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
As of December 31, 2009  
Future cash inflows  
-
-
-
-
-
-
1,432  
(624)  
(26)  
(245)  
537  
16,750  
(6,993)  
(1,924)  
(3,650)  
4,183  
48,486  
(30,739)  
(3,891)  
(1,843)  
12,013  
(6,383)  
-
-
-
-
-
-
66,668  
(38,356)  
(5,841)  
(5,738)  
16,733  
(9,438)  
Future production costs  
Future development costs  
Future income taxes  
Future net cash flows, after income taxes  
Discount at 10%  
(239)  
(2,816)  
Standardized measure of discounted future net cash flows  
As of December 31, 2010  
-
298  
1,367  
5,630  
-
7,295  
Future cash inflows  
-
-
-
-
-
-
1,814  
(765)  
(26)  
(349)  
674  
22,293  
(8,666)  
(2,020)  
(5,503)  
6,104  
59,472  
(40,085)  
(3,006)  
(2,390)  
13,991  
(7,386)  
-
-
-
-
-
-
83,579  
(49,516)  
(5,052)  
(8,242)  
20,769  
(11,535)  
Future production costs  
Future development costs  
Future income taxes  
Future net cash flows, after income taxes  
Discount at 10%  
(203)  
(3,946)  
Standardized measure of discounted future net cash flows  
As of December 31, 2011  
-
471  
2,158  
6,605  
-
9,234  
Future cash inflows  
-
-
-
-
210  
(95)  
-
29,887  
(17,393)  
(1,838)  
(5,152)  
64,977  
(39,800)  
(2,809)  
(3,942)  
7,116  
(2,683)  
(1,297)  
(2,280)  
102,190  
(59,971)  
(5,944)  
Future production costs  
Future development costs  
Future income taxes  
(29)  
(11,403)  
Future net cash flows, after income taxes  
Discount at 10%  
-
-
-
86  
(36)  
50  
5,504  
(3,652)  
1,852  
18,426  
(9,757)  
8,669  
856  
(196)  
660  
24,872  
(13,641)  
11,231  
Standardized measure of discounted future net cash flows  
290  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
Oil and gas information pursuant to FASB Accounting Standards Codification 932 10  
1.9. Changes in the standardized measure of discounted future net cash flows  
Consolidated subsidiaries  
(M)  
2009  
2010  
2011  
Beginning of year  
15,986  
25,802  
36,033  
Sales and transfers, net of production costs  
Net change in sales and transfer prices and in production costs and other expenses  
Extensions, discoveries and improved recovery  
Changes in estimated future development costs  
Previously estimated development costs incurred during the year  
Revisions of previous quantity estimates  
Accretion of discount  
(17,266)  
35,738  
(267)  
(4,847)  
7,552  
164  
1,599  
(12,455)  
230  
(22,297)  
30,390  
716  
(7,245)  
7,896  
5,523  
2,580  
(6,773)  
442  
(27,026)  
44,315  
1,680  
(4,798)  
9,519  
1,288  
3,603  
(16,925)  
885  
Net change in income taxes  
Purchases of reserves in place  
Sales of reserves in place  
(632)  
(1,001)  
(1,161)  
End of year  
25,802  
36,033  
47,413  
Equity affiliates  
(M)  
2009  
2010  
2011  
Beginning of year  
5,301  
7,295  
9,234  
Sales and transfers, net of production costs  
Net change in sales and transfer prices and in production costs and other expenses  
Extensions, discoveries and improved recovery  
Changes in estimated future development costs  
Previously estimated development costs incurred during the year  
Revisions of previous quantity estimates  
Accretion of discount  
Net change in income taxes  
Purchases of reserves in place  
Sales of reserves in place  
(987)  
2,789  
407  
(88)  
854  
(790)  
530  
(721)  
-
(1,583)  
2,366  
-
195  
651  
308  
730  
(728)  
-
(1,991)  
3,715  
-
(383)  
635  
(749)  
923  
(1,341)  
1,812  
(624)  
-
-
End of year  
7,295  
9,234  
11,231  
Registration Document 2011. TOTAL  
291  
Supplemental oil and gas information (unaudited)  
10  
Other information  
2. Other information  
2.1. Net gas production, production prices and production costs  
Consolidated subsidiaries  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2009  
Natural gas production available for sale (Mcf/d)(a)  
1,643  
480  
545  
297  
1,224  
4,189  
Production prices(b)  
Oil (/b)  
Bitumen (/b)  
40.76  
-
4.81  
40.77  
-
1.33  
36.22  
23.17  
1.56  
39.94  
-
0.72  
37.66  
-
4.47  
40.38  
23.17  
3.70  
Natural gas (/kcf)  
Production costs per unit of production (/boe)(c)  
Total liquids and natural gas  
Bitumen  
5.30  
-
4.35  
-
3.59  
25.45  
3.86  
-
2.52  
-
4.30  
25.45  
Equity affiliates  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2009  
Natural gas production available for sale (Mcf/d)(a)  
-
-
-
268  
-
268  
Production prices(b)  
Oil (/b)  
Bitumen (/b)  
-
-
-
42.98  
33.14  
43.98  
-
3.53  
-
-
-
42.18  
-
3.53  
-
-
-
-
Natural gas (/kcf)  
Production costs per unit of production (/boe)(c)  
Total liquids and natural gas  
Bitumen  
-
-
4.21  
-
2.24  
-
2.81  
-
-
-
2.81  
-
Consolidated subsidiaries  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2010  
Natural gas production available for sale (Mcf/d)(a)  
1,603  
608  
732  
375  
1,234  
4,552  
Production prices(b)  
Oil (/b)  
Bitumen (/b)  
55.70  
-
5.17  
56.18  
-
1.55  
45.28  
33.19  
1.83  
55.83  
-
0.63  
52.33  
-
5.67  
55.39  
33.19  
3.94  
Natural gas (/kcf)  
Production costs per unit of production (/boe)(c)  
Total liquids and natural gas  
Bitumen  
6.23  
-
4.53  
-
3.29  
17.49  
4.82  
-
2.93  
-
4.72  
17.49  
Equity affiliates  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2010  
Natural gas production available for sale (Mcf/d)(a)  
-
-
-
650  
-
650  
Production prices(b)  
Oil (/b)  
Bitumen (/b)  
-
-
-
53.96  
43.81  
57.03  
-
2.30  
-
-
-
54.95  
-
2.30  
-
-
-
-
Natural gas (/kcf)  
Production costs per unit of production (/boe)(c)  
Total liquids and natural gas  
Bitumen  
-
-
6.31  
-
2.76  
-
1.54  
-
-
-
1.91  
-
292  
TOTAL. Registration Document 2011  
Supplemental oil and gas information (unaudited)  
Other information 10  
Consolidated subsidiaries  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2011  
Natural gas production available for sale (Mcf/d)(a)  
1,350  
607  
839  
424  
1,162  
4,382  
Production prices(b)  
Oil (/b)  
Bitumen (/b)  
74.24  
-
6.58  
74.72  
-
1.81  
55.13  
31.36  
2.06  
73.73  
-
0.54  
68.76  
-
7.45  
73.34  
31.36  
4.72  
Natural gas (/kcf)  
Production costs per unit of production (/boe)(c)  
Total liquids and natural gas  
Bitumen  
6.86  
-
5.14  
-
3.41  
20.70  
5.36  
-
3.40  
-
5.20  
20.70  
Equity affiliates  
Europe  
Africa  
Americas  
Middle East  
Asia  
Total  
2011  
Natural gas production available for sale (Mcf/d)(a)  
-
-
-
891  
457  
1,348  
Production prices(b)  
Oil (/b)  
Bitumen (/b)  
-
-
-
66.21  
61.15  
77.07  
-
1.29  
30.75  
-
0.95  
73.61  
-
1.23  
-
-
-
-
Natural gas (/kcf)  
Production costs per unit of production (/boe)(c)  
Total liquids and natural gas  
Bitumen  
-
-
1.99  
-
2.75  
-
1.66  
-
0.79  
-
1.61  
-
(
(
(
a) The reported volumes are different from those shown in the reserves table due to gas consumed in operations.  
b) The volumes used for calculation of the average sales prices are the ones sold from the Group’s own production.  
c) The volumes of liquids used for this computation are shown in the proved reserves tables of this report. The reported volumes for natural gas are different from those shown  
in the reserves table due to gas consumed in operations.  
Registration Document 2011. TOTAL  
293  
294  
TOTAL. Registration Document 2011  
TOTAL S.A.  
11  
TOTAL S.A.  
The statutory Financial Statements were approved by the Board of Directors on February 9, 2012,  
and have not been updated with subsequent events.  
1.  
2.  
3.  
Statutory auditor’s report on regulated agreements and commitments  
Statutory auditor’s report on the financial statements  
296  
298  
299  
Statutory Financial Statements of TOTAL S.A. as parent company  
3.1.  
3.2.  
3.3.  
3.4.  
Statement of income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .299  
Balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .300  
Statement of cash flow . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .301  
Statement of changes in shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .302  
4.  
Notes to the Statutory Financial Statements  
303  
1
2
3
4
5
6
7
8
9
1
1
1
1
1
1
1
1
1
1
2
2
2
2
2
)
)
)
)
)
)
)
)
)
0)  
1)  
2)  
3)  
4)  
5)  
6)  
7)  
8)  
9)  
0)  
1)  
2)  
3)  
4)  
Accounting policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .303  
Intangible assets and property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .303  
Subsidiaries and affiliates: investments and loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .304  
Other non-current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .305  
Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .305  
Shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .306  
Contingency reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .307  
Employee benefits obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .307  
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .308  
Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .308  
Translation adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .309  
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .309  
Net operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .309  
Operating depreciation, amortization and allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .309  
Financial expenses and income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .310  
Dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .310  
Other financial income and expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .310  
Non-recurring income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .310  
Basis of taxation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .310  
Foreign exchange and counterparty risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .310  
Commitments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .311  
Average number of employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .311  
Stock option, restricted share and free share plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .312  
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .317  
5.  
Other financial information concerning the parent company  
318  
5.1.  
5.2.  
5.3.  
5.4.  
Subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .318  
Five-year financial data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .319  
Allocation of 2011 income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .320  
Statement of changes in share capital for the past five . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .320  
6.  
Consolidated financial information for the last five years  
321  
6
6
.1.  
.2.  
Summary consolidated balance sheet for the last five years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .321  
Consolidated statement of income for the last five years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .321  
Registration Document 2011. TOTAL  
295  
TOTAL S.A.  
11  
Statutory auditor’s report on regulated agreements and commitments  
1
. Statutory auditors’ report on regulated  
agreements and commitments  
This is a free translation into English of a report issued in French and is provided solely for the convenience of English-speaking readers. This report  
should be read in conjunction and construed in accordance with French law and the relevant professional auditing standards applicable in France.  
Shareholders’ meeting on the approval of the financial statements for the year ended December 31, 2011  
To the Shareholders,  
In our capacity as statutory auditors of your Company, we hereby present to you our report on the regulated agreements and commitments.  
We are required to inform you, on the basis of the information provided to us, of the terms and conditions of those agreements and  
commitments indicated to us or those that we could have found in the course of our engagement. We are not required to comment as to  
whether they are beneficial or appropriate neither to ascertain whether any other agreements and commitments exist. It is your responsibility,  
in accordance with Article R.225-31 of the French Commercial Law (Code de commerce), to evaluate the benefits resulting from these  
agreements and commitments prior to their approval.  
In addition, we are required, if applicable, in accordance with Article R.225-31 of the French Commercial Law, to inform you of the  
agreements and commitments, which were approved during previous years and which were applicable during the period.  
We performed the procedures we considered necessary in accordance with professional guidance issued by the national institute of auditors  
(Compagnie nationale des commissaires aux comptes), relating to this engagement. Our work consisted in verifying that the information  
provided to us is in agreement with the underlying documentation from which it was extracted.  
1. Agreements and commitments to be approved by the Shareholders’ meeting  
Agreements and commitments approved in 2011  
We have not been advised of agreements and commitments to be approved by the Shareholders’ meeting in accordance with Article L.225-38  
of the French Commercial Law (Code de commerce).  
Agreements and commitments approved in 2012  
We have been advised that the following commitments, authorized in 2012, which have been previously authorized by your Board of Directors  
held on February 9, 2012 and which have to be approved again by the Shareholders’ meeting in accordance with paragraph 4 of Article  
L.225-42-1 of the French Commercial Law (Code de commerce), due to the renewal of the mandate of Mr Christophe de Margerie,  
Chairman and Chief Executive Officer. This approval is subject to the renewal of his Board member mandate by the Shareholders’ meeting,  
to the renewal of his mandates of Chairman and Chief Executive Officer by the Board of Directors and to the fact that commitments subject  
to performance conditions and concerning the pension plan, as detailed below, remain the same.  
a) Agreements concerning the pension plan  
Director affected by the agreement or commitment:  
Mr Christophe de Margerie, Chairman and Chief Executive Officer.  
Purpose of the agreement or commitment:  
The Chairman and Chief Executive Officer is entitled to a retirement benefit calculated pursuant to the same formula used for all  
employees of TOTAL S.A.  
Terms and conditions of the agreement or commitment:  
-
Retirement benefit:  
The Chairman and Chief Executive Officer is also entitled to retirement benefits equal to those available to eligible members of the Group  
under the French National Collective Bargaining Agreement for the Petroleum. This benefit amounts to 25% of the annual compensation  
(including fixed and variable portions) of the twelve-month period preceding the retirement of the Chairman and Chief Executive Officer.  
The payment of this benefit is subject to performance conditions. These performance conditions are deemed to be met if at least two of the  
three following criteria are satisfied:  
-
-
The average ROE (return on equity) over the three years immediately preceding the year in which the officer retires is at least 12%;  
The average ROACE (return on average capital employed) over the three years immediately preceding the year in which the officer  
retires is at least 10%;  
-
The Company’s oil and gas production growth over the three years immediately preceding the year in which the officer retires is  
greater than or equal to the average production growth of the four following companies: ExxonMobil, Shell, BP, and Chevron.  
-
Supplementary pension plan:  
This supplementary pension is applicable to the Chairman and Chief Executive Officer and employees of the Group whose annual  
compensation is greater than the annual social security threshold multiplied by eight. There are no French legal or collective bargaining  
provisions that apply to remuneration above this social security ceiling.  
296  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Statutory auditor’s report on regulated agreements and commitments 11  
To be eligible for this supplementary pension plan, financed and managed by TOTAL SA, participants must meet specific age and length  
of service criteria. They must also still be employed by the Company upon retirement, unless they retire due to disability or had taken early  
retirement at the Group’s initiative after the age of 55.  
The plan provides participants with a pension equal to the sum of 1.8% of the portion of the reference compensation between eight  
and forty times the annual ceiling for calculating French social security contributions, and 1% of the reference compensation between forty  
and sixty times the annual ceiling for calculating French social security contributions, which is multiplied by the number of years of service  
(up to twenty years).This pension is indexed to the French Association for Complementary Pensions Schemes (ARRCO) index.  
The sum of the supplementary pension plan benefits and external pension plan benefits may not exceed 45% of the compensation used  
as the calculation basis. In the event this percentage is exceeded, the supplementary pension is reduced accordingly.  
For the Chairman and Chief Executive Officer, the Group’s pension obligations are, as of December 31, 2011, the equivalent of an annual  
pension of 18.01% of his 2011 compensation.  
b) Agreement in case of termination of the Chairman and Chief Executive Officer’s employment  
or in case his term of office is not renewed  
Director affected by the agreement or commitment:  
Mr Christophe de Margerie, Chairman and Chief Executive Officer.  
Purpose of the agreement or commitment:  
If the Chairman and Chief Executive Officer’s employment is terminated or if his term of office is not renewed, he is eligible for severance benefits.  
Terms and conditions of the agreement or commitment:  
This severance benefit is equal to two times an individual’s annual pay.  
The calculation will be based on the gross compensation (including both fixed and variable) paid in the twelve-month period preceding the  
termination or the no renewal of the Chief Executive Officer’s term.  
The severance benefits that may be paid upon a change of control or a change of strategy of the Company are cancelled in the case of  
gross negligence or willful misconduct or if the Chairman and Chief Executive Officer leaves the Company of his own volition, accepts new  
responsibilities within the Group, or may claim full retirement benefits within a short time period.  
The payment of this severance benefit is subject to performance conditions. These performance conditions are deemed to be met if at least  
two of the three following criteria are satisfied:  
-
-
-
The average ROE (return on equity) over the three years immediately preceding the year in which the Chairman and Chief Executive  
Officer retires is at least 12%;  
The average ROACE (return on average capital employed) over the three years immediately preceding the year in which the  
Chairman and Chief Executive Officer retires is at least 10%;  
The Company’s oil and gas production growth over the three years immediately preceding the year in which the Chairman and  
Chief Executive Officer retires is greater than or equal to the average production growth of the four following companies:  
ExxonMobil, Shell, BP, and Chevron.  
2. Agreements and commitments already approved by the Shareholders’ meeting  
a) Applicable during the period  
In accordance with Article R.225-30 of the French Commercial Law (Code de commerce), we have been informed of the following  
agreement, which was already approved by the Shareholders’ meeting, and which was applicable during the period.  
Engagement concerning specific resources made available to the Honorary Chairman  
Director affected by the agreement or commitment  
Mr Thierry Desmarest, director and Honorary Chairman.  
Purpose of the agreement or commitment  
Company resources made available for use by the Honorary Chairman.  
Terms and conditions of the agreement or commitment  
In consideration of his responsibilities to represent the Group, the following company resources are made available to the Honorary  
Chairman: an office, an administrative assistant, and a company vehicle with a driver.  
b) Not applicable during the period  
In addition, we have been informed of the continuance of the commitments, described in details above, regarding the retirement benefit,  
the supplementary pension plan and, under certain conditions, the severance benefit if Mr Christophe de Margerie’s contract is terminated  
or if his term of office is not renewed, already approved by the Shareholders’ meeting, and which were not applicable during the period.  
Paris, La Défense March 23, 2012  
The statutory auditors  
French original signed by  
KPMG Audit  
A division of KPMG S.A.  
Jay Nirsimloo  
ERNST & YOUNG Audit  
Pascal Macioce  
Laurent Vitse  
Registration Document 2011. TOTAL  
297  
TOTAL S.A.  
11  
Statutory auditor’s report on the financial statements  
2. Statutory auditor’s report on the financial statements  
This is a free translation into English of the statutory auditors’ report on the financial statements issued in French and it is provided solely for the  
convenience of English speaking users.  
The statutory auditors’ report includes information specifically required by French law in such reports, whether modified or not. This information  
is presented below the audit opinion on the financial statements and includes an explanatory paragraph discussing the auditors’ assessments  
of certain significant accounting and auditing matters. These assessments were considered for the purpose of issuing an audit opinion on the  
financial statements taken as a whole and not to provide separate assurance on individual account balances, transactions, or disclosures.  
This report also includes information relating to the specific verification of information given in the management report and in the documents  
addressed to shareholders.  
This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable  
in France.  
TOTAL S.A.  
Year ended December 31, 2011  
To the Shareholders,  
In compliance with the assignment entrusted to us by your Shareholder’s meeting, we hereby report to you, for the year ended  
December 31, 2011, on:  
the audit of the accompanying financial statements of TOTAL S.A.;  
the justification of our assessments;  
the specific verifications and information required by law.  
These financial statements have been approved by the Board of Directors. Our role is to express an opinion on these financial statements  
based on our audit.  
I. Opinion on the financial statements  
We conducted our audit in accordance with professional standards applicable in France; those standards require that we plan and perform  
the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit involves  
performing procedures, using sampling techniques or other methods of selection, to obtain audit evidence about the amounts and  
disclosures in the financial statements. An audit also includes evaluating the appropriateness of accounting policies used and the  
reasonableness of accounting estimates made, as well as the overall presentation of the financial statements. We believe that the audit  
evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.  
In our opinion, the financial statements give a true and fair view of the assets and liabilities and of the financial position of the Company as  
at December 31, 2011 and of the results of its operations for the year then ended in accordance with French accounting principles.  
II. Justification of our assessments  
In accordance with the requirements of article L. 823-9 of the French Commercial Law (Code de commerce) relating to the justification of our  
assessments, we bring to your attention the following matter:  
We assessed the approaches used by your company to value investments in subsidiaries and affiliates as described in Note 1 to the financial  
statements, based on the information available to date and performed tests to verify the application of those methods. Within the framework  
of our assessments, we also verified the reasonable nature of the estimates derived from these methods.  
These assessments were made as part of our audit of the financial statements, taken as a whole, and therefore contributed to the opinion  
we formed which is expressed in the first part of this report.  
III. Specific verification and information  
We have also performed, in accordance with professional standards applicable in France, the specific verifications required by French law.  
We have no matters to report as to the fair presentation and the consistency with the financial statements of the information given in the  
management report of the Board of Directors, and in the documents addressed to shareholders with respect to the financial position and  
the financial statements.  
Concerning the information given in accordance with the requirements of article L. 225-102-1 of the French Commercial Law (Code de  
commerce) relating to remunerations and benefits received by the directors and any other commitments made in their favour, we have  
verified its consistency with the financial statements or with the underlying information used to prepare these financial statements and,  
where applicable, with the information obtained by your company from companies controlling your company or controlled by it. Based  
on this work, we attest the accuracy and fair presentation of this information.  
In accordance with French law, we have verified that the required information concerning the purchase of investments and controlling  
interests and the identity of the shareholders and holders of the voting rights has been properly disclosed in the management report.  
Paris-La Défense, March 23, 2012  
The statutory auditors  
French original signed by  
KPMG Audit  
ERNST & YOUNG Audit  
A division of KPMG S.A.  
Pascal Macioce  
Jay Nirsimloo  
Laurent Vitse  
298  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Statutory Financial Statements of TOTAL S.A. as parent company 11  
3
. Statutory Financial Statements of TOTAL S.A.  
as parent company  
3.1. Statement of income  
For the year ended  
(K)  
2011  
2010  
2009  
Sales  
(note 12) 14,246,392  
(note 13) (10,907,658)  
10,307,170  
(8,179,634) (6,758,269)  
8,222,687  
Net operating expenses  
Operating depreciation, amortization and allowances  
(note 14)  
(260,650)  
3,078,084  
(428,098)  
(141,174)  
(129,113)  
Operating income  
1,986,362  
1,335,305  
Financial expenses and income  
Dividends  
Net depletion  
(note 15)  
(note 16) 10,599,281  
(448,084)  
6,497,082  
(489,911)  
(7,945)  
(449,419)  
5,777,717  
(236,234)  
2,328  
(839,231)  
Other financial expenses and income  
(note 17)  
(8,656)  
9,323,296  
12,401,380  
Financial income  
Current income  
5,551,142  
7,537,504  
5,094,392  
6,429,697  
Gains (Losses) on sales of marketable securities and loans  
Gains (Losses) on sales of fixed assets  
Non-recurring items  
435,924  
43  
31,866  
(34,976)  
239  
(75,259)  
639,371  
-
(13,802)  
Non-recurring income  
Employee profit-sharing plan  
Taxes  
(note 18)  
467,833  
(52,073)  
(109,996)  
625,569  
(54,613)  
(36,973)  
(3,050,856)  
9,766,284  
(1,532,807) (1,384,612)  
5,840,088 5,633,681  
Net income  
Registration Document 2011. TOTAL  
299  
TOTAL S.A.  
11  
Statutory Financial Statements of TOTAL S.A. as parent company  
3.2. Balance sheet  
As of December 31  
(M)  
ASSETS  
2011  
2010  
2009  
Non-current assets  
Intangible assets  
Depreciation and valuation allowance  
Intangible assets, net  
Property, plant and equipment  
Depreciation and valuation allowance  
Property, plant and equipment, net  
Subsidiaries and affiliates: investments and loans  
Depreciation and valuation allowance  
Other non-current assets  
(note 2)  
(note 2)  
864,554  
(310,388)  
554,166  
585,783  
(406,249)  
179,534  
817,999  
(245,031)  
572,968  
535,475  
(361,610)  
173,865  
84,934,902 78,874,175  
(565,561)  
52,535  
775,519  
(208,540)  
566,979  
511,070  
(327,094)  
183,976  
(note 3) 87,744,158  
(574,296)  
63,008  
87,232,870  
(545,634)  
59,547  
(note 4)  
(note 5)  
Investments and other non-current assets, net  
84,421,876 78,388,088  
Total non-current assets  
87,966,570  
85,168,709 79,139,043  
Current assets  
Inventories  
Operating receivables  
Marketable securities  
9,137  
3,495,789  
363,533  
38,047  
4,832  
2,141,796  
476,610  
2,293  
2,062,978  
596,076  
Cash/cash equivalents and short-term deposits  
141,131  
225,209  
Total current assets  
3,906,506  
2,764,369  
2,886,556  
Prepaid expenses  
Translation adjustments  
15,649  
4
5,782  
12  
3,532  
212,588  
(note 11)  
Total assets  
91,888,729  
87,938,872  
82,241,719  
As of December 31  
(M)  
LIABILITIES & SHAREHOLDERS’ EQUITY  
2011  
2010  
2009  
Shareholders’ equity  
Share capital  
Paid-in surplus  
Reserves  
Retained earnings  
Net income  
Interim dividends  
(note 6)  
5,909,418  
27,655,005  
3,986,875  
4,916,078  
9,766,284  
(4,058,442)  
5,874,102  
27,208,151 27,170,640  
3,986,382  
4,425,753  
5,840,088  
5,871,057  
(note 6B)  
3,975,314  
4,114,277  
5,633,681  
(2,664,730) (2,660,016)  
Total shareholders’ equity  
48,175,218  
44,669,746 44,104,953  
Contingency reserves  
Debts  
(notes 7 and 8)  
4,736,302  
3,771,567  
3,199,872  
Long-term loans  
Short-term loans  
Operating liabilities  
(note 9) 28,296,453  
15,929,648 14,614,076  
21,715,905 18,651,431  
(note 9)  
6,541,883  
3,839,704  
(note 10)  
1,790,981  
1,671,306  
Total debts  
38,678,040  
39,436,534 34,936,813  
Accrued income  
25  
0
-
-
Translation adjustments  
(note 11)  
298,919  
61,025  
81  
Total liabilities and Shareholders’ equity  
91,888,729  
87,938,872  
82,241,719  
300  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Statutory Financial Statements of TOTAL S.A. as parent company 11  
3.3. Statement of cash flow  
For the year ended  
(M)  
2011  
2010  
2009  
Cash flow from operating activities  
Net income  
Depreciation, depletion and amortization  
Accrued expenses of investments  
Other provisions  
9,766  
110  
7
965  
10,848  
(436)  
(789)  
(4)  
5,840  
102  
24  
571  
6,537  
35  
5,634  
89  
-
274  
5,997  
(639)  
(299)  
31  
Funds generated from operations  
(
(
Gains) Losses on disposal of assets  
Increase) Decrease in working capital  
(266)  
126  
Other, net  
Cash flow from operating activities  
9,619  
6,432  
5,090  
Cash flow used in investing activities  
Purchase of property, plant and equipment and intangible assets  
Purchase of investments and long-term loans  
Investments  
Proceeds from disposal of marketable securities and loans  
Total divestitures  
(82)  
(4,361)  
(4,443)  
2,419  
(64)  
(6,317)  
(6,381)  
782  
(538)  
(1,401)  
(1,939)  
955  
2,419  
782  
955  
Cash flow used in investing activities  
(2,024)  
(5,599)  
(984)  
Cash flow from financing activities  
Capital increase  
Share buybacks  
482  
-
41  
-
32  
-
Balance of cash dividends paid  
Cash interim dividends paid  
Repayment of long-term debt  
(2,685)  
(2,684)  
-
(2,662)  
(2,665)  
(63)  
(2,655)  
(2,660)  
(245)  
1,220  
Increase (Decrease) in short-term borrowings and bank overdrafts  
(2,811)  
4,432  
Cash flow from financing activities  
(7,698)  
(917)  
(4,308)  
Increase (Decrease) in cash and cash equivalents  
Cash and cash equivalents at beginning of year  
Cash and cash equivalents at year-end  
(103)  
141  
38  
(84)  
225  
141  
(202)  
427  
225  
Registration Document 2011. TOTAL  
301  
TOTAL S.A.  
11  
Statutory Financial Statements of TOTAL S.A. as parent company  
3.4. Statement of changes in shareholders’ equity  
(M)  
Common shares issued  
General  
reserves  
Revaluation  
reserve  
Total  
Number  
Amount  
Issue  
premiums  
and retained  
earnings  
As of January 1 2009  
2,371,808,074  
5,930  
28,283  
10,708  
39  
44,960  
Balance of cash dividends paid(a)  
Net income 2009  
-
-
-
-
-
-
-
-
-
(2,655)  
5,634  
(2,660)  
-
-
-
-
-
(2,655)  
5,634  
(2,660)  
(1,222)  
Cash interim dividends paid for 2009(b)  
Capital decrease  
(24,800,000)  
(62)  
(1,160)  
Exercise of Elf Aquitaine share subscription options  
covered by the exchange guarantee  
Issuance of common shares  
480,030  
934,780  
-
1
2
-
17  
30  
-
-
-
18  
32  
(2)  
Changes in revaluation differences  
-
(2)  
As of December 31 2009  
2,348,422,884  
5,871  
27,170  
11,027  
37  
44,105  
Balance of cash dividends paid(c)  
Net income 2010  
-
-
-
-
-
-
-
3
-
-
-
-
-
38  
-
(2,662)  
5,840  
(2,665)  
-
-
-
-
-
(2,662)  
5,840  
(2,665)  
-
Cash interim dividends paid for 2010(d)  
Capital decrease  
Issuance of common shares  
Changes in revaluation differences  
-
1,218,047  
-
-
-
41  
11  
11  
As of December 31 2010  
2,349,640,931  
5,874  
27,208  
11,540  
48  
44,670  
Balance of cash dividends paid(e)  
Net income 2011  
-
-
-
-
-
13  
22  
-
-
-
-
160  
288  
-
(2,685)  
9,766  
(4,058)  
-
-
(2,685)  
9,766  
(4,058)  
173  
Cash interim dividends paid for 2011(f) (g)  
-
5,223,665  
8,902,717  
-
Issuance of common shares  
Capital increase reserved for Group employees  
Changes in revaluation differences  
Expenses related to the capital increase reserved  
for employees  
-
-
-
-
310  
-
-
-
(1)  
-
-
(1)  
As of December 31 2011  
2,363,767,313  
5,909  
27,655  
14,563  
48  
48,175  
(
(
(
(
(
(
(
a) Balance of the 2008 dividend paid in 2009: 2,655 million (1.14 per share).  
b) Interim dividend paid in 2009: 2,660 million (1.14 per share).  
c) Balance of the 2009 dividend paid in 2010: 2,662 million (1.14 per share).  
d) Interim dividend paid in 2010: 2,665 million (1.14 per share).  
e) Balance of the 2010 dividend paid in 2011: 2,685 million (1.14 per share).  
f) Interim dividend paid in 2011 for the 1st and 2nd quarter: 2,684 million (0.57 per share per dividend).  
g) Interim dividend not paid in 2011 for the 3rd quarter: 1,374 million (0.57 per share).  
302  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Notes to the Statutory Financial Statements 11  
4. Notes to the Statutory Financial Statements  
1) Accounting policies  
The 2011 financial statements have been prepared in accordance with  
French Generally Accepted Accounting Principles (“French GAAP”).  
Inventories  
Inventories are valued at either the historical cost or the market  
value, whichever is lower. Cost for crude oil and refined product  
inventories is determined according to the First-In, First-Out (FIFO)  
method.  
Property, plant and equipment  
Property, plant and equipment are carried at cost with the exception  
of assets that were acquired before 1976 for which the basis has  
been revalued pursuant to French regulations. They are depreciated  
by the straight-line method over their estimated useful life, as follows:  
Receivables and payables  
Receivables and payables are stated at nominal value. Allowances  
for doubtful debts are recorded when the actual value is inferior to  
the book value.  
Buildings  
20 - 30 years  
5 - 10 years  
2 - 5 years  
5 - 10 years  
3 - 5 years  
Furniture and fixtures  
Transportation equipment  
Office equipment and furniture  
Computer equipment  
Foreign currency transactions  
Receivables and payables denominated in foreign currencies are  
translated into euros at the year-end exchange rate. Translation  
differences for non-hedged items are recorded under “Translation  
adjustment” on the assets or liabilities side of the balance sheet.  
Unrealized exchange losses are recorded as provisions.  
Investments and loans to consolidated  
subsidiaries and equity affiliates  
Investments in consolidated subsidiaries and equity affiliates  
are accounted for at the acquisition cost, or the appraised value  
for investments affected by the 1976 legal revaluation.  
Translation differences related to other foreign receivables and  
payables are recorded in the statement of income and offset by  
unrealized gains or losses from off-balance sheet hedging.  
Loans to consolidated subsidiaries and equity affiliates are stated  
at their nominal value.  
Financial instruments  
In the Upstream segment, in the absence of a development  
decision, allowances are recorded against investments and loans  
for an amount corresponding to the exploration costs incurred.  
When the existence of proved reserves is established, the value  
of the investments and loans is limited to the subsidiary expected  
pay-back evaluated at year-end.  
TOTAL S.A. uses financial instruments for hedging purposes only  
in order to manage its exposure to changes in interest rates and  
foreign exchange rates.  
As part of this policy, the Company enters into interest rate swap  
agreements and forward transactions. The difference between  
interest to be paid and interest to be received on these swaps or  
premiums and discounts on these forward transactions is  
recognized as interest expense or interest income on a prorated  
basis, over the life of the instruments.  
For other segments, allowances for impairment in value are  
calculated by reference to the Company’s equity in the underlying  
net assets, the fair value and usefulness of the investment.  
2) Intangible assets and property, plant and equipment  
As of December 31  
2011  
2010  
(M)  
Cost  
Depreciation, depletion  
and amortization  
and valuation allowances  
Net  
Net  
Headquarters(a)  
Branch (A.D.G.I.L)(b)  
375  
489  
(245)  
(65)  
130  
424  
141  
432  
Total intangible assets  
864  
(310)  
554  
573  
Land  
Buildings  
Other  
36  
93  
457  
-
(50)  
(356)  
36  
43  
101  
34  
46  
94  
Total property, plant and equipment  
Total(c)  
586  
(406)  
(716)  
180  
734  
174  
747  
1,450  
(
a) Including ongoing DD&A for 13 million in 2011 and 15 million in 2010, software for a gross amount of 206 million in 2011 and 184 million in 2010, and other for a gross amount  
of 156 million in 2011 and 146 million in 2010.  
(
(
b) The subsidiaries’ depreciation, depletion and amortization related to commercial activity are accounted for as purchase cost of goods sold.  
c) As of December 31, 2010, aggregate cost, depreciation and valuation allowance amounted respectively to 1,354 million and 607 million.  
Registration Document 2011. TOTAL  
303  
TOTAL S.A.  
11  
Notes to the Statutory Financial Statements  
3) Subsidiaries and affiliates: investments and loans  
A) Changes in investments and loans  
As of December 31  
2011  
(M)  
Gross amount  
at beginning  
of year  
Increases  
Decreases  
Monetary Non monetary  
Translation Gross amount  
adjustment at year-end  
Monetary Non monetary  
Investments  
Receivables(a)  
77,278  
7,657  
2,371  
2,157  
2
-
(1,685)  
(267)  
-
(9)  
-
77,966  
9,778  
240  
Total  
84,935  
4,528  
2
(1,952)  
(9)  
240  
87,744  
Analysis by segment  
Upstream  
Downstream  
Chemicals  
Financial activities  
6,775  
3,490  
13,394  
61,276  
931  
1,521  
22  
2
-
-
(1,906)  
(16)  
-
(7)  
-
-
3
-
-
5,798  
4,995  
13,416  
63,535  
2,054  
-
(30)  
(2)  
237  
Total  
84,935  
4,528  
2
(1,952)  
(9)  
240  
87,744  
(a) Changes in receivables mainly result from flows of funds with Total Finance and Total Treasury.  
B) Allowances for investments and loans  
As of December 31  
2011  
2010  
(M)  
Cost  
Valuation  
allowance  
Net  
Net  
Investments  
Receivables(a) (b)  
77,966  
9,778  
(465)  
(109)  
77,501  
9,669  
76,822  
7,547  
Total(c)  
87,744  
(574)  
87,170  
84,369  
Analysis by segment  
Upstream  
Downstream  
Chemicals  
Financial activities  
5,798  
4,995  
13,416  
63,535  
(303)  
(132)  
(118)  
(21)  
5,495  
4,863  
13,298  
63,514  
6,463  
3,221  
13,279  
61,406  
Total  
87,744  
(574)  
87,170  
84,369  
(
(
(
a) As of December 31, 2011, the gross amount included 9,254 million related to affiliates.  
b) As of December 31, 2011, the net amount was split into 2,250 million, due in 12 months or less, and 7,419 million, due in 12 months or more.  
c) As of December 31, 2010, aggregate cost and valuation allowance amounted respectively to 84,935 million and 566 million.  
304  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Notes to the Statutory Financial Statements 11  
4) Other non-current assets  
A) Changes in other non-current assets  
As of December 31  
2011  
(M)  
Gross amount  
at beginning  
of year  
Increases  
Decreases  
Monetary Non monetary  
Translation Gross amount  
adjustment at year-end  
Monetary Non monetary  
Investment portfolio  
Other non-current assets  
Deposits and guarantees  
4
34  
15  
-
42  
-
-
-
-
-
(32)  
-
-
-
-
-
-
-
4
44  
15  
Total  
53  
42  
-
(32)  
-
-
63  
B) Allowances for non-current assets  
As of December 31  
2011  
2010  
(M)  
Cost  
Valuation  
allowance  
Net  
Net  
Investment portfolio  
Other non-current assets(a)  
Deposits and guarantees  
4
44  
15  
-
-
-
4
44  
15  
4
34  
15  
Total(b)  
63  
-
63  
53  
(
a) As of December 31, 2011, net amount due in 12 months or more.  
(b) As of December 31, 2010, aggregate cost and net amounts were equivalent.  
5) Accounts receivable  
As of December 31,  
2011  
2010  
(M)  
Cost  
Valuation  
allowance  
Net  
Net  
Accounts and notes receivable  
Other operating receivables  
1,285  
2,211  
-
-
1,285  
2,211  
1,139  
1,003  
Total(a) (b)  
3,496  
-
3,496  
2,142  
(
a) Including 2,680 million related to affiliates as of December 31, 2011.  
(b) Due in 12 months or less.  
Registration Document 2011. TOTAL  
305  
TOTAL S.A.  
11  
Notes to the Statutory Financial Statements  
6) Shareholders’ equity  
A) Common shares  
Share capital transactions are detailed as follows:  
As of January 1, 2009  
2,371,808,074  
Shares issued in connection with:Exercise of TOTAL share subscription options  
934,780  
480,030  
(24,800,000)  
Exchange guarantee offered to the beneficiaries of Elf Aquitaine share subscription options  
Cancellation of shares(a)  
As of January 1, 2010  
2,348,422,884  
1,218,047  
Shares issued in connection with:Exercise of TOTAL share subscription options  
As of January 1, 2011  
2,349,640,931  
Shares issued in connection with:Capital increase reserved for employees  
Exercise of TOTAL share subscription options  
8,902,717  
5,223,665  
As of December 31, 2011(b)  
2,363,767,313  
(
a) Decided by the Board of Directors on July 30, 2009.  
(b) Including 109,554,173 treasury shares deducted from consolidated shareholders’ equity.  
Capital increase reserved for Group employees  
Treasury shares  
TOTAL shares held by TOTAL S.A.)  
(
At the shareholders’ meeting held on May 21, 2010, the  
shareholders delegated to the Board of Directors the authority  
to increase the share capital of the Company in one or more  
transactions and within a maximum period of 26 months from the  
date of the meeting, by an amount not exceeding 1.5% of the  
share capital outstanding on the date of the meeting of the Board  
of Directors at which a decision to proceed with an issuance is  
made reserving subscriptions for such issuance to the Group  
employees participating in a company savings plan. It is being  
specified that the amount of any such capital increase reserved for  
Group employees was counted against the aggregate maximum  
nominal amount of share capital increases authorized by the  
shareholders’ meeting held on May 21, 2010 for issuing new  
ordinary shares or other securities granting immediate or future  
access to the Company’s share capital with preferential  
As of December 31, 2011, TOTAL S.A. holds 9,222,905 of its own  
shares, representing 0.39% of its share capital, detailed as follows:  
6,712,528 shares allocated to TOTAL share grant plans for  
Group employees;  
– 2,510,377 shares intended to be allocated to new TOTAL share  
purchase option plans or to new share grant plans.  
These shares are deducted from the consolidated shareholders’  
equity.  
As of December 31, 2010, TOTAL S.A. held 12,156,411 of its own  
shares, representing 0.52% of its share capital, detailed as  
follows:  
6,012,460 shares allocated to TOTAL share grant plans for  
Group employees;  
subscription rights (2.5 billion in nominal value).  
Pursuant to this delegation of authorization, the Board of Directors,  
during its October 28, 2010 meeting, decided to proceed with a  
capital increase reserved for employees in 2011 within the limit  
of 12 million shares with dividend rights as of January 1, 2010  
and delegated to the Chairman and Chief Executive Officer all  
powers to determine the opening and closing of the subscription  
period and the subscription price.  
6,143,951 shares intended to be allocated to new TOTAL share  
purchase option plans or to new share grant plans.  
These shares were deducted from the consolidated shareholders’  
equity.  
As of December 31, 2009, TOTAL S.A. held 15,075,922 of its own  
shares, representing 0.64% of its share capital, detailed as follows:  
On March 14, 2011, the Chairman and Chief Executive Officer  
decided that the subscription period would be set from  
March 16, 2011 to April 1, 2011 included, and acknowledged that  
the subscription price per ordinary share would be set at 34.80.  
With respect to this capital increase, 8,902,717 TOTAL shares were  
subscribed and created on April 28, 2011.  
6,017,499 shares allocated to covering TOTAL share purchase  
option plans for Group employees and executive officers;  
5,799,400 shares allocated to TOTAL share grant plans for  
Group employees; and  
– 3,259,023 shares intended to be allocated to new TOTAL share  
purchase option plans or to new share grant plans.  
Share cancellation  
These shares were deducted from the consolidated shareholders’  
equity.  
Pursuant to the authorization granted by the shareholders’ meeting  
held on May 11, 2007 authorizing reduction of capital by  
cancellation of shares held by the Company within the limit of 10%  
of the outstanding capital every 24 months, the Board of Directors  
decided on July 30, 2009 to cancel 24,800,000 shares acquired  
in 2008 at an average price of 49.28 per share.  
306  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Notes to the Statutory Financial Statements 11  
TOTAL shares held by the Group subsidiaries  
– 2,023,672 shares held by a consolidated subsidiary, Total  
Nucléaire, 100% indirectly controlled by TOTAL S.A.; and  
As of December 31, 2011, 2010 and 2009, TOTAL S.A. held  
indirectly through its subsidiaries 100,331,268 of its own shares,  
representing 4.24% of its share capital as of December 31, 2011,  
– 98,307,596 shares held by subsidiaries of Elf Aquitaine  
(Financière Valorgest, Sogapar and Fingestval), 100% indirectly  
controlled by TOTAL S.A.  
4.27% of its share capital as of December 31, 2010 and 4.27% of  
its share capital as of December 31, 2009 detailed as follows:  
These shares are deducted from the consolidated shareholders’ equity.  
B) Reserves  
As of December 31,  
(M)  
2011  
2010  
2009  
Revaluation reserves  
Legal reserves  
48  
740  
48  
740  
37  
740  
Untaxed reserves  
General reserves  
2,808  
390  
2,808  
390  
2,808  
390  
Total  
3,986  
3,986  
3,975  
7) Contingency reserves  
As of December 31,  
2011  
(M)  
Gross amount  
at beginning  
of year  
Increases  
Decreases  
Gross amount  
at year-end  
Used  
Unused  
Reserves for financial risks  
3,467  
832  
-
-
4,299 (a)  
Reserves for operating risks (including note 8)  
and compensation expense  
Reserves for non-recurring items  
261  
44  
282  
-
(106)  
(44)  
-
-
437 (b)  
-
Total  
3,772  
1,114  
(150)  
-
4,736  
(
a) Reserves for financial risks are mainly comprised of a guarantee granted to an upstream financing subsidiary for 4,282 million.  
(b) Reserves for operating risks are comprised of:  
325 million for retirement benefits, pension plans and special termination plans, 9 million for long-service awards,  
and 97 million for restricted share grant. The calculation is based on the value of the shares bought to cover such plan and prorated basis based on the 2-year vesting period  
following which grant of these restricted shares becomes final, subject to a performance condition (Note 23).  
8) Employee benefits obligations  
TOTAL S.A. enters into employee benefit and pension plans, pre-retirement and special termination benefits. Expenses for defined  
contribution and multi-employers plans correspond to the contributions paid.  
Provisions as of December 31, are as follows:  
(M)  
2011  
2010  
Pension benefits and other benefits  
Restructuring reserves  
325  
-
155  
-
Provisions as of December 31  
325  
155  
For defined benefit plans, commitments are determined using a prospective methodology called “projected unit credit method”. The  
commitment actuarial value depends on various factors such as the length of service, life expectancy, employee turnover rate, salaries  
revalorization and actualization assumptions.  
In 2011, a provision for a pre-retirement scheme amounting to 172 million was booked.  
The actuarial assumptions used as of December 31, are the following:  
2011  
2010  
Discount rate  
4.07%  
4,61%  
4.95%  
4.36%  
4.38%  
5.28%  
Average expected rate of salary increase  
Average expected rate of return on plan assets  
Average residual life expectancy of operations  
10-20 years 10-20 years  
Registration Document 2011. TOTAL  
307  
TOTAL S.A.  
11  
Notes to the Statutory Financial Statements  
TOTAL S.A. records a provision in its accounts for the net actuarial liability of the plan assets and the actuarial gains and losses to be  
amortized when this sum represents a pension liability.  
Actuarial gains and losses resulting from changes in actuarial assumptions are amortized using the straight-line method over the estimated  
remaining length of service of employees involved.  
The reconciliation between the total commitment for pension plans not covered through insurance companies and the provision booked  
is as follows:  
(M)  
2011  
2010  
Actuarial liability as of December 31,  
Actuarial gains and losses to be amortized  
480  
(157)  
251  
(96)  
Provision for pension benefits and other benefits as of December 31,  
323  
155  
The total commitment for pension plans covered through insurance companies amounts to:  
(M)  
2011  
2010  
Actuarial liability as of December 31,  
Plan assets  
257  
(191)  
262  
(225)  
Net commitment as of December 31,  
66  
2
37  
-
Provision for pension benefits and other benefits as of December 31  
9) Loans  
Due date as of December 31,  
M)  
2011  
Within  
one year  
1 to 5 years  
Beyond  
5 years  
2010  
(
Debenture loans  
% Bonds 1998-2013 (FRF 1,000 million)(a)  
Accrued interest  
5
129  
-
-
-
129  
-
-
-
125  
-
Total debenture loans  
129  
-
129  
-
125  
Other loans(b)  
Current accounts(c)  
28,739  
5,970  
572  
5,970  
27,201  
-
966  
-
16,688  
20,832  
Total  
34,838  
6,542  
27,330  
966  
37,645  
(a) Through the use of issue swaps, this debenture loan becomes equivalent to a dollar floating rate debt.  
(b) Including 28,732 million related to affiliates.  
(c) Including 5,970 million related to affiliates.  
10) Liabilities  
As of December 31,  
(M)  
2011  
2010  
Suppliers  
Other operating liabilities  
1 253(a)  
2,587  
941(b)  
850  
Total(c) (d)  
3,840  
1,791  
(
a) Excluding invoices not yet received (550 million), the outstanding liability amounts to 703 million, of which:.  
626 million for invoices of foreign suppliers to foreign branches for which the payment schedule is as follows:  
393 million within 30 days and 233 million payable no later than 180 days;  
8 million non-Group payable no later than January 31, 2012;  
69 million for invoices outstanding to the Group for which the payment schedule is as follows: 11 million paid on December 31, 2011 and 58 million payable no later than January 31, 2012.  
(
b) Excluding invoices not yet received (461 million), the outstanding liability amounts to 480 million, of which:.  
405 million for invoices of foreign suppliers to foreign branches for which the payment schedule is as follows:  
184 million within 30 days and 221 million payable no later than 90 days;  
2 million non-Group payable no later than January 31, 2011;  
73 million for invoices outstanding to the Group for which the payment schedule is as follows: 33 million paid on December 31, 2010 and 40 million payable no later than January 31, 2011.  
(
c) Including 192 million in 2011 and 108 million in 2010 related to affiliates.  
(d) Due in 12 months or less.  
308  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Notes to the Statutory Financial Statements 11  
11) Translation adjustment  
The application of the foreign currency translation method outlined in Note 1 resulted in a net translation adjustment of 299 million as of  
December 31, 2011, mainly due to dollar-denominated loans.  
12) Sales  
(M)  
France  
Rest of  
Europe  
North  
America  
Africa  
Middle East  
&
Total  
Rest of world  
For the year ended 2011  
310  
453  
32  
934  
12,517  
14,246  
Hydrocarbon and oil products  
Technical support fees  
-
227  
226  
-
32  
-
11,875  
642  
12,102  
2,144  
310  
934  
For the year ended 2010  
320  
356  
42  
827  
8,762  
10,307  
Hydrocarbon and oil products  
Technical support fees  
-
174  
182  
-
42  
-
8,173  
589  
8,347  
1,960  
320  
827  
13) Net operating expenses  
(M)  
2011  
2010  
Purchase cost of goods sold  
Other purchases and external expenses  
Taxes  
(8,149)  
(1,487)  
(37)  
(5,611)  
(1,413)  
(37)  
Personnel expenses  
(1,235)  
(1,119)  
Total  
(10,908)  
(8,180)  
14) Operating depreciation, amortization and allowances  
(M)  
2011  
2010  
Depreciation, valuation allowance and amortization on  
Property, plant and equipment and intangible assets  
Employee benefits  
(85)  
(282)  
(79)  
(108)  
Subtotal 1  
(367)  
(187)  
Reversals  
Employee benefits  
106  
106  
46  
46  
Subtotal 2  
Total (1+2)  
(261)  
(141)  
Registration Document 2011. TOTAL  
309  
TOTAL S.A.  
11  
Notes to the Statutory Financial Statements  
15) Financial expenses and income  
(M)  
2011  
2010  
Financial expenses(a)  
Interest expenses and other  
Depreciation on investments and loans to subsidiaries and affiliates  
(548)  
-
(460)  
-
Subtotal 1  
(548)  
(460)  
Financial income(b)  
Net gain on sales of marketable securities and interest on loans to subsidiaries and affiliates  
Interest on short-term deposits and other  
1
119  
1
11  
Subtotal 2  
Total (1+2)  
120  
12  
(428)  
(448)  
(
(
a) Including, related to affiliates:  
b) Including, related to affiliates:  
526  
5
304  
10  
16) Dividends  
(M)  
2011  
2010  
Upstream  
Downstream  
Chemicals  
3,075  
53  
2,195  
248  
4
-
Financial activities  
7,471  
4,050  
Total  
10,599  
6,497  
1
7) Other financial income  
Moreover, since January 1, 1992, TOTAL S.A. has elected the  
95%-owned French subsidiaries tax regime provided for by Articles  
and expenses  
223 A and following of the French Tax Code (Régime de l’intégration  
fiscale). In accordance with the integration agreement signed  
between TOTAL S.A. and its consolidated subsidiaries, the deficits  
realized by the consolidated companies during the period of  
integration are definitively acquired by the parent company.  
Net income of 9 million is comprised entirely of foreign exchange  
income.  
18) Non-recurring income  
2
0) Foreign exchange  
Non-recurring income is a profit of 468 million primarily comprised  
of an income on disposal of assets for 436 million, including Total  
EP Canada for 434 million and others for 2 million. 12 million  
correspond mainly to scholarships and grants payment and 44 million  
correspond to a reversal of a reserve for taxes due for prior years.  
and counterparty risk  
The commercial foreign exchange positions are systematically  
covered by the purchase or sale of the corresponding currencies,  
mainly with cash transactions and sometimes on forward markets.  
Regarding long-term assets in foreign currencies, the Company  
tries to reduce the corresponding exchange risk by associating  
them, as far as possible, with financing in the same currency.  
19) Basis of taxation  
From 1996 to 2010 inclusive, TOTAL S.A. filed a worldwide tax  
return for payment of corporation tax, pursuant to the provisions of  
the French Tax Code (Article 209 quinquies). On July 25, 2011, the  
company informed the tax authorities of its decision to not request  
a renewal of this tax agreement. Consequently, as of January 1, 2011,  
TOTAL S.A. is subject to French corporation tax according to the  
ordinary rules of law, i.e. based on the principle of territoriality of  
tax stipulated in the French Tax Code (Article 209l). It is also taxed  
outside France on income from its direct operations abroad.  
In terms of interest rates, most of the long-term debt is brought  
back to a variable rate through the use of issue swaps (long-term  
interest rate and foreign currency swaps). Day to day treasury  
management operates on the basis of the daily rates, for instance  
by using short-term interest rate swaps.  
An independent department monitors the status of the financial  
instruments, especially through marked-to-market valuations and  
sensitivity estimations. Counterparty risk is monitored on a regular  
basis against limits set by the Group’s senior management.  
310  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Notes to the Statutory Financial Statements 11  
21) Commitments  
As of December 31  
(M)  
2011  
2010  
Commitments given  
Guarantees on custom duties  
Bank guarantees  
Guarantees given on other commitments(a)  
Guarantees related to confirmed lines of credit  
Short term financing plan(b)  
Bond issue plan(b)  
1,021  
6,738  
10,203  
81  
17,964  
35,690  
1,021  
6,886  
6,101  
604  
17,555  
33,510  
Total commitments given  
71,697  
65,677  
Commitments received  
Guarantees related to confirmed lines of credit  
Guarantees on confirmed authorized bank overdrafts  
Other commitments received  
8,836  
7,611  
1,183  
7,178  
4,373  
1,671  
Total of commitments received  
17,630  
13,222  
(
a) The 4,102 million increase in other commitments between 2010 and 2011 is related to the guarantees given for the LNG plant construction contract with Bechtel in Australia  
and the agreements signed in connection with the projects in Uganda.  
(
b) TOTAL S.A. guarantees the short-term financing plan and the bond issue incurred by Total Capital and Total Capital Canada Ltd. On the overall plan amount of 53,654 million,  
23,448 million were incurred as of December 31, 2011 and 22,795 million as of December 31, 2010.  
Portfolio of financial derivative instruments  
The off-balance sheet commitments related to financial derivative instruments are set forth below.  
As of December 31  
(M)  
2011  
2010  
Issue swaps  
Notional amount, accrued coupon interest(a)  
Fair value, accrued coupon interest(b)  
129  
32  
125  
40  
Short term swap  
Lender at fixed rate(a)  
Fair value, accrued coupon interest(b)  
-
-
935  
-
Forward contract of currencies  
Notional value(a)  
Fair value(b)  
912  
(29)  
607  
1
(
(
a) These amounts set the levels of notional commitment and are not indicative of a contingent gain or loss.  
b) This value was determined by estimating future cash flows on a borrowing-by-borrowing basis and discounting these future cash flows using the zero coupon interest rate curves  
at year-end and taking into account a spread that corresponds to the average risk classification of the Company.  
22) Average number of employees  
As of December 31  
2011  
2010  
Managers  
Supervisors  
Technical and administrative staff  
5,101  
1,452  
448  
4,921  
1,449  
439  
Total  
7,001  
6,809  
Registration Document 2011. TOTAL  
311  
TOTAL S.A.  
11  
Notes to the Statutory Financial Statements  
23) Stock option, restricted share and free share plans  
A) TOTAL share subscription option plans  
2003 Plan 2004 Plan 2005 Plan 2006 Plan 2007 Plan 2008 Plan 2009 Plan 2010 Plan 2011 Plan  
Total Weighted  
average  
exercise  
price  
Date of the  
shareholders’ meeting  
Date of the award(a)  
Exercise price until  
May 23, 2006 included(b)  
Exercise price  
05/17/2001 05/14/2004 05/14/2004 05/14/2004 05/11/2007 05/11/2007 05/11/2007 05/21/2010 05/21/2010  
07/16/2003 07/20/2004 07/19/2005 07/18/2006 07/17/2007 10/09/2008 09/15/2009 09/14/2010 09/14/2011  
33,30  
32,84  
39,85  
39,30  
49,73  
49,04  
-
-
-
-
-
-
-
-
-
since May 24, 2006(b)  
50,60  
60,10  
42,90  
39,90  
38,20  
33,00  
-
-
Expiry date  
07/16/2011 07/20/2012 07/19/2013 07/18/2014 07/17/2015 10/09/2016 09/15/2017 09/14/2018 09/14/2019  
Number of options(c)  
Existing options  
as of January 1, 2008  
8,368,378 13,197,236 6,243,438 5,711,060 5,920,105  
39,440,217  
44.23  
Granted  
-
(25,184)  
-
(118,140)  
(311,919)  
-
(34,032)  
(17,702)  
-
(53,304)  
(6,700)  
-
(34,660)  
-
4,449,810  
(6,000)  
-
-
-
-
-
-
-
-
-
-
4,449,810  
(271,320)  
(1,178,167)  
42.90  
44.88  
34.89  
Cancelled  
Exercised  
(841,846)  
Existing options  
as of January 1, 2009  
7,501,348 12,767,177 6,191,704 5,651,056 5,885,445 4,443,810  
-
-
-
-
-
-
42,440,540  
44.35  
Granted  
-
(8,020)  
-
(18,387)  
-
(6,264)  
-
-
(5,370)  
-
-
(13,780)  
-
-
(2,180)  
-
4,387,620  
(10,610)  
-
-
-
-
-
-
-
4,387,620  
(64,611)  
39.90  
45.04  
34.59  
Cancelled  
Exercised  
(681,699)  
(253,081)  
(934,780)  
Existing options  
as of January 1, 2010  
6,811,629 12,495,709 6,185,440 5,645,686 5,871,665 4,441,630 4,377,010  
45,828,769  
44.12  
Granted  
Cancelled(d)  
-
(1,420)  
-
(15,660)  
-
(6,584)  
-
-
(4,800)  
-
-
(5,220)  
-
-
(92,472)  
-
-
(4,040)  
(1,080)  
4,788,420  
(1,120)  
-
-
-
-
4,788,420  
(131,316)  
(1,218,047)  
38.20  
43.50  
33.60  
Exercised  
(1,075,765)  
(141,202)  
Existing options  
as of January 1, 2011  
5,734,444 12,338,847 6,178,856 5,640,886 5,866,445 4,349,158 4,371,890 4,787,300  
49,267,826  
43.80  
Granted  
Cancelled(e)  
-
(738,534)  
-
(28,208)  
-
(16,320)  
-
-
(17,380)  
-
-
(16,080)  
-
-
(13,260)  
(200)  
-
(14,090)  
-
-
(85,217)  
(2,040)  
1,518,840 1,518,840  
(1,000) (930,089)  
(9,400) (5,223,665)  
33.00  
34.86  
33.11  
Exercised  
(4,995,910)  
(216,115)  
Existing options  
as of December 31, 2011  
-
12,094,524  
6,162,536  
5,623,506  
5,850,365  
4,335,698  
4,357,800  
4,700,043  
1,508,440 44,632,912  
44,87  
(
(
a) The grant date is the date of the Board meeting awarding the share subscription options, except for the grant of October 9, 2008, decided by the Board on September 9, 2008.  
b) Exercise price in euro. The exercise prices of TOTAL subscription shares of the plans in force at that date were multiplied by 0.25 to take into account the four-for-one stock split  
on May 18, 2006. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL subscription shares of these plans were multiplied by an adjustment factor equal  
to 0.986147 effective as of May 24, 2006.  
(
(
(
c) The number of options awarded, outstanding, canceled or exercised before May 23, 2006 included, was multiplied by four to take into account the four-for-one stock split approved  
by the shareholders’ meeting on May 12, 2006.  
d) Out of 92,472 options awarded under the 2008 Plan that were canceled, 88,532 options were canceled due to the performance condition.  
The acquisition rate applicable to the subscription options that were subject to the performance condition of the 2008 Plan was 60%.  
e) Out of the 930,089 options canceled in 2011, 738,534 options that were not exercised expired due to the expiry of the 2003 subscription option Plan on July 16, 2011.  
Options are exercisable, subject to a continuous employment  
condition, after a 2-year period from the date of the Board meeting  
awarding the options and expire eight years after this date. The  
underlying shares may not be transferred during four years from the  
date of grant. For the 2007 to 2011 Plans, the 4-year transfer  
restriction period does not apply to employees of non-French  
subsidiaries as of the date of the grant, who may transfer the  
underlying shares after a 2-year period from the date of the grant.  
options will be finally granted to their beneficiary provided that the  
performance condition is fulfilled.  
The performance condition states that the number of options finally  
granted is based on the average of the Return On Equity (ROE) of  
the Group. The average ROE is calculated by the Group from the  
consolidated balance sheet and statement of income of the Group  
for fiscal years 2011 and 2012.  
The acquisition rate:  
2
011 Plan  
is equal to zero if the average ROE is less than or equal to 7%;  
For the 2011 Plan, the Board of Directors decided that for each  
grantee other than the Chairman and Chief Executive Officer, the  
varies on straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
312  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Notes to the Statutory Financial Statements 11  
is equal to 100% if the average ROE is more than or equal to 18%.  
In addition, as part of the 2010 Plan, the Board of Directors decided that  
the number of share subscription options finally awarded to the Chairman  
and Chief Executive Officer will be subject to two performance conditions:  
In addition, as part of the 2011 Plan, the Board of Directors  
decided that the number of share subscription options finally  
awarded to the Chairman and Chief Executive Officer will be  
subject to two performance conditions:  
– For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based  
on the average ROE of the Group. The average ROE is calculated  
by the Group based on TOTAL’s consolidated balance sheet and  
statement of income for fiscal years 2010 and 2011. The acquisition  
rate is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the average  
ROE is more than 7% and less than 18%; and is equal to 100% if  
the average ROE is more than or equal to 18%.  
For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based  
on the average ROE of the Group. The average ROE is calculated  
by the Group from the consolidated balance sheet and statement of  
income of the Group for fiscal years 2011 and 2012. The acquisition  
rate is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the average  
ROE is more than 7% and less than 18%; and is equal to 100% if  
the average ROE is more than or equal to 18%.  
– For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based  
on the average ROACE of the Group. The average ROACE is  
calculated by the Group based on TOTAL’s consolidated balance  
sheet and statement of income for fiscal years 2010 and 2011. The  
acquisition rate is equal to zero if the average ROACE is less than or  
equal to 6%; varies on a straight-line basis between 0% and 100%  
if the average ROACE is more than 6% and less than 15%; and is  
equal to 100% if the average ROACE is more than or equal to 15%.  
For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based  
on the average of the Return On Average Capital Employed  
(ROACE) of the Group. The average ROACE is calculated by the  
Group from the consolidated balance sheet and statement of  
income of the Group for fiscal years 2011 and 2012. The acquisition  
rate is equal to zero if the average ROACE is less than or equal  
to 6%; varies on a straight-line basis between 0% and 100% if the  
average ROACE is more than 6% and less than 15%; and is equal  
to 100% if the average ROACE is more than or equal to 15%.  
2009 Plan  
For the 2009 Plan, the Board of Directors decided that for each  
beneficiary, other than the Chief Executive Officer, of more than 25,000  
options, one third of the options granted in excess of this number will  
be finally granted subject to a performance condition. This condition  
states that the final number of options finally granted is based on the  
average ROE of the Group as published by TOTAL. The average ROE  
is calculated based on the Group’s consolidated balance sheet and  
statement of income for fiscal years 2009 and 2010. The acquisition rate:  
2
010 Plan  
For the 2010 Plan, the Board of Directors decided that:  
For each grantee of up to 3,000 options, other than the  
Chairman and Chief Executive Officer, the options will be finally  
granted to their beneficiary.  
For each grantee of more than 3,000 options and less  
or equal to 50,000 options (other than the Chairman and Chief  
Executive Officer):  
– is equal to zero if the average ROE is less than or equal to 7%;  
varies on straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
-
-
The first 3,000 options and two-thirds above the first 3,000  
options will be finally granted to their beneficiary;  
The outstanding options, that is one-third of the options above  
the first 3,000 options, will be finally granted provided that the  
performance condition described below is fulfilled.  
is equal to 100% if the average ROE is more than or equal to 18%.  
In addition, the Board of Directors decided that, for the Chief  
Executive Officer, the number of share subscription options finally  
granted will be subject to two performance conditions:  
For each grantee of more than 50,000 options (other than the  
Chairman and Chief Executive Officer):  
– For 50% of the share subscription options granted, the performance  
condition states that the number of options finally granted is based  
on the average ROE of the Group as published by TOTAL. The  
average ROE is calculated based on the Group’s consolidated  
balance sheet and statement of income for fiscal years 2009 and  
-
The first 3,000 options, two-thirds of the options above the  
first 3,000 options and below the first 50,000 options, and  
one-third of the options above the first 50,000 options, will be  
finally granted to their beneficiary;  
2
010. The acquisition rate is equal to zero if the average ROE is less  
than or equal to 7%; varies on a straight-line basis between 0% and  
00% if the average ROE is more than 7% and less than 18%; and  
-
The outstanding options, that is one-third of the options above  
the first 3,000 options and below the first 50,000 options and  
two-thirds of the options above the first 50,000 options, will be  
finally granted provided that the performance condition is fulfilled.  
1
is equal to 100% if the average ROE is more than or equal to 18%.  
– For 50% of the share subscription options granted, the  
performance condition states that the number of options finally  
granted is based on the average ROACE of the Group as  
published by TOTAL. The average ROACE is calculated based on  
the Group’s consolidated balance sheet and statement of income  
for fiscal years 2009 and 2010. The acquisition rate is equal to  
zero if the average ROACE is less than or equal to 6%; varies  
on a straight-line basis between 0% and 100% if the average  
ROACE is more than 6% and less than 15%; and is equal  
to 100% if the average ROACE is more than or equal to 15%.  
The performance condition states that the number of options finally  
granted is based on the average ROE of the Group. The average  
ROE is calculated by the Group based on TOTAL’s consolidated  
balance sheet and statement of income for fiscal years 2010  
and 2011. The acquisition rate:  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on straight-line basis between 0% and 100% if the  
average ROE is more than 7% and less than 18%; and  
Due to the application of the performance condition, the acquisition  
rates were 100% for the 2009 Plan.  
is equal to 100% if the average ROE is more than or equal to 18%.  
Registration Document 2011. TOTAL  
313  
TOTAL S.A.  
11  
Notes to the Statutory Financial Statements  
B) TOTAL share purchase option plans  
001Plan(a)  
2002 Plan(b)  
Weighted  
average  
exercise  
price  
2
Total  
Date of the shareholders’ meeting  
Grant date(c)  
05/17/2001 05/17/2001  
07/10/2001 07/09/2002  
Exercise price until May 23, 2006 included(d)  
Exercise price since May 24, 2006(d)  
Expiry date  
42.05  
41.47  
39.58  
39.03  
-
-
-
-
07/10/2009 07/09/2010  
Number of options(e)  
Outstanding as of January 1, 2009  
4,691,426  
6,450,857 11,142,283  
40.06  
Awarded  
Canceled  
Exercised  
-
-
-
-
41.47  
39.21  
(4,650,446)  
(40,980)  
(7,920) (4,658,366)  
(507,676)  
(548,656)  
5,935,261  
-
Outstanding as of January 1, 2010  
-
5,935,261  
39.03  
Awarded  
Canceled(f)  
Exercised  
-
-
-
-
-
39.03  
39.03  
(4,671,989) (4,671,989)  
(1,263,272) (1,263,272)  
Outstanding as of January 1, 2011  
-
-
-
-
Awarded  
Canceled  
Exercised  
-
-
-
-
-
-
-
-
-
-
-
-
Outstanding as of December 31, 2011  
-
-
-
-
(a) Options were exercisable, subject to a continued employment condition, after a 3.5-year vesting period from the date of the Board meeting awarding the options and expired 8 years  
after this date. The underlying shares may not be transferred during the 4-year period from the date of the grant. This plan expired on July 10, 2009.  
(
b) Options were exercisable, subject to a continued employment condition, after a 2-year vesting period from the date of the Board meeting awarding the options and expired 8 years after  
this date. The underlying shares may not be transferred during the 4-year period from the date of the grant. This plan expired on July 9, 2010.  
c) The grant date is the date of the Board meeting awarding the options.  
(
(
d) Exercise price in euro. The exercise prices of TOTAL share purchase options of the plans at that date were multiplied by 0.25 to take into account the four-for-one stock split on  
May 18, 2006. Moreover, following the spin-off of Arkema, the exercise prices of TOTAL share purchase options of these plans were multiplied by an adjustment factor equal  
to 0.986147 effective as of May 24, 2006.  
(e) The number of options awarded, outstanding, canceled or exercised before May 23, 2006 included, was multiplied by four to take into account the four-for-one stock split approved by  
the shareholders’ meeting on May 12, 2006.  
(f) Out of the 4,671,989 options canceled in 2010, 4,671,145 options that were not exercised expired due to the expiry of the 2002 purchase option Plan on July 9, 2010.  
C) Exchange guarantee granted to the holders  
of Elf Aquitaine share subscription options  
of the “Prospectus for the purpose of listing Arkema shares  
on Euronext Paris in connection with the allocation of Arkema  
shares to TOTAL S.A. shareholders”). Following the approval  
by Elf Aquitaine shareholders’ meeting on May 10, 2006 of the  
spin-off of S.D.A. by Elf Aquitaine, the approval by TOTAL S.A.  
shareholders’ meeting on May 12, 2006 of the spin-off of  
Arkema by TOTAL S.A. and the four-for-one TOTAL stock split,  
the exchange ratio was adjusted to six TOTAL shares for one  
Elf Aquitaine share on May 22, 2006.  
Pursuant to the public exchange offer for Elf Aquitaine shares which  
was made in 1999, the Group made a commitment to guarantee  
the holders of Elf Aquitaine share subscription options, at the end  
of the period referred to in Article 163 bis C of the French Tax Code  
(CGI), and until the end of the period for the exercise of the options,  
the possibility to exchange their future Elf Aquitaine shares for  
TOTAL shares, on the basis of the exchange ratio of the offer  
(
nineteen TOTAL shares for thirteen Elf Aquitaine shares).  
This exchange guarantee expired on September 12, 2009,  
due to the expiry of the Elf Aquitaine share subscription option  
plan No. 2 of 1999. Subsequently, no Elf Aquitaine shares are  
covered by the exchange guarantee.  
In order to take into account the spin-off of S.D.A. (Société de  
Développement Arkema) by Elf Aquitaine, the spin-off of Arkema  
by TOTAL S.A. and the four-for-one TOTAL stock split, the Board  
of Directors of TOTAL S.A., in accordance with the terms of the  
share exchange undertaking, approved on March 14, 2006 to  
adjust the exchange ratio described above (see pages 24 and 25  
314  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Notes to the Statutory Financial Statements 11  
D) TOTAL performance share grant  
2005 Plan  
2006 Plan  
2007 Plan  
2008 Plan  
2009 Plan  
2010 Plan  
2011 Plan  
Total  
Date of the shareholders’ meeting 05/17/2005 05/17/2005 05/17/2005 05/16/2008 05/16/2008 05/16/2008 05/13/2011  
Grant date(a)  
07/19/2005 07/18/2006 07/17/2007 10/09/2008 09/15/2009 09/14/2010 09/14/2011  
Final grant date  
(
end of the vesting period)  
07/20/2007 07/19/2008 07/18/2009 10/10/2010 09/16/2011 09/15/2012 09/15/2013  
07/20/2009 07/19/2010 07/18/2011 10/10/2012 09/16/2013 09/15/2014 09/15/2015  
Transfer possible from  
Number of performance shares  
Outstanding as  
of January 1, 2009  
-
-
2,333,217 2,772,748  
-
-
-
-
-
5,105,965  
Awarded  
Canceled  
Finally granted(b)(c)  
-
-
-
-
2,972,018  
(5,982)  
-
-
-
-
-
-
2,972,018  
(23,222)  
- (2,326,249)  
1,928  
(1,928)  
2,922  
(2,922) (2,320,799)  
(12,418)  
(9,672)  
(600)  
Outstanding as  
of January 1, 2010  
-
-
-
2,762,476 2,966,036  
-
5,728,512  
Awarded  
Canceled(d)  
Finally granted(b)(c)  
-
1,024  
(1,024)  
-
-
-
-
3,010,011  
(8,738)  
(636)  
-
3,010,011  
- (1,127,386)  
- (1,656,164)  
3,034  
(3,034)  
552 (1,113,462)  
(552) (1,649,014)  
(9,796)  
(1,904)  
Outstanding as  
of January 1, 2011  
-
-
-
-
2,954,336 3,000,637  
5,954,973  
Awarded  
Canceled  
Finally granted(b)(c)(e)  
-
800  
(800)  
-
700  
(700)  
-
-
-
-
3,649,770 3,649,770  
(19,579) (53,895)  
- (2,932,606)  
792  
(792)  
356  
(26,214)  
(10,750)  
(1,836)  
(356) (2,928,122)  
Outstanding as  
of December 31, 2011  
-
-
-
-
-
2,988,051 3,630,191 6,618,242  
(
a) The grant date is the date of the Board of Directors meeting that awarded the shares, except for the shares awarded by the Board of Directors at their meeting of September 9, 2008,  
and granted on October 9, 2008.  
(b) Performance shares finally granted following the death of their beneficiaries.  
(c) Including performance shares finally granted for which the entitlement right had been canceled erroneously.  
(d) Out of the 1,113,462 canceled rights to the grant share under the 2008 Plan, 1,094,914 entitlement rights were canceled due to the performance condition.  
The acquisition rate for the 2008 Plan was 60%.  
(e) The acquisition rate for the 2009 Plan was 100%.  
The performance shares, which are bought back by the Company  
on the market, are finally granted to their beneficiaries after a 2-year  
vesting period from the date of the grant. The final grant is subject  
to a continued employment condition and a performance condition.  
Moreover, the transfer of the performance shares finally granted will  
not be permitted until the end of a 2-year mandatory holding period  
from the date of the final grant.  
In addition, as part of the 2011 plan, the Board of Directors decided  
that the number of performance share finally granted to the  
Chairman and Chief Executive Officer will be subject to two  
performance conditions:  
For 50% of the share granted, the performance condition  
states that the number of shares finally granted is based on the  
average ROE of the Group. The average ROE is calculated by  
the Group from the consolidated balance sheet and statement  
of income of the Group for fiscal years 2011 and 2012. The  
acquisition rate is equal to zero if the average ROE is less than  
or equal to 7%; varies on a straight-line basis between 0%  
and 100% if the average ROE is more than 7% and less  
than 18%; and is equal to 100% if the average ROE is more  
than or equal to 18%.  
2011 Plan  
For the 2011 Plan, the Board of Directors decided that, for each  
senior executives (other than the Chairman and Chief Executive  
Officer), the shares will be finally granted subject to a performance  
condition. This condition is based on the average ROE as published  
by the Group and calculated based on the Group’s consolidated  
balance sheet and statement of income for fiscal years 2011  
and 2012. The acquisition rate:  
For 50% of the share granted, the performance condition states  
that the number of shares finally granted is based on the average  
ROACE of the Group. The average ROACE is calculated by the  
Group from the consolidated balance sheet and statement of  
income of the Group for fiscal years 2011 and 2012. The  
acquisition rate is equal to zero if the average ROACE is less  
than or equal to 6%; varies on a straight-line basis between 0%  
and 100% if the average ROACE is more than 6% and less  
than 15%; and is equal to 100% if the average ROACE is more  
than or equal to 15%.  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the  
average ROE is greater than 7% and less than 18%; and  
is equal to 100% if the average ROE is greater than or equal to 18%.  
The Board of Directors decided also that, for each for each  
beneficiary (other than the Chairman and Chief Executive Officer  
and the senior executives) of more than 100 shares, the shares  
in excess of this number will be finally granted subject to the  
performance condition mentioned before.  
Registration Document 2011. TOTAL  
315  
TOTAL S.A.  
11  
Notes to the Statutory Financial Statements  
2010 Plan  
2009 Plan  
For the 2010 Plan, the Board of Directors decided that, for each  
beneficiary of more than 100 shares, half of the shares in excess  
of this number will be finally granted subject to a performance  
condition. This condition is based on the average ROE calculated  
by the Group based on TOTAL’s consolidated balance sheet  
and statement of income for fiscal years 2010 and 2011.  
The acquisition rate:  
For the 2009 Plan, the Board of Directors decided that, for each  
beneficiary of more than 100 shares, half of the shares in excess  
of this number will be finally granted subject to a performance  
condition. This condition states that the number of shares finally  
granted is based on the average ROE as published by the Group  
and calculated based on the Group’s consolidated balance  
sheet and statement of income for fiscal years 2009 and 2010.  
The acquisition rate:  
is equal to zero if the average ROE is less than or equal to 7%;  
is equal to zero if the average ROE is less than or equal to 7%;  
varies on a straight-line basis between 0% and 100% if the  
average ROE is greater than 7% and less than 18%; and  
varies on a straight-line basis between 0% and 100% if the  
average ROE is greater than 7% and less than 18%; and  
is equal to 100% if the average ROE is greater than or equal to 18%.  
is equal to 100% if the average ROE is greater than or equal to 18%.  
Due to the application of the performance condition, the acquisition  
rate was 100% for the 2009 Plan.  
E) Global free TOTAL share plan  
The Board of Directors approved at its meeting on May 21, 2010 the implementation and conditions of a global free share plan intended  
for the Group employees. On June 30, 2010, entitlement rights to 25 free shares were granted to every employee. The final grant is subject  
to a continued employment condition during the plan’s vesting period. The shares are not subject to any performance condition. Following  
the vesting period, the shares awarded will be new shares.  
2
010 Plan  
2010 Plan  
(4 + 0)  
Total  
(2 + 2)  
Date of the shareholders’ meeting  
Date of the award(a)  
Date of the final award  
05/16/08  
06/30/10  
07/01/12  
07/01/14  
05/16/08  
06/30/10  
07/01/14  
07/01/14  
Transfer authorized as from  
Number of free shares  
Outstanding as of January 1, 2010  
Notified  
Cancelled  
Finally granted(b)  
1,508 850  
(125)  
1,070 650 2,579 500  
(75)  
-
(200)  
(75)  
(75)  
Outstanding as of January 1, 2011  
1,508 650  
1,070 575  
2,579 225  
Notified  
Cancelled  
Finally granted(b)  
-
(29 175)  
(475)  
-
(54,625)  
(425)  
-
(83,800)  
(900)  
Outstanding as of December 31, 2011  
1,479 000  
1,015 525  
2,494,525  
(
(
a) The June 30, 2010, grant was decided by the Board of Directors on May 21, 2010.  
b) Final grant following the death or disability of the beneficiary of the shares.  
316  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Notes to the Statutory Financial Statements 11  
24) Others  
Compensation for the administration and management bodies  
The aggregate amount of direct and indirect compensation accounted for by the French and foreign affiliates of the Company for the  
executive officers of TOTAL (the members of the Management Committee and the Treasurer) and for the members of the Board of Directors  
who are employees of the Group, is detailed as follows:  
For the year ended December 31,  
(M)  
2011  
2010  
2009  
Number of people  
30  
26  
27  
Direct or indirect compensation received  
Pension expenses(a)  
Other long-term benefits expenses  
Termination benefits expenses  
Share-based payments expense (IFRS 2)(b)  
20,4  
9,4  
-
4,8  
10,2  
20,8  
12,2  
-
19,4  
10,6  
-
-
-
10,0  
11,2  
(
a) The benefits provided for executive officers and certain members of the Board of Directors, employees and former employees of the Group, include severance to be paid on retirement,  
supplementary pension schemes and insurance plans, which represent 139.7 million provisioned as of December 31, 2011 (against 113.8 million as of December 31, 2010 and  
96.6 million as of December 31, 2009).  
(b) Share-based payments expense computed for the executive officers and the members of the Board of Directors who are employees of the Group as described in Note 25 paragraph E  
to the Consolidated Financial Statements and based on the principles of IFRS 2 “Share-based payments” described in Note 1 paragraph E to the Consolidated Financial Statements.  
The compensation allocated to members of the Board of Directors for directors’ fees totaled 1.07 million in 2011  
0.96 million in 2010 and 0.97 million in 2009).  
(
Legal proceedings  
All legal proceedings involving TOTAL S.A. are included in Note 32 – Other risks and commitments – to the consolidated financial statements  
attached to the registration document.  
Registration Document 2011. TOTAL  
317  
TOTAL S.A.  
11  
Other financial information concerning the parent company  
5
. Other financial information  
concerning the parent company  
5.1. Subsidiaries and affiliates  
As of December 31, 2010  
M)  
% of share  
capital  
owned by  
the company  
Share  
capital sharehoders’  
equity  
Other  
Book value  
Loans &  
avances  
Sales  
Net  
income  
DividendsCommitments  
(
of investments  
paid  
&
contingencies  
gross  
net  
Subsidiaries  
Cray Valley S.A.  
Daja 79 S.A.S.  
Elf Aquitaine  
100.0  
100.0  
100.0  
70  
152  
2,166  
29  
33  
26,167  
69  
152  
45,787  
69  
152  
45,787  
-
-
-
310  
5
33  
7,962  
-
-
-
-
-
-
-
5,983  
Omnium Insurance  
Reinsur. CIE  
Total China  
Investment Ltd  
Total E&P Golfe  
Holdings Ltd  
Total E&P Holdings  
Total E&P Holdings  
Ichthys  
100.0  
100.0  
31  
472  
9
114  
114  
-
287  
367  
130  
12  
149  
-
-
-
158  
140  
121  
5
100.0  
65.8  
-
6
(7)  
4,558  
2,855  
1,118  
2,855  
1,118  
-
-
-
-
(3)  
4,244  
-
-
-
3,015  
100.0  
100.0  
100.0  
84  
298  
13  
-
(1)  
3
84  
298  
67  
84  
298  
67  
-
-
-
-
-
-
-
(1)  
(4)  
-
-
-
-
-
-
Total E&P Ichthys  
Total E&P Iraq  
Total Energie  
Développement  
Total Gasandes S.A.  
Total Gaz &  
100.0  
100.0  
46  
2
(85)  
72  
62  
150  
32  
20  
-
-
2
-
(84)  
14  
-
-
-
-
Énergies Nouvelles Hld  
Total Gestion USA  
Total Holdings Europe  
Total Outre Mer  
Total Raffinage Chimie  
Total Raffinage  
Marketing  
100.0  
100.0  
53.2  
100.0  
100.0  
330  
3,969  
65  
77  
930  
90  
-
8,869  
407  
330  
3,969  
4,446  
95  
330  
3,969  
4,446  
95  
-
-
-
-
-
-
-
21  
-
2,074  
159  
-
-
-
-
-
-
-
-
3,644  
-
1,316  
-
-
12,105  
13,117  
13,117  
(427)  
67.5  
207  
1,456  
4,132  
4,132  
-
36,142  
(349)  
-
1,000  
Total Refining  
Saudi Arabia S.A.S.  
Other  
100.0  
-
80  
-
15  
-
80  
905  
80  
619  
107  
9,666(a)  
-
-
-
-
-
-
136  
60,493  
Total  
-
-
-
77,970  
77,505  
9,778  
-
-
10,599  
61,493  
(
(
a) Including Total Finance for 6,668 million and Total Treasury for 2,377 million.  
b) Including 53,654 million concerning Total Capital for debenture loan emission program and short-term financing.  
318  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Other financial information concerning the parent company 11  
5.2. Five-year financial data  
Share capital at year-end  
(K)  
2011  
2010  
2009  
2008  
2007  
Share capital  
Number of common shares outstanding(a)  
5,909,418  
5,874,102  
5,871,057  
5,929,520  
5,988,830  
2,363,767,313 2,349,640,931 2,348,422,884 2,371,808,074 2,395,532,097  
Number of future shares to issue:  
-
-
share subscription options(a)  
Elf Aquitaine options and shares  
covered by the exchange guarantee(a)  
global free share plan  
44,632,912  
49,267,826 45,828,769 42,965,666 39,440,217  
-
-
-
-
610,086  
-
841,776  
-
-
2,494,525  
2,579,225  
Operation and income for the year  
(K)  
2011  
2010  
2009  
2008  
2007  
Net commercial sales  
Employee profit sharing  
12,102,415  
51,000  
8,347,108  
48,000  
6,246,165  
35,000  
9,970,955  
42,000  
7,904,504  
38,000  
Net income  
9,766,284  
4,916,078  
14,682,362  
5,392,829  
9,289,533  
5,840,088  
4,425,753  
10,265,841  
5,384,541  
4,881,300  
5,633,681  
4,114,277  
9,747,958  
5,354,404  
4,393,554  
6,007,609  
3,416,997  
9,424,606  
5,407,722  
4,016,884  
5,778,925  
2,496,875  
8,275,800  
4,983,591  
3,292,209  
Retained earnings before appropriation  
Income available for appropriation  
Dividends (including interim dividends)  
Retained earnings  
Earnings per share  
()  
2011  
2010  
2009  
2008  
2007  
Income after tax, before depreciation, amortization and provisions(a) (b)  
Net income(a)(b)  
Net dividend per share(a)  
4.80  
4.33  
2.28  
2.90  
2.60  
2.28  
2.68  
2.52  
2.28  
2.87  
2.67  
2.28  
3.06  
2.54  
2.07  
Employees  
(K)  
2011  
2010  
2009  
2008  
2007  
Average number of employees during the year(c)  
Total payroll for the year  
Social security and other staff benefits  
7,001  
910,707  
331,248  
6,809  
815,269  
311,114  
6,595  
881,515  
312,973  
6,311  
666,686  
282,040  
6,027  
605,374  
258,875  
(
(
(
a) On May 18, 2006, the share par value was divided by four.  
b) Earnings per share are calculated based on the fully-diluted weighted-average number of common shares outstanding during the year, excluding treasury shares and shares held by subsidiaries.  
c) Including employees in end-of-career holiday or early retirement (Exemption from activity: 29 people in 2007, 50 people in 2008, 74 people in 2009, 79 people in 2010 and 89 people in 2011).  
Registration Document 2011. TOTAL  
319  
TOTAL S.A.  
11  
Other financial information concerning the parent company  
5.3. Allocation of 2011 income  
(Net dividend proposed: 2.28 per share)  
()  
Income of the year  
Retained earnings before appropriation  
9,766,283,949.78  
4,916,077,732.32  
Total available for allocation  
14,682,361,682.10  
Interim dividends:  
-
-
paid in 2011 (2.354.538.642 x 1.14)  
2,684,174,051.88  
1,360,447,485.75  
1,348,207,179.21  
to be paid in 2012 including interim dividend approved in 2011(a)  
Balance of dividends to be paid in 2012  
2
011 dividends  
5,392,828,716.84  
9,289,532,965.26  
Retained earnings  
Total allocated  
14,682,361,682.10  
(a) (2,365,275,753 - 2,354,538,642) x 1.14 +2,365,275,753 x 0.57  
5.4. Statement of changes in share capital for the past five  
For the year ended  
)  
Cash contributions  
Successive  
Cumulative  
number  
of common  
shares of the  
Company  
(
amounts  
of nominal  
capital  
Par value  
Issue/  
conversion  
premium  
2007  
Changes in capital  
Options covered by the exchange guarantee  
Exercise of share subscription options  
Capital decrease  
788  
6,135  
(82,513)  
16,862  
76,196  
(1,651,038)  
6,065,208 2,426,083,265  
6,071,343 2,428,537,097  
5,988,830 2,395,532,097  
2
008  
009  
Changes in capital  
Options covered by the exchange guarantee  
Exercise of share subscription options  
Capital increase reserved for Group employees  
Capital decrease  
569  
2,945  
12,176  
(75,000)  
9,631  
38,166  
203,521  
5,989,399 2,395,759,521  
5,992,344 2,396,937,688  
6,004,520 2,401,808,074  
5,929,520 2,371,808,074  
(1,565,629)  
2
Changes in capital  
Options covered by the exchange guarantee  
Exercise of share subscription options  
Capital decrease  
1,200  
2,337  
(62,000)  
17,179  
29,996  
(1,160,212)  
5,930,720 2,372,288,104  
5,933,057 2,373,222,884  
5,871,057 2,348,422,884  
2
010  
011  
Changes in capital  
Exercise of share subscription options  
Changes in capital  
3,045  
37,875  
5,874,102 2,349,640,931  
2
Exercise of share subscription options  
Capital increase reserved for Group employees  
13,059  
22,257  
159,896  
287,558  
5,887,161 2,354,864,596  
5,909,418 2,363,767,313  
320  
TOTAL. Registration Document 2011  
TOTAL S.A.  
Consolidated financial information for the last five years 11  
6
. Consolidated financial information  
for the last five years  
6.1. Summary consolidated balance sheet for the last five years  
As of December 31  
(M)  
2011  
2010  
2009  
2008  
2007  
ASSETS  
Non-curret assets  
100,386  
85,512  
77,996  
71,252  
65,303  
Intangible assets  
Property, plant and equipment  
Other non-current assets  
12,413  
64,457  
23,516  
8,917  
54,964  
21,631  
7,514  
51,590  
18,892  
5,341  
46,142  
19,769  
4,650  
41,467  
19,186  
Current assets  
63,663  
56,936  
49,757  
47,058  
48,238  
Inventories  
Other current assets  
18,122  
45,541  
15,600  
41,336  
13,867  
35,890  
9,621  
37,437  
13,851  
34,387  
Assets held for sale or exchange  
Total assets  
-
1,270  
-
-
-
164,049  
143,718  
127,753  
118,310  
113,541  
LIABILITIES  
Shareholder’s equity, Group share  
Non-controlling interests  
68,037  
1,352  
60,414  
857  
52,552  
987  
48,992  
958  
44,858  
842  
Provisions and other non-current liabilities  
Non-curent financial debt  
Current debt  
25,401  
22,557  
46,702  
21,216  
20,783  
40,251  
20,369  
19,437  
34,408  
17,842  
16,191  
34,327  
17,303  
14,876  
35,662  
Liabilities from assets held for sale or exchange  
Total liabilities  
-
197  
-
-
-
164,049  
143,718  
127,753  
118,310  
113,541  
6.2. Consolidated statement of income for the last five years  
As of December 31  
(M)  
2011  
2010  
2009  
2008  
2007  
Sales  
Operating expenses  
Depreciation and amortization of tangible assets  
Other income and expense  
Cost of net debt  
184,693  
(152,897)  
(7,506)  
699  
159,269  
(131,963)  
(8,421)  
496  
131,727  
(109,521)  
(6,682)  
(286)  
179,976  
(150,534)  
(5,755)  
(185)  
158,752  
(128,026)  
(5,425)  
204  
(440)  
(334)  
(398)  
(527)  
(539)  
Other financial income and expense  
Equity share of net income from affiliates  
Income tax  
180  
1,925  
(14,073)  
35  
1,953  
(10,228)  
298  
1,642  
(7,751)  
403  
1,721  
(14,146)  
369  
1,775  
(13,575)  
Consolidated net income  
Group share  
12,581  
12,276  
305  
10,807  
10,571  
236  
9,029  
8,447  
182  
10,953  
10,590  
363  
13,535  
13,181  
354  
Non-controlling interests  
Registration Document 2011. TOTAL  
321  
322  
TOTAL. Registration Document 2011  
Corporate social responsibility  
12  
Corporate social responsibility  
The methodological note concerning the information provided in Chapter 12 is available on the Company’s website  
www.total.com, heading CSR Analysts).  
(
1.  
Employee policy  
324  
1.1.  
1.2.  
1.3.  
1.4.  
1.5.  
Group employee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .324  
Organization of work time . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .325  
Dialogue with employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .326  
Training . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .326  
Equal opportunity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .327  
2.  
Health, safety and environment information  
328  
2.1.  
2.2.  
2.3.  
Occupational health and safety . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .329  
Environmental protection . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .329  
Consumer health and safety . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .333  
3.  
Community development information  
334  
3.1.  
3.2.  
3.3.  
3.4.  
Stakeholder relationships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .334  
Social and economic development of host communities and countries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .335  
Partnerships and philanthropy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .335  
Fair operating practices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .336  
4.  
Other social, community development and environmental information  
338  
4.1.  
4.2.  
4.3.  
TOTAL and Canadian oil sands . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .338  
TOTAL and shale gas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .338  
TOTAL and new energies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .339  
5.  
Third parties assurance reports  
340  
5
5
.1.  
.2.  
Assurance report on E&P and Refining data, on part of the informations and on the Group consolidation . . . . . . . . . . . . .340  
Assurance report on G&P, Marketing and Chemicals data and on the rest of the informations . . . . . . . . . . . . . . . . . . . . . .342  
Registration Document 2011. TOTAL  
323  
Corporate social responsibility  
12  
Employee policy  
1. Employee policy  
The quantitative information set out below about TOTAL’s employees worldwide relates to all the subsidiaries consolidated under the global  
integration method. Some of the data comes from the Worldwide Human Resources Survey (WHRS), which uses almost one hundred  
indicators measuring important factors of the Group’s employee policy. This annual survey is performed on a sample of employees from the  
consolidated companies, representative of their distribution by business segment and region; when such WHRS data is mentioned in this  
document, reference will be made to the relevant scope.  
1.1. Group employee  
1
.1.1. Group employees  
After France, at year-end 2011, the country with the most employees  
was the United States, followed by Philippines, Belgium and China.  
(1)  
as of December 31, 2011  
The breakdown by gender and nationality of managers or  
equivalent positions ( 300 Hay points) is as follows:  
As of December 31, 2011, the Group had 96,104 employees  
belonging to 356 companies and subsidiaries located in 106 countries.  
The tables below show, at year-end 2010 and year-end 2011,  
the breakdown of employees by the following categories:  
gender, nationality, business segment, region, and age bracket:  
Breakdown of managers or equivalent  
as of December 31,  
2011  
2010  
Total number of managers  
26,836  
25,998  
Group Employees as of December 31,  
Total number of employees  
2011  
2010  
Women  
Men  
French  
Other nationalities  
23.1%  
76.9%  
41.1%  
58.9%  
22.7%  
77.3%  
41.6%  
58.4%  
96,104  
92,855  
Women  
Men  
French  
Other nationalities  
29.7%  
70.3%  
36.1%  
63.9%  
29.4%  
70.6%  
37.4%  
62.6%  
In 2011, the Worldwide Human Resources Survey covered 73,654  
employees belonging to 124 subsidiaries.  
Breakdown by business segment  
Upstream  
Exploration & Production  
Gas & Power  
Group included in WHRS  
Employees surveyed  
WHRS 2011 WHRS 2010  
16.7%  
7.8%  
16.7%  
1.8%  
73,654  
66,644  
%
of Group employees  
77% (a)  
72%  
Downstream  
Refining & Marketing  
Trading & Shipping  
Chemicals  
30.1%  
0.5%  
43.4%  
1.5%  
34.6%  
0.5%  
44.9%  
1.5%  
(a) 81% excluding SunPower subsidiaries, which could not be included in the WHRS in 2011.  
Corporate  
1.1.2. Employees joining and leaving TOTAL  
Breakdown by region  
Mainland France  
French Overseas Departments and Territories  
Rest of Europe  
Africa  
North America  
South America  
Asia  
Middle East  
Oceania  
As of December 31,  
2011  
2010  
36.5%  
0.4%  
23.4%  
9.6%  
6.8%  
7.5%  
14.1%  
1.1%  
0.6%  
37.9%  
0.3%  
26.8%  
9.4%  
6.7%  
7.3%  
10.1%  
0.9%  
0.6%  
Total number hired on  
open-ended contracts  
9,295  
8,792  
Women  
Men  
French  
Other nationalities  
29.4%  
70.6%  
12.8%  
87.2%  
30.7%  
69.3%  
8.7%  
91.3%  
The number of employees hired on open-ended contracts in 2011 in  
the consolidated companies increased by 5.7% compared to 2010.  
The region in which the largest number of employees on open-ended  
contracts was hired was Asia (30.5%), followed by Europe (29.8%),  
and the business that hired most was the Chemicals (61.1%).  
Breakdown by age bracket  
<
25  
5.9%  
30.0%  
28.1%  
24.0%  
12.0%  
6.4%  
27.4%  
28.7%  
25.5%  
12.0%  
25 to 34  
35 to 44  
45 to 54  
>
55  
The workforce increased by 3.5% between 2010 and 2011. Events  
with a significant impact on headcount included the investment in  
SunPower and the disposal of part of the Resins business.  
(1) Employees of the globally consolidated companies only.  
324  
TOTAL. Registration Document 2011  
Corporate social responsibility  
Employee policy 12  
TOTAL also hired 3,321 employees on fixed-term contracts in the  
consolidated companies. Over 500,000 job applications were  
received by the subsidiaries covered by the WHRS.  
Within the scope of the WHRS, more than 91% of the Group’s  
employees are paid at a rate higher than the applicable minimum wage.  
The development of employee shareholding is another cornerstone of  
the Group’s compensation policy. Employee shareholding aims to  
foster a good understanding of the company’s core values and to  
create a direct link with company performance. TOTAL thus grants  
performance shares to a significant number of employees on the basis  
of the Group’s achievement of overall economic goals. In  
September 2011, the Board of Directors approved a stock option and  
performance share plans benefitting approximately 10,000 employees.  
The 2011 plan is the seventh implemented by the Group since the  
granting of free shares to employees was permitted by French law  
and includes a significant percentage of new beneficiaries (38%).  
As of December 31,  
2011  
2010  
Departures excluding retirement/  
transfer/early retirement  
6,892  
7,939  
Death  
Resignations  
Redundancies/negotiated departures  
Termination of employment contract  
by mutual agreement (France)  
119  
4,332  
2,199  
146  
4,957  
2,619  
242  
217  
Total departures/Total employees  
7.2%  
8.5%  
The Group also gave employees the opportunity to subscribe to  
a capital increase, the subscription period for which ended on  
April 1, 2011. Over 30,000 employees participated in the operation.  
1.1.3. Compensation  
TOTAL also aims to develop employee savings and other employee  
benefit programs (health insurance, life insurance, etc.) for its  
employees. The Group has therefore set up a life insurance  
program paying a minimum of two years’ salary. The Group targets  
coverage for all employees, and the current percentage of  
employees on open-ended contracts in the WHRS who benefit  
from this scheme is 87%.  
TOTAL’s approach to overall compensation (salary and  
employee benefits) is guided by the dual imperatives of external  
competitiveness, with salaries and social protection programs  
positioned relative to local reference markets, and internal fairness.  
These shared principles are adapted in line with local factors such  
as labor laws, the economic context and the job market in the  
various countries where the Group operates.  
The pension and employee benefit programs improve every year.  
Improvements include the gradual introduction of a supplementary  
pension plan in certain Downstream subsidiaries (at year-end 2011  
just over 4,000 employees in twenty eight countries, mainly in Africa,  
were given the option of joining the plan) and the benchmarking and  
introduction of supplementary health and life insurance plans in eight  
Asian countries (5,500 employees as of June 2011).  
General and merit-based increases take place regularly. TOTAL may  
also use tools that reward collective performance (for example, in  
France, incentives and profit-sharing), together with base salary  
supplements, such as bonuses or variable portions, to acknowledge  
individual performance. The HSE (Health, Safety and Environment)  
aspect in the future will also increasingly be taken into account by  
TOTAL when evaluating individual and collective performance.  
For more detailed information, see points 5 and 6 of Chapter 5 of  
this registration document.  
TOTAL has set out a HSE performance recognition policy in order  
to acknowledge individual managers’ performance and collective  
team performance.  
1.2. Organization of work time  
The average work week is determined by applicable local law.  
It is less than forty hours in most of the subsidiaries in Europe and  
Japan, and forty hours in most of the Asian and African countries.  
It is longer in Mexico and India.  
Depending on current local law, there are several programs that aim  
to create a better balance between work and private life and/or to  
encourage equal career opportunities:  
WHRS 2011 WHRS 2010  
The sickness absenteeism rate is one of the indicators monitored in  
the WHRS:  
%
of companies offering the option  
of working part-time(a)  
63%  
5%  
70%  
5%  
NA  
WHRS 2011 WHRS 2010  
% of employees working part-time  
of those given the option  
Sickness absenteeism rate  
2.7%  
2.8%  
%
of companies offering the option  
of teleworking  
of employees involved in teleworking  
of those given the option  
15%  
3%  
%
NA  
(
a) The reduction in this percentage is explained by the differences in the scope of the  
WHRS in 2010 and that of 2011.  
Registration Document 2011. TOTAL  
325  
Corporate social responsibility  
12  
Employee policy  
1.3. Dialogue with employees  
TOTAL’s employees and their representatives have a privileged  
position and role among the numerous stakeholders with which  
the Group has and intends to develop regular dialogue (see also  
paragraph 3.1 of this Chapter). In countries where employee  
representation is not required by law, TOTAL strives to set up such  
representation; there are therefore employee representatives in the  
majority of Group companies, most of whom are elected. The  
subjects covered by dialogue with employees vary from company to  
company, but there are common major themes such as work time,  
health and safety, compensation, training and equal opportunity.  
A structure for information and dialogue with European employee  
representatives exists in the form of the European Works Council.  
Its scope covers all European Union countries where the Group  
operates as well as Norway. Another representative body,  
the Group Committee, covers all Group activities in France.  
Several unions and Senior Management have expressed an interest  
in merging the Group Committee with the European Works Council  
to form a single Europe-wide employee representative body. In this  
regard, Senior Management has committed to opening negotiations  
in a timely manner.  
WHRS 2011 WHRS 2010  
In France, on November 30, 2011, Senior Management and all  
of the unions in France signed an addendum to the agreement  
of July 4, 2000 on trade union coordination providing for dialogue  
to continue at a Group level with the union coordinators within  
a framework that reflects the legal and regulatory changes (act  
of August 20, 2008).  
Percentage of companies with  
employee representation(a)  
Percentage of employees covered by  
collective agreements  
77.4%  
70.3%  
86.2%  
73.4%  
(
a) The reduction in this percentage is explained by the differences in the scope of the  
WHRS in 2010 and that of 2011.  
In addition, every other year TOTAL carries out an internal survey to  
gather its employees’ views and expectations with regard to their  
work situation and perception of the company, locally and as a Group.  
1.4. Training  
TOTAL’s training activities are guided by four main objectives:  
– supporting the policy of diversity and mobility within the Group  
through language and intercultural training.  
sharing TOTAL’s corporate values, in particular with respect to  
ethics and HSE;  
increasing technical skills and maintaining a high level of  
operating performance;  
The Group continues to provide significant training opportunities.  
In 2011, 82% of employees covered by the WHRS attended at  
least one training session, representing over 400,000 days of  
training, for a total budget of 274 million.  
promoting employees’ integration and career development through  
induction, management and personal development training;  
Average number of days’ training/year per employee (including mentoring, excluding e-learning)  
Group average  
WHRS 2011 WHRS 2010  
5,8  
6,6  
By profit center  
Upstream  
Downstream  
Chemicals  
9,5  
11,4  
5,3  
4,8  
2,5  
5,0  
4,5  
2,4  
Corporate  
By region  
Africa  
North America  
South America  
Asia  
8,3  
7,9  
6,2  
8,8  
5,0  
4,3  
9,4  
8,5  
Europe  
4,5  
3,6  
Middle-East  
13,9  
16,7  
Breakdown by type of training given (including mentoring, excluding e-learning)  
Technical  
Safety  
42%  
29%  
21%  
8%  
47%  
27%  
18%  
8%  
Other(a)  
Language  
(a) Other: management, personal development, intercultural.  
Training approaches are adapted to suit the specific requirements  
of individual regions or business segments. Remote training and  
e-learning in particular are increasingly used. In 2011, an ambitious  
e-learning program on fighting corruption, aimed at all employees, was  
launched in twelve languages. Over 35,000 certificates were awarded  
following the assessment carried out at the end of the training.  
326  
TOTAL. Registration Document 2011  
Corporate social responsibility  
Employee policy 12  
1.5. Equal opportunity  
From recruitment until the end of the employment contract, TOTAL  
provides equal opportunities for all employees. An affirmative action  
plan was launched to ensure that not only recruiters and career  
managers, but also business unit managers comply with the  
principle of equal opportunities.  
In 2011, 75% of managers recruited were non-French, representing  
over eighty nationalities. Several measures have been put in place  
to facilitate the internationalization of management, including  
harmonizing Human Resources practice (for example with regard to  
hiring and annual performance review), increasing numbers of foreign  
postings for non-French employees, and decentralizing training.  
Since 2004, the Group’s Diversity Council, chaired by a member  
of the Executive Committee, has been overseeing activities with  
a view to increasing the number of women employees, international  
employees and local employees up to the highest levels of  
management. Promoting diversity goes hand-in-hand with  
combating all forms of discrimination within the Group, whether  
in relation to openness to different social background, equal  
opportunities for men and women or the hiring and retaining  
of employees with disabilities.  
% of non-French  
2011  
2010  
Employees in recruitment  
Employees in management recruitment/JL10 75%  
Employees  
Employees in management/JL10  
Employees in senior management  
87%  
91%  
74%  
63%  
58%  
23%  
64%  
59%  
23%  
1
.5.3. Measures promoting the employment  
1.5.1. Equal treatment for men and women  
and integration of people with disabilities  
In addition to the various collective agreements embodying its  
commitment to equal treatment of men and women, TOTAL signed  
in 2010 the Women’s Empowerment Principles - Equality Means  
Business, set out by the United Nations Global Compact.  
For over twenty years, TOTAL has set out its disability policy  
through successive agreements signed with employee  
representatives in France to promote the employment of workers  
with disabilities.  
The Group intends to continue to open more opportunities to  
women in all the Group’s professions and to enable women to  
obtain positions of responsibility on equal terms with their male  
counterparts. In this regard, the Diversity Council monitors the  
following indicators:  
While promoting the direct recruitment of disabled people and  
cooperation with the sheltered employment sector, TOTAL also  
takes various types of action:  
in-house: leaflets, awareness sessions organized for senior,  
line and HR managers, etc.  
%
of women  
2011  
2010  
externally: cooperation with recruitment agencies, information  
and advertising aimed at students, attendance at specialized  
recruitment forums, etc.  
In recruitment on open-ended contracts  
In management recruitment/JL10  
Employees  
In management/JL10  
In senior management  
29%  
28%  
30%  
23%  
15%  
31%  
27%  
29%  
23%  
13%  
The Group also supports the integration, professional training  
and retaining of workers with disabilities.  
A framework agreement with all of the French representative  
unions, renewed until 2012, sets out TOTAL’s policy in France with  
regard to integrating people with disabilities into the work world.  
TOTAL also participates in the BoardWomen Partners program,  
which aims to significantly increase the proportion of women in  
the boardrooms of large companies throughout Europe. At the end  
of the 2011 Shareholders’ Meeting, 26% of the Board of Directors  
of TOTAL was made up of women. For more detailed information,  
see paragraph 1.1 of Chapter 5.  
1
.5.4. Measures promoting  
non-discrimination and diversity  
The Group also shows its commitment through agreements  
or provisions relating to access to employment, maternity leave,  
childcare facilities, working conditions, balancing work and  
family responsibilities, and managing dual careers.  
In addition to basing its recruitment policy on the principle of  
non-discrimination on the grounds of ethnicity, TOTAL is involved  
in a number of initiatives to promote diversity. In France, the Group  
is in particular a partner in the action taken by the Employment  
and Diversity division of IMS-Entreprendre pour la Cité (Institut  
Mécénat-Solidarité), with a view to facilitating the integration of  
young graduates into the workplace.  
1.5.2. Internationalization of management  
With employees representing over 130 nationalities, TOTAL enjoys  
great cultural diversity, and it is important that this be reflected at  
all levels of the company and across all business segments.  
TOTAL also works alongside several associations that help young  
graduates from disadvantaged backgrounds to find jobs or support  
them in further education.  
Although it recruits for a highly varied portfolio of business  
segments, usually with a large technical component, the Group  
strives to prioritize local recruitment. Internships, VIE (Volontariat  
International en Entreprise), a French program for voluntary work  
abroad), scholarships and work experience are all ways in which  
TOTAL is involved in integrating young people into working life.  
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Health, safety and environment information  
2. Health, safety and environment information  
TOTAL’s health, safety and environment policy is based on the charter below:  
Health Safety Environment Quality Charter  
Total has based its policy in matters pertaining to health, safety, the environment and quality on the following ten principles:  
Article 1  
Total considers personal health and safety, operational safety, respect for the environment, customer satisfaction and listening to  
stakeholders as paramount priorities.  
Article 2  
Total strives to comply with applicable laws and regulations wherever it conducts its business and supplements them, when appropriate,  
with its own specific requirements.  
Article 3  
Total promotes among its employees a shared culture the core components of which are skills management, incident feedback, information  
and dialogue. This process is driven by the leadership and exemplary conduct of management.  
Article 4  
Total favors the selection of its industrial and business partners on the basis of their ability to comply with its health, safety, environment  
and quality policy.  
Article 5  
Total implements, for all its operations, appropriate management policies regarding health, safety, environment and quality risks which  
are regularly assessed. No project development or product launch may be undertaken without a risk assessment covering the entire life  
of the project or product.  
Article 6  
Appropriate health, safety, environment and quality management systems for each business undergo regular assessment involving  
measuring the performance, setting milestones, formulating relevant action plans and instituting suitable control procedures.  
Article 7  
In order to respond effectively in the event of accidents, Total equips itself appropriately and establishes emergency procedures that are  
periodically reviewed and regularly tested during exercises.  
Article 8  
Each person, at all levels, must be conscious in his or her job of his or her personal responsibility, giving due consideration to the prevention of  
risks of accident, harm to health, environmental damage or adverse impacts on product and service quality. Vigilance and professionalism in  
these fields are important criteria in evaluating the performance of each member of personnel, in particular for those in positions of responsibility.  
Article 9  
In matters of health, safety, environment and quality, Total adopts a constructive attitude based on open dialogue with stakeholders  
and outside parties. Through its social commitment, it focuses on developing its activities in harmony with the neighboring communities.  
Article 10  
Total monitors and controls the Group’s energy consumption, greenhouse gas emissions, production of ultimate waste and impact on biodiversity.  
The Group develops new processes, products and customer services in order to enhance energy efficiency and reduce environmental footprints.  
The Group is engaged in exploring for and developing additional energy resources. Total thus actively contributes to sustainable development.  
The Industrial Safety, the Sustainable Development and  
Environment departments, together with the Security department,  
report to the Corporate Affairs and provide support to the business  
units and ensure that they implement policies that reflect the  
principles of the charter in a concrete, effective manner.  
to the activities, sites and industrial assets that TOTAL operates or  
for which it has been given contractual responsibility for managing  
operations, directly or through one of its subsidiaries. This is with  
the exception of information about greenhouse gases, which is  
also expressed as Group share of all assets in which TOTAL has  
a stake. The SunPower subsidiary could not be included in the  
results for 2011: this should be done beginning in 2012.  
In accordance with oil and gas industry good practice (set out in  
the IPIECA reporting guidelines), the following information relates  
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2.1. Occupational health and safety  
TOTAL’s occupational health and safety requirements for the  
personnel working on its sites are set out in Health, Safety and  
Industrial hygiene directives.  
The Group’s directives are equally demanding with regard to  
employee health. Requirements include a formal occupational risk  
assessment (chemical, physical, biological or psychosocial), the  
creation of a risk management action plan and medical monitoring  
of staff in line with the risks to which they are exposed. Two main  
indicators are monitored yearly:  
Indicators are used to measure the main results in these areas,  
and monthly reporting of occupational incidents (LTIR: Lost Time  
Incident Rate; TRIR: Total Recordable Incident Rate) is used to  
monitor performance overall and by site. The Group does not  
differentiate between the safety of its employees and that of  
external contractors.  
2011  
2010  
Percentage of companies included in WHRS  
offering employees regular medical monitoring  
Number of occupational illnesses recorded  
in the year (in accordance with local regulations)  
per million hours worked  
96%  
98%  
0.75  
2011  
2010  
LTIR: number of lost time incidents  
per million hours worked  
TRIR: number of recorded incidents  
per million hours worked  
0.87  
1.3  
2.2  
1.6  
2.6  
The main occupational illnesses identified at TOTAL are as follows:  
SIR: average number of days lost  
per lost time incident  
– musculoskeletal disorders, which are the main cause of  
occupational illness in over half of all recorded illnesses;  
23.9  
23.5  
pathologies related to exposure to asbestos (almost solely in  
France due to the specific nature of legislation in this regard);  
The indicators above include incidents and hours worked by Group  
employees and contractors working on its sites.  
hearing loss.  
Since 2010, the basic rules to be strictly followed by all personnel,  
employees and contractors alike, in all of the Group’s business  
areas worldwide, have been set out in a safety document entitled  
Nine French sites give their employees a questionnaire to complete  
when they have periodic medical check-ups, which are used to measure  
the impact of the reaction to the stress factors to which they may be  
exposed. In-house, a “stress level observatory” follows up the results  
of a survey conducted in 2010 of 3,000 employees, which found that  
their stress level is below that of a panel of large French companies.  
“Twelve golden rules of occupational safety.” The Group’s internal  
statistics show that in over 90% of severe or high potential severity  
incidents in the workplace at least one of the golden rules had not  
been followed. The roll-out of the golden rules was accompanied  
by an awareness campaign throughout 2011 to ensure that all  
employees know and understand the rules.  
On a broader level, TOTAL is associated to promoting individual  
and collective health in the countries where it operates (including  
flu vaccination campaigns and prevention and screening programs  
for certain diseases such as AIDS, cancer, malaria). Awareness  
campaigns relating to lifestyle risks in particular have been  
ongoing for several years (including anti-smoking and anti-drinking  
campaigns, musculoskeletal disorder prevention programs).  
Regular site visits, presentations and seminars are organized with  
the employee representatives on the European Works Council to  
promote the golden rules and, more generally, raise awareness of  
occupational safety issues.  
2.2. Environmental protection  
2
.2.1. General policy  
operated by the Group were ISO 14001-certified. Of the 860 sites, sixty  
are the most significant contributors to the emissions of their respective  
segments; for TOTAL, these sixty sites account for over 90% of the  
Group’s emissions of greenhouse gases, nitrous oxide, sulfur oxide,  
and freshwater withdrawal. TOTAL has set a goal of having all of  
these sites certified ISO 14001 by year-end 2012. This proportion  
reached 97% by year-end 2011, compared to 92% in 2010.  
The main Group entities have Health, Safety and Environment (HSE)  
departments or units that ensure compliance with both relevant  
local regulations and internal requirements. The equivalent of  
over 780 full-time equivalent positions dedicated to environmental  
matters was identified within the Group for 2011.  
The Group steering bodies, led by the Sustainable Development  
and Environment department, have a threefold task:  
The environmental risks and impacts of any planned investment,  
disposal or acquisition subject to Executive Committee approval  
are assessed and reviewed before the final decision is made.  
monitoring TOTAL’s environmental performance, which is  
reviewed annually by the Management Committee and for which  
multi-annual improvement targets are set;  
TOTAL ensures that all employees are aware of its environmental  
protection requirements. If necessary, employees are given training in the  
required skills. TOTAL also raises employee awareness through internal  
campaigns (in-house magazines, intranet, posters, etc.) and provides  
annual information about the Group’s environmental performance  
through circulation of the Corporate Social Responsibility report.  
in conjunction with the business units, handling the various areas  
for which they are responsible;  
promoting the internal standards to be applied by the Group’s  
business units as set out in the charter.  
Two three-day training courses on all aspects of HSE are also made  
available to the business units. “HSE Implementation” is aimed at  
employees whose job is specifically to handle one or more HSE  
In-house, TOTAL also promotes compliance of its environmental  
management systems with ISO 14001. In 2011, 284 out of 860 sites  
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Health, safety and environment information  
areas within an entity. “HSE for Managers” is aimed at senior  
managers who are currently or will in the future be responsible  
for a Group entity. Several of these courses took place in 2011.  
controlling these types of pollution is based on four cornerstones:  
leak prevention, by implementing industry best practice in  
engineering and operations;  
maintenance at appropriate intervals to minimize the risk of leaks;  
2
.2.2. Environmental impact  
overall monitoring of the environment to identify any increase in  
soil pollution;  
TOTAL implements an active policy of monitoring, managing  
and reducing the environmental impact of its activities. As part of  
this policy, emissions are identified and quantified by environment  
controlling pollution from previous activities by means of  
containment or reduction operations.  
(air, water, soil) so that the appropriate measures for their control  
can be implemented.  
Decomissioned Group facilities (chemical plants, service stations,  
mud pits or lagoons resulting from hydrocarbon extraction activities,  
wasteland on the site of decommissioned refinery units, etc.) scar the  
landscape and may, despite all of the precautions taken, be sources  
of chronic or accidental pollution. TOTAL therefore remediates sites  
when it leaves in order to allow new activities to be set up once the  
future use of the land has been determined in conjunction with the  
authorities. This continuous task is performed by various teams  
within the Group, some of which form subsidiaries, such as RETIA,  
which decontaminates former Chemicals sites in Europe.  
Water, air  
The Group’s activities generate chronic emissions such as fumes at  
combustion plants, emissions into the atmosphere from the various  
processes and discharges in wastewater. In order to reduce the  
quantities emitted and, at the very least, to comply with applicable  
regulations, TOTAL’s sites use various treatment systems:  
organizational measures (for example controlling peaks in SO2  
emissions in accordance with weather forecast data, managing  
combustion processes, etc.);  
Waste  
technical measures (such as building wastewater treatment plants).  
TOTAL manages waste production across all of its activities.  
This commitment is based on the following four principles, listed in  
decreasing order of priority:  
These measures can be preventive to avoid generating pollutants  
such as low-NOx burners for combustion plants) or curative (such  
(
as biological treatment of process water to reduce the hydrocarbon  
content of the final effluent).  
1. reducing waste at source, by designing products and processes  
that generate as little waste as possible, as well as minimizing the  
quantity of end-of-life products;  
To ensure the quality of its wastewater discharge, TOTAL has set a  
target of complying with the hydrocarbon concentration requirements  
2. reusing products for a similar purpose in order to prevent them  
from becoming waste;  
(less than 30 mg/l) set out in the OSPAR standard, which is only  
mandatory in the North Sea, for all of its offshore exploration and  
production operations. For the third consecutive applicable year, the  
Group achieved this goal on yearly average in 2011.  
3
. recycling residual waste;  
4. recovering energy, wherever possible, from non-recycled  
products.  
The table below shows changes in chronic emissions into the  
atmosphere and discharged water quality:  
To this end, TOTAL has entered into a variety of partnerships:  
2
011  
2010  
– With Veolia, the Group is involved in the Osilub project to build a  
used engine oil recycling plant in Le Havre, France. The plant  
SO emissions (thousands of metric tons)  
91  
84  
99  
87  
2
(
TOTAL, 35%) is scheduled to begin production in 2012 and will  
have a processing capacity of 120,000 metric tons per year  
50% of all the used motor oil collected in France); the recycled  
NOx emissions (thousands of metric tons)  
Hydrocarbons in discharged water  
(
(
metric tons, excluding exploration & production  
oil will be used to make Vacuum Gas Oil (VGO) for refinery  
production of lubricants or fuels.  
and specialty chemicals)  
50  
20  
74  
22  
Hydrocarbon concentration in water discharged  
by exploration & production (mg/l)  
Chemical oxygen demand (COD) in water  
– In March 2011, Total Energy Ventures (Group’s vehicle for  
investing in new energy and environmental protection  
discharged by specialty chemicals (metric tons) 320  
355  
technologies) acquired a stake in Agilyx, an American start-up  
that has developed an innovative process to convert waste  
plastic into crude oil. The first production unit, with a capacity of  
around ten metric tons of plastic per day, is already in operation.  
The decrease in SO and NOx emissions is primarily the result of  
2
portfolio changes, notably the sale of the affiliate TOTAL EP  
Cameroon at the beginning of 2011 and the reduction of the Group’s  
refining activities. Operational improvements, of which some related to  
the switch from liquid fuels to natural gas, also contributed significantly  
to the overall decrease. The sharp decrease in hydrocarbons  
discharged in the water is mainly the result of the continuous  
improvement of the wastewater treatment in 4 refineries.  
At the production sites, waste management is carried out in four  
basic stages:  
– waste identification (technical and regulatory);  
waste storage (soil protection and emission management);  
waste traceability, from production to disposal (notes, logs,  
declarations, etc.);  
Soil  
The risks of soil pollution related to TOTAL’s activities come mainly  
from accidental spills (see paragraph 2.2.3 of this Chapter) and  
waste storage (see below). The Group’s approach to preventing and  
– Waste processing, with technical and regulatory knowledge of  
channels, under site responsibility.  
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TOTAL particularly monitors hazardous waste treated externally:  
While risk prevention is emphasized, TOTAL regularly addresses the  
issue of crisis management on the basis of identified risk scenarios.  
2011  
2010  
In particular, the Group has emergency plans and procedures in  
place in the event of an hydrocarbon leak or spill. These plans and  
procedures are specific to each subsidiary in line with its structure,  
activities and environment, while complying with Group  
recommendations, and are regularly reviewed and tested during  
exercises.  
Volume of hazardous waste treated  
outside the Group (kt)  
248  
263  
Environmental nuisance  
TOTAL’s activities may cause environmental nuisances for residents  
near its industrial sites. These are mainly noise and odors, but can  
also be vibrations and road, sea or river traffic.  
Also available to TOTAL’s subsidiaries, the PARAPOL (Plan to mobilize  
Resources Against Pollution) alert scheme is used to facilitate crisis  
management at Group level. Its main aim is to mobilize the internal  
and external human and physical resources necessary to respond in  
the event of pollution of marine, coastal or inland waters, without  
geographical restriction, at any time, at the request of any site.  
Most sites have a system for receiving and processing residents’  
complaints so that they can be taken into account and the nuisance  
reduced as far as possible. Monitoring systems can also be put in  
place, such as sound level measurement at the site perimeter, or  
networks of sensors to determine the origin and intensity of odors.  
TOTAL and its subsidiaries have assistance agreements with the  
main bodies specializing in oil spill management such as Oil Spill  
Response Limited, CEDRE and Clean Caribbean & Americas. Their  
role is to provide expertise, resources and equipment in all of the  
regions where TOTAL has operations.  
2.2.3. Accident risk  
For further information, see point 2 of Chapter 4, “Risk factors”.  
After the blowout on the Macondo well in the Gulf of Mexico,  
TOTAL created three Task Forces to analyze risks at Group level  
and make recommendations.  
In addition to setting up management structures and systems,  
TOTAL strives to minimize the industrial and environmental risks  
inherent in its activities by:  
Task Force No. 1 examined the safety of deep-offshore exploration  
and production (well architecture, bop-stack design, staff training  
based on lessons learnt from serious incidents in the industry).  
Its work resulted in the implementation of even more stringent  
inspections and audits of drilling activities.  
performing rigorous inspections and audits;  
training staff and raising the awareness of all parties involved;  
implementing an active investment policy.  
In particular, TOTAL strives to prevent accidental spills. A common  
technical risk management approach has been developed to  
formalize this requirement at the Group’s industrial sites. The  
methodology is being gradually implemented in all of its operated  
businesses and sets out a risk analysis based on accident scenarios  
for which the severity of the consequences and the probability of  
occurrence are assessed. These parameters are used to create a  
decision matrix that identifies the required level of mitigation.  
Task Force No. 2, in conjunction with the Global Industry Response  
Group (GIRG) created by the OGP (International Association of Oil  
and Gas Producers), is responsible for studying deep offshore oil  
capture and the associated containment operations should a  
pollution event occur in deep waters. This work will make it possible  
to have capture devices available in the near future in several regions  
of the world where TOTAL has multiple exploration and production  
operations, such as the North Sea and the Gulf of Guinea.  
Specifically with regard to shipping, the Group has an internal policy  
setting out the rules for selecting vessels. These rules are based on  
the recommendations of the Oil Company International Marine  
Forum (OCIMF), an industry association made up of the main global  
oil companies that promotes good practice in oil shipping, and on  
its Ship Inspection Report (SIRE) Program.  
Task Force No. 3 has worked on the revision of oil spill contingency  
plans in order to improve TOTAL’s ability to respond to major  
pollution related to a blow-out or complete loss of containment  
from an FPSO. Its work has resulted in particular in a significant  
increase in stocks of dispersants available within the Group.  
In accordance with industry practice, TOTAL particularly monitors  
accidental liquid hydrocarbon spills of a volume of more than one  
barrel (159 liters). Spills that exceed a certain severity threshold  
2.2.4. Sustainable use of resources  
(whether in terms of volume spilt, toxicity of the product in question  
Water  
or the natural environment affected) are reviewed on a monthly basis  
and annual statistics are sent to the Group’s Management Committee.  
All accidental spills are followed by restoration action aimed at  
returning the environment to its original state as quickly as possible.  
The distribution of the freshwater available worldwide varies greatly in  
space and time. The issue of water consumption therefore requires  
different responses depending on the regional and technical context.  
In order to establish which of its facilities are affected by this issue  
as a priority, TOTAL both:  
The table below shows the number and volume of accidental  
hydrocarbon spills with an environmental impact and that are  
greater than one barrel in volume:  
– identifies water withdrawals and discharges on all of its sites;  
2
011  
and identifies sites located in “water stress” areas (watersheds  
that will have less than 1,700 m of renewable freshwater  
3
Number of hydrocarbon spills with an environmental impact  
Total volume of hydrocarbon spills with  
263  
available per person per year by 2025, according to the  
Falkenmark indicator), using the Global Water Tool for Oil & Gas,  
developed jointly by the World Business Council for Sustainable  
Development and IPIECA.  
an environmental impact (thousands of m3)  
1.8  
NB: Soil on sites is deemed to form part of the natural environment unless it is sealed. 2010  
values are not given because they are not comparable due to a change in methodology.  
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2011  
2010  
– Energy Network days and the Energy seminar provide opportunities  
for internal discussion, reflection and information-sharing.  
Freshwater withdrawals excluding  
cooling water (million m3)  
Percentage of Group sites, excluding  
Marketing, located in water stress areas  
142  
147  
NA  
In France, Energy Efficiency Certificates are awarded by the  
Energy and Climate Administration in recognition of energy-saving  
activities. Total is encouraging its customers to reduce their energy  
consumption by 40 TWh (over the entire service life of the product)  
in the 2011-2013 period.  
44%  
The “Optimizing water consumption on industrial sites” guide sets  
out good practice for saving and recycling water on all Group sites.  
Through the “Total Ecosolutions” program, the Group is also  
developing innovative products and services that perform above  
market average environmental performance, by curbing natural  
resource use and/or environmental impact while providing the same  
level of service. At year-end 2011, thirty-two products and services  
(Marketing and Chemicals) bore the “Total Ecosolutions” label. For  
instance, in 2011, Total Petrochemicals’ PPC 9612 polypropylene,  
which significantly reduces the weight of packing crates by up  
to 35%, was awarded the 2011 Packaging Oscar in the category  
In exploration and production, reinjecting water extracted at the  
same time as the hydrocarbon back into the original reservoir is one  
of the methods used to maintain reservoir pressure. The technical  
specifications in force in TOTAL’s E&P division stipulate that this option  
must be given priority (see Chapter 4 of this registration document).  
At refineries and petrochemical sites, water is mainly used to  
produce steam and cool units. Increasing recycling and replacing  
water by air for cooling are TOTAL’s preferred approaches to  
reducing freshwater withdrawals.  
“Materials, Plastics section”. Total Excellium Diesel, which increases  
fuel efficiency by 2.5% on average, also received the Total  
Ecosolutions label in 2011.  
Although smaller volumes of water are involved, a growing number  
of car washes at TOTAL-branded service stations are fitted with  
water recycling units. This means that only the final rinsing of the  
cars is done with public-supply water.  
Use of renewable energies  
TOTAL only uses minimal quantities of renewable energy to power  
its production sites.  
Raw materials  
However, the Group uses biomass to heat tertiary buildings such as  
the one opened in 2011 by TIGF in Cugnaux, France, and has  
installed photovoltaic panels on several of its buildings (CSTJF in  
Pau, car park in Lacq, etc.) and certain wellheads.  
Hydrocarbons are the Group’s main raw material, and are an  
energy material. Optimum use of hydrocarbons therefore lies in  
what is known as “energy efficiency”, as described below.  
Since 2011, TOTAL has measured the raw material loss rate for  
each business unit. This is the percentage of converted raw  
materials that are neither delivered to any of the business unit’s  
customers nor used for energy purposes.  
2.2.5. Climate change  
Greenhouse gas emissions  
Raw material loss rate  
2011  
TOTAL has made reducing greenhouse gas emissions one of its  
priorities and has established quantified targets to this end:  
Hydrocarbon production business  
Refining business  
Petrochemical business  
2.5%  
0.6%  
1.0%  
– a 50% reduction in flaring by 2014 compared to 2005;  
increasing energy efficiency by 1% per year in refining and by 2%  
in petrochemicals and exploration and production.  
Energy efficiency  
TOTAL aims to control its energy consumption more effectively.  
2011  
2010  
Internal documents (roadmaps and guides) describe the challenges,  
set out methodologies and action plans, and include quantified  
goals to reduce consumption.  
3
Daily volumes of gas flared (million m per day) 10.0  
Operated direct greenhouse gas emissions  
(
14.5  
Mt equivalent, 100% of emissions from  
In particular, a guide produced in late 2008 contains  
sites operated by the Group)  
46  
53  
52  
59  
recommendations for improving energy performance management  
in the Group’s various business units. They have since set targets of  
a 1 to 2% increase in energy efficiency depending on the segment.  
Group share of direct greenhouse gas  
emissions (Mt equivalent, from sites  
in which TOTAL has a stake)  
2
011  
2010  
In 2011, the Group’s efforts resulted in a further reduction in direct  
emissions of greenhouses gases from sites operated by TOTAL, of  
around 5.2 Mt, a 10% decrease compared to 2010. Changes in the  
assets portfolio (disposal of TEP Cameroun and Block 3 in Angola  
and the fact that the SARA refinery was no longer operated  
in 2011) explain 3.6 Mt of the decrease.  
Net primary energy consumption (TWh)  
158  
157  
In early 2011, the Group’s internal structure relating to Climate and  
Energy was changed:  
a decision-making body was created in the form of the  
CO /Energy Efficiency Management Committee, whose  
Further reduction comes from improved operational control of  
emission sources and lower activity levels in some sectors,  
particularly European refining.  
2
guidelines (particularly greenhouse gas emissions and energy  
performance targets) are validated by the Executive Committee if  
necessary. It is based on a permanent energy efficiency task force  
and, where applicable, temporary cross-business task forces;  
Flaring accounts for most of the operated greenhouse gas  
emissions from TOTAL’s exploration and production activities.  
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The Group has therefore taken proactive steps in recent years  
relating to the design of projects and reducing flaring due to  
operational contingencies, particularly the temporary failure of  
equipment (such as compressors), the reliability of which has  
been improved. These efforts resulted in a 1.7 Mt reduction in  
emissions due to reduced flaring, partially offset by a 0.7 Mt  
increase due to the energy that is necessary to reinject the non-  
flared gas and a 0.4 Mt (eq. ) increase of methane venting.  
2.2.6. Protecting biodiversity  
Due to the nature of its business, and particularly because new  
exploration and production projects are located in potentially  
sensitive natural environments, TOTAL’s operations are likely to  
have an impact on biodiversity. More specifically:  
impacts related to construction sites, access roads, linear  
infrastructures, etc., which can result in habitat fragmentation;  
In refining, the decline in activities primarily linked to major  
shutdowns directly resulted in a 0.7 Mt reduction in greenhouse  
gas emissions in 2011 compared to 2010.  
physicochemical impacts leading to changes in environments  
and habitats, or that might affect or interfere with certain species;  
contribution to the propagation of invasive species in terrestrial  
and marine environments.  
Greenhouse gas emissions in the Chemicals business unit were  
also reduced by 0.3 Mt, mainly as a result of N O emission  
2
management in the fertilizers business.  
TOTAL is aware of these challenges and takes biodiversity into  
account in its guidelines at a number of levels:  
At the same time as managing its processes, TOTAL invests in  
research and development in new technologies and innovative  
solutions to reduce direct greenhouse gas emissions into the  
atmosphere by other means.  
– the Health Safety Environment Quality Charter (see point 2 of this  
Chapter), Article 10 of which specifies: “TOTAL (…) controls (…)  
(its) impact on biodiversity”;  
The Group intends in particular to develop capture, transport and  
storage technologies and for several years has been working on CCS  
– a biodiversity policy that details the Group’s principles for action  
in this area:  
(
carbon capture and storage) so that it can be used on its industrial  
1
. minimizing the impact of activities on biodiversity throughout the  
lifetime of facilities;  
sites when the economic and regulatory conditions permit. Currently,  
two production sites in which TOTAL has a stake, the Sleipner and  
Snøhvit fields in Norway, are using these technologies. The research  
program is ongoing, notably through a pilot project at the Lacq complex  
2. incorporating biodiversity protection into the environmental  
management system, particularly initial analyses and social and  
environmental impact studies;  
in France, where CO is being captured by oxy-fuel combustion,  
2
transported and stored in a depleted natural gas reservoir.  
3
. paying specific attention to operations in regions with particularly  
rich or vulnerable biodiversity;  
Adapting to climate change  
4. informing and raising the awareness of employees, customers  
and the public, helping to improve understanding of ecosystems.  
Scientific work, as set out in publications by the Intergovernmental  
Panel on Climate Change (IPCC), and notably in its assessment  
reports and the special report on extreme climate events, tends  
to show that climate change could lead to more extreme events.  
This policy is implemented by means of a number of tools and rules.  
In exploration and production, rules and specifications govern the  
performance of baseline surveys and environmental impact studies on  
land or at sea. Since 2011 all Group entities have access to a detailed  
mapping tool showing the world’s protected areas, based on data  
provided by the UNEP-WCMC (World Conservation Monitoring Center).  
The Group assesses the vulnerability of its existing and future  
facilities, taking into account predicted climate change. More in-depth  
scientific knowledge about climate forecasts, one element of which  
will be the IPCC’s publication of a new assessment report in  
Fall 2013, is eagerly anticipated.  
TOTAL’s new projects are also covered by biodiversity action plans  
based on the “Avoid, Reduce, Compensate” approach. As a result of  
the first plan implemented in France, developed by TIGF for the Artère  
du Béarn gas pipeline project, vulnerable areas and protected species  
stations were avoided and the impact of the work was reduced  
through the use of special tree clearance and river-crossing techniques.  
Climate conditions are factored into the design of industrial facilities,  
which are not only built to withstand extreme events observed in  
the past but also to include additional safety margins.  
In addition to adapting to climate change, limiting the effects of human  
activity on the climate must remain a priority for everyone. TOTAL  
advocates concerted action in this regard, particularly the emergence  
of a balanced, gradual international agreement that prevents the  
distortion of competition between industries or regions of the world.  
Finally, TOTAL is involved in industry initiatives such as those  
launched by IPIECA, which in 2010 resulted in the publication of a  
guide to the issue of invasive species. Recommendations include  
taking seasons into account when planning work and checking the  
origin of the equipment used (see also paragraph 3.3 of this Chapter).  
2.3. Consumer health and safety  
Many of the products that TOTAL markets pose a potential health risk  
if they are incorrectly used. The Group, therefore, meets its current  
and future obligations with regard to information and prevention in  
order to minimize the risks throughout the product life cycle.  
– the Health Safety Environment Quality Charter (articles 1 and 5;  
see point 2 of this Chapter);  
a health policy that sets out the Group’s principles for action  
in relation to accident prevention and protecting the health of  
people in direct or indirect contact with its products, throughout  
the entire product life cycle, including customers, users and  
anyone else involved (health and products);  
TOTAL uses various guidelines to ensure compliance with the vital  
measures in place to promote consumer health and safety:  
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a directive stating the minimum requirements for marketing  
products worldwide in order to avoid or reduce potential risks  
to consumer health and the environment.  
fully with the regulatory requirements in the countries and markets  
for which they are intended.  
TOTAL registered a total of 214 substances in the first phase  
of application of the European REACH (Registration, Evaluation,  
Authorization and Restriction of Chemicals) regulations.  
These regulations aim to protect the health of consumers and  
professionals by means of a stringent assessment of the  
toxicological effects for each substance use scenario and the  
implementation of appropriate mitigation measures.  
TOTAL identifies and assesses the risks inherent in its products  
and their use, and then informs customers and users of these  
risks and the applicable prevention and protection measures.  
The material safety data sheets (MSDS) that accompany  
all products marketed by the Group (in at least one of the  
languages used in the country) and product labels are two key  
sources of information in this regard. All new products comply  
3. Community development information  
Consistent with the values and principles set out in the Code of  
Conduct, Ethics Charter and Health Safety Environment Quality  
Charter (see point 2 of this Chapter), TOTAL places its commitment  
to community development at the heart of its corporate responsibility.  
This approach, which involves all Group business units and entities,  
covers all action taken to improve its integration into the countries  
where the Group operates.  
– a responsible operator that can be welcomed for the long term,  
setting an example in the responsible way that it manages the  
impact of its activities;  
a partner in the sustainable human, economic and social  
development of the communities and countries where it operates;  
– a leading player in access to energy.  
TOTAL aims to act and to be known as:  
Formalized in 2011 through the “Sociétal Lab” internal procedure  
and accompanied by a directive to facilitate its application within the  
Group, this community development policy is one of the cornerstones  
of TOTAL’s response to the challenges of sustainable development.  
an energy company that places respect, openness, continuous  
dialogue and transparency in relation to stakeholders at the heart  
of its strategy;  
Over the last three years, the Group has invested in excess  
of 200 million per year in community development.  
3.1. Stakeholder relationships  
For around twenty years, changes in the regulatory framework have  
fostered the implementation of information, consultation or dialogue  
procedures prior to decisions with a significant environmental  
impact. In addition to its desire to comply with regulations, TOTAL  
implements structures for dialogue with stakeholders at every level  
of the Group. In particular, there is one employee at headquarters  
responsible for relationships with NGOs.  
– Local Information and Consultation Committees in France,  
pursuant to the French technological risk prevention act;  
the “Terrains d’entente” initiative, set up in 2002 within the  
TOTAL Chemicals business unit to strengthen dialogue between  
industrial sites and their surroundings;  
– the Neighbors’ Conference, set up in 2007 by the Feyzin  
refinery in France in conjunction with the Feyzin municipal  
council. This forum for dialogue is made up of local residents  
and helps to improve living conditions and relationships with the  
site. It was recognized by the authorities as a consultation body  
under the Technological Risk Prevention Plan;  
To put its approach to community development at its sites and  
subsidiaries on a professional footing, TOTAL implemented the  
internal SRM+ (Stakeholder Relationship Management) tool in 2006.  
This tool is used to identify and pinpoint the main stakeholders, to  
schedule meetings with them and to record the expectations they  
express, and then to create an action plan for building a long-term  
relationship. In particular, communities neighboring TOTAL sites  
often have questions about the impact of the Group’s activities on  
health, safety and the environment. Entering into a dialogue with  
local residents enables us to respond to these legitimate concerns.  
In addition to SRM+, other schemes for dialogue appropriate to  
TOTAL’s locations or businesses exist, such as:  
– the launch in 2011, in the Lorraine region of France, of a  
collective consultation procedure involving the stakeholders in all  
of the Group’s business units operating in that region.  
TOTAL is aware of the specificities of indigenous and tribal peoples  
(as identified in the International Labor Organization’s Convention  
No. 169), and has introduced a Charter of Principles and Guidelines  
Regarding Indigenous and Tribal Peoples. Under this Charter and in  
compliance with our Code of Conduct, we strive to get to know  
and understand the legitimate needs of the communities  
neighboring our subsidiaries.  
Community Advisory Panels in the United States, developed on  
the initiative of the American Chemistry Council;  
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3.2. Social and economic development of host communities and countries  
Social and economic development  
of neighboring or local communities  
To help French people in a situation of “fuel poverty,” TOTAL signed  
an agreement in September 2011 with the French National Housing  
Agency (ANAH) to join the “Habiter mieux” program, overseen by the  
French Ministry for Ecology, Sustainable Development, Transportation  
and Housing. Under the agreement the Group has committed to  
funding work to refurbish the heating of 16,000 homes by 2013.  
Wherever it operates, TOTAL has particular responsibility for the  
social and economic development of the communities living near  
its facilities. This aim is embodied in a variety of ways:  
firstly, a requirement for relevant investments and transparency  
in its financial contribution (through the payment of taxes,  
duties and royalties) to the development of host countries,  
in accordance with local legislation;  
Developing regional economies  
TOTAL’s activities generate hundreds of thousands of direct  
and indirect jobs worldwide. The Group’s purchasing activities  
alone represent roughly 25 billion. This presents the Group  
with numerous challenges with regard to its impact on the  
environment, society and community development, all of which  
are taken into account in the Group’s relationships with suppliers  
(see paragraph 3.4 of this Chapter).  
secondly, creating direct and indirect local jobs through a  
customized contractual policy, as part of a long-term education  
and training approach;  
finally, proactive support for the implementation of social  
and economic development schemes in emerging countries.  
Tailored to community expectations, these schemes are run  
in partnership with local organizations and authorities and are  
sometimes accompanied by health and education initiatives.  
In addition to the jobs generated by its activities, the Group has a  
proactive policy of supporting small and medium-sized businesses  
in France and worldwide, particularly through Total Développement  
Régional (TDR). The aim of this body is to promote job creation and  
skill sharing by backing business creation, expansion or buy-out plans.  
In all its actions, TOTAL is careful not to take the place of the local  
authorities, but works alongside them to strengthen or leverage  
their initiatives, while ensuring that it:  
Although there is usually no economic or social crisis surrounding  
these measures, TDR can also support planned employment area  
regeneration programs alongside the redeployment of the Group’s  
activities.  
fully supports the legitimacy of local social and economic  
development or health schemes;  
prevents dependency on TOTAL’s presence, promoting  
self-sufficiency over aid;  
The support provided forms a major component of TOTAL’s economic  
and social responsibility policy and takes a number of forms:  
ensures the success of projects that require knowledge of local  
cultures that its employees do not necessarily have.  
– financial backing for the creation, buy-out and expansion  
of SMEs, and support for regeneration;  
The Group’s expertise is based on continuous professionalization  
of its community development engineers. Tools such as structuring  
projects, setting goals and defining monitoring and assessment  
indicators have enabled us to progress from an aid-giving approach  
to one of collaborative construction in which communities take  
charge of their own development.  
– export and international expansion support;  
technology support and assistance to innovative SMEs;  
– other forms of support such as management or accountancy  
training prior to granting financial backing and appropriate to the  
context of each country.  
TOTAL is supported in this by NGOs specializing in community  
development action, which have extensive practical experience.  
These organizations help the Group increase the effectiveness  
of the social and economic development programs it supports,  
particularly by encouraging it to take into account the entire life  
cycle of its projects, from the design phase to shutdown. There are  
already over three hundred full-time employees working in this area  
at headquarters and at the exploration and production subsidiaries.  
In the last ten years, TDR has provided over 60 million in financial  
assistance for 1,000 SMEs, supporting some 15,000 jobs.  
TOTAL’s regional development policy is becoming increasingly  
international, both in Europe and in the emerging countries where  
it operates.  
3.3. Partnerships and philanthropy  
Corporate philanthropy  
and community support. It has a 50 million five-year action plan  
which is now in its fourth fiscal year.  
The Group’s philanthropic activities are largely coordinated by two  
bodies, the TOTAL Foundation, set up in 1992 after the Rio Earth  
Summit, and the Philanthropy Department.  
With regard to the environment, the Foundation funds programs  
aimed at improved knowledge, protection and enhancement of  
marine and coastal species and ecosystems. The Foundation  
donated 3 million in this area in 2011.  
The TOTAL Foundation’s work originally focused on environment  
and marine biodiversity, but in 2008 its by-laws were changed  
to cover the Group’s other areas of philanthropy. The Foundation,  
which celebrates its 20th anniversary in 2012 now operates  
in four areas: marine biodiversity; heritage and culture; health;  
The Foundation promotes cultural dialogue by supporting  
exhibitions that showcase the heritage and arts of both France and  
the Group’s host countries. With the French heritage association  
Fondation du Patrimoine, it supports the preservation of traditional  
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crafts and industry and the restoration of heritage sites in France.  
The Foundation donated 4 million to such initiatives in 2011.  
scholarships to create skilled local workforces for future hiring.  
Thousands of students are thus given the opportunity to pursue their  
studies in their country of origin or at the world’s leading universities.  
TOTAL’s international scholarship program has also enabled over  
five hundred students from twenty-six countries to study in France  
for engineering and master’s degrees, MBAs and doctorates.  
In the field of health, the Foundation works alongside the Pasteur  
Institute to combat infectious diseases. Under the aegis of  
Professor Françoise Barré-Sinoussi, winner of the 2008 Nobel  
Prize in Medicine and scientific consultant for the partnership,  
a budget of 2 million per year is devoted to research and  
community action programs.  
In addition, with support from other major groups, in autumn 2011,  
TOTAL, Paris Tech and the École polytechnique introduced the  
Renewable Energy Science and Technology Master II postgraduate  
degree program, which is open to international graduates from the  
world’s leading universities. TOTAL has also signed a three-year  
philanthropy agreement with the Institut d’études politiques  
The Foundation encourages Group employees to engage with the  
community through a number of initiatives including sponsorship,  
support for projects championed by non-profit organizations with  
which employees volunteer on a personal basis, etc.  
(Sciences Po), France’s leading social sciences university, to educate  
In addition, the Group’s Philanthropy Department enters into  
partnerships with major institutions. In 2009, TOTAL committed to  
donating 50 million over six years to the Fonds d’expérimentation  
pour la jeunesse, a community development fund for youth run by  
the French Education Ministry. It aims to support innovative social  
action designed to inspire public policies promoting educational  
success and the social and professional integration of young  
people. In 2008, TOTAL committed to 10 million of funding over  
five years for the French search and rescue association,  
and recruit the best students from disadvantaged backgrounds.  
Another of the Group’s flagship educational initiatives is the annual  
Total Energy and Education Seminar, which was held for the third  
time in Paris in early 2011 and brought together fifty professors  
from forty-five universities in twenty-two countries. The academics  
and some twenty TOTAL managers as well as external experts  
discussed issues such as the future of energy, climate change,  
relationships between universities and business, and the impact  
of globalization on education and human resources management.  
Société nationale de sauvetage en mer, to design and implement  
cutting-edge safety equipment. The disbursements for philanthropy  
of Total SA (including its Foundation) reached 28 million in 2011.  
The sixth Total Summer School took place in Paris in July 2011,  
attended by twenty postgraduate students from twenty-four  
countries to debate energy challenges.  
Educational partnerships  
In Africa, the Group’s Downstream segment is developing  
partnerships with several regional higher education institutions. The  
aim is to develop the talent required for TOTAL to further its goals in  
that continent. In June 2011, a third regional partnership was signed  
in Senegal with the African Center for Higher Management Studies.  
TOTAL firmly believes in the importance of a “localization” policy,  
and aims to enable its employees in countries outside France to take  
up positions of responsibility within their local subsidiaries. As part of  
its social programs, the Group therefore offers local and international  
3.4. Fair operating practices  
Preventing corruption  
– creation of the Compliance and Corporate Social Responsibility  
Department within the Group Legal Department, which is now  
backed by a network of over 300 compliance managers in  
the Group’s various business units, entities and subsidiaries;  
The amounts of money involved and the diversity of the various  
regions require the oil industry to be particularly vigilant about  
corruption and fraud. Around one-quarter of TOTAL employees  
work in countries considered to be high-risk in this regard.  
Reinforcing integrity and preventing corruption and fraud therefore  
constitute a major challenge for the Group and all its employees.  
publication of the Business Integrity Guide; 50,000 copies  
have been circulated and an interactive version is available  
on the Group intranet sites;  
in 2009, approval by the Executive Committee of the Corruption  
Prevention Policy and Compliance Program, which includes the  
creation of a dedicated compliance structure;  
TOTAL’s stance on the issue of corruption is based on clear principles,  
set out in 2000 in the Code of Conduct: “TOTAL rejects bribery and  
corruption in all forms, whether public or private, active or passive”.  
in 2011, decision of the Executive Committee to strengthen  
fraud and corruption prevention by establishing a Business  
Integrity Policy and Program; an ambitious e-learning program  
has been introduced on the subject (see also paragraph 1.4  
of this Chapter).  
The Code of Conduct sets out the principles governing the actions  
and individual behavior of each person, both in their day-to-day  
decisions and in their relations with stakeholders. In this Code  
TOTAL reiterates its support for the OECD Guidelines for  
Multinational Enterprises and the United Nations Global Compact,  
the tenth principle of which invites companies to act against all  
forms of corruption.  
Human rights  
In May 2008, the Chief Executive Officer made a clear  
commitment to rejecting corruption in the introduction to  
the Business Integrity Guide. This commitment is expressed  
concretely through various actions:  
Although ultimate responsibility for human rights lies with  
governments, the activities of companies can affect the human  
rights of the employees, partners or communities with which they  
interact in numerous ways. In addition to being an ethical  
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commitment for TOTAL, adopting a proactive approach to human  
rights within the company is vital for its smooth functioning. This  
approach helps to establish and maintain successful relationships  
with all stakeholders.  
if necessary, they can contact the Human Resources  
Department or take their concerns to the Ethics Committee.  
The Ethics Committee is a central, independent structure that  
represents all of TOTAL’s business units. Its role is to listen to,  
support and advise both employees and people outside the  
Group. The Committee maintains complete confidentiality with  
regard to referrals; this can only be lifted with the agreement  
of the person involved.  
TOTAL’s Code of Conduct formally recognizes the Group’s support  
for the principles of the 1948 Universal Declaration of Human  
Rights, the key conventions of the International Labor Organization,  
the OECD Guidelines for Multinational Enterprises and the  
principles of the United Nations Global Compact. TOTAL is also  
actively involved in a number of human rights initiatives and working  
groups coordinated by the Global Compact, such as the Human  
Rights Working Group, the Responsible Investment in Conflict-  
Affected Countries Working Group and the Anti-Corruption Working  
Group. Created in 2010, the Global Compact LEAD (Initiative for  
Sustainable Leadership) has fifty-four members, of which TOTAL  
is the only French company.  
4
. Assessment tools: these are used for regular assessment of  
subsidiaries’ human rights risks and compliance. They analyze  
the impact of local projects (social implementation assessment)  
or check that subsidiary practice complies with Group standards  
(compliance assessment). Some of these tools are implemented  
by independent experts, such as GoodCorporation and the  
Danish Institute for Human Rights; action plans are created and  
monitoring reviews are conducted to take into account the  
results of these assessments.  
Internally, in order to spell out its human rights position and  
initiatives, TOTAL has created a Human Rights Coordination  
Committee, organized by the Chairman of the Ethics Committee.  
A discussion forum meets every other month: its members include  
representatives of the Human Resources, Public Affairs, Legal,  
Security and Sustainable Development Departments. This  
committee coordinates the initiatives taken by the Group’s various  
business units, and its meetings mainly address international  
initiatives, human rights tools under development and civil society  
projects. The introduction of specific internal policies and  
procedures (in progress or pending) is also discussed.  
Contractors and suppliers  
In its Code of Conduct, TOTAL states that it expects its suppliers  
to respect principles equivalent to those that it abides by.  
A document entitled “Fundamental Principles in Purchasing” sets  
out the Group’s commitments with regard to preventing corruption,  
compliance with the rules of free competition, respect for  
fundamental principles and rights at work, protecting health and  
the environment and promoting economic and social development.  
TOTAL suppliers are made aware of these rules, which are covered  
by specific contract clauses for major calls for tenders.  
In line with the United Nations guiding principles on business and  
human rights, TOTAL’s human rights approach is based on several  
cornerstones:  
Questionnaires focused on environmental and social challenges  
are used to gather more in-depth information from suppliers about  
their approach to these subjects, either during prequalification  
or as part of an audit. This aspect of supplier relationships can also  
be examined in ad hoc ethical assessments of Group subsidiaries  
or entities, performed by GoodCorporation.  
1
. Written principles: in accordance with its Code of Conduct,  
the Group has adopted principles appropriate to its operations  
and those countries in which it operates, some of which are set  
out in the Human Rights Internal Guide published in 2011.  
2
. Awareness campaigns: to ensure that its human rights principles  
are disseminated in-house, TOTAL raises employee awareness  
via internal communications channels such as the Ethics and  
Security intranet sites, and through specific training programs  
tailored to the various challenges encountered in the field.  
These training programs are listed in the TOTAL University  
Ethical, Environmental and Social Responsibilities catalogues.  
In addition, a sustainable purchasing cross-business task force,  
bringing together the different business units and the Purchasing  
and Sustainable Development Departments, was set up in 2011.  
Its role is to strengthen TOTAL’s sustainable purchasing policy  
on the basis of initiatives introduced in each business. Its roadmap  
has been validated by the Group Purchasing Committee.  
3
. Listening and advice bodies: two dedicated bodies, the Ethics  
Committee and the Compliance and Corporate Social  
Responsibility Department, are available to advise employees  
and coordinate efforts to promote human rights. All employees  
experiencing difficulties in the practical implementation of the  
Code of Conduct should first turn to their line manager;  
TOTAL has also entered into a partnership with the Danish Institute  
for Human Rights to improve the tools and processes it uses to  
assess its suppliers’ approach to their environmental and social  
impact. This work takes the form of pilot projects in specific  
purchasing categories through an operational approach.  
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4
. Other social, community development  
and environmental information  
4.1. TOTAL and Canadian oil sands  
With the development of five major projects in Canadian oil sands,  
TOTAL expects to produce 200 kb/d of bitumen within ten to fifteen  
years. It is essential that the environmental challenges, and in  
particular the impact on water, the rehabilitation of the land and  
the ecosystems affected, together with greenhouse gas emissions,  
be taken into account. For several years, TOTAL has been actively  
involved in the various collaborative research initiatives undertaken  
by the Canadian industry into these areas, and has invested over  
CAD 20 million each year.  
As open-pit mining of oil sands disturbs land and ecosystems,  
TOTAL is committed to their sustainable rehabilitation throughout  
its operations, taking into account the specific features of the  
boreal forest; 60% of the rehabilitation work at Joslyn North  
should be completed at the end of mining, and the rest in  
the next seven years.  
Over and above Canadian industry’s efforts to reduce greenhouse  
gas emissions from the entire oil sands production chain (which are,  
over a complete “well to wheel” lifecycle, approximately 10 to 15%  
higher than the average for conventional crude, according to Group  
estimates), TOTAL plans to install cogeneration units at its mines.  
The Group is also involved in carbon capture and storage project  
analyses in Alberta.  
In order to restrict water consumption on the Surmont (50%) in situ  
project, the Group worked alongside the operator to optimize water  
use and recycling. For Phase 2 of the project, the chosen option  
goes even further, with water being withdrawn preferably from  
saline aquifers and not from freshwater aquifers or rivers, which  
will lead to additional processing costs. On Joslyn North (38.25%,  
operator), TOTAL has committed to building a freshwater storage  
facility sufficient for ninety days of production in order to reduce  
withdrawals from the Athabasca River in low flow periods.  
Mindful of its responsibilities to its stakeholders and neighbors,  
and particularly the First Nations, TOTAL opened a permanent  
office in Fort McMurray in 2006. Since that time, the Group has  
signed social and economic agreements with the Fort McKay,  
Athabasca Chipewyan and Mikisew Cree First Nations, and with  
the Regional Municipality of Wood Buffalo. These agreements  
reflect TOTAL’s commitment to engaging in dialogue and creating  
added value shared with the communities living near its facilities  
(see paragraph 3.1 of this Chapter).  
The Group is also involved in oil industry work to improve  
management of the waste associated with developing oil sand  
mines, which has historically been stored in tailing ponds. For  
Joslyn North, TOTAL is planning to use processes to segragate  
tailings streams and thicken the fine tailings, and even flocculation  
and centrifuging, in order to significantly reduce the size of the tailing  
ponds and ensure that they are consolidated within several years.  
For more information visit  
http://www.total-ep-canada.com/csr/responsibility.asp  
4.2. TOTAL and shale gas  
TOTAL has interests either as operator or partner in several shale  
gas licenses in Poland, Denmark, the United States and Argentina.  
acceptable to all stakeholders. TOTAL firmly believes that shale  
gas has a place in the European energy mix, and represents a  
considerable economic opportunity through the resulting  
development of dedicated services and industries.  
In each of these countries, the Group’s environmental and social  
charters, complemented by local laws, provide the framework of  
these operations.  
In the United States, TOTAL is a partner in the appraisal and  
development of shale gas licenses in the Barnett (Texas) and Utica  
The environmental challenges associated with shale gas  
development include reducing the quantity and impact of chemical  
additives, optimizing water management, and reducing the visual  
impact and nuisance caused by the operations. Total puts these  
environmental issues at the heart of these operations. Total relies  
on its technical expertise and the contributions of its research and  
development teams to identify and create innovative solutions,  
where needed.  
(Ohio) plays. Chesapeake, the operator, acts in accordance with the  
specific legislation in each state, and is committed to reducing its  
environmental footprint, publishing a list of the chemicals used,  
recycling produced water, and limiting gas emissions into the  
atmosphere.  
In Argentina, where TOTAL has stakes as either operator or partner  
in several exploration licenses in the Neuquén Basin, operations are  
also conducted in compliance with local regulations and the  
Group’s charters.  
In Europe, where TOTAL has stakes in Denmark (operator) and  
Poland (partner), the Group’s efforts are focused on listening to its  
contacts so that its operations can proceed in a way that is  
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4.3. TOTAL and new energies  
Although fossil hydrocarbons will continue to play a central role in  
the coming decades, in the long term all types of energy will have  
to be deployed to meet global demand. They will therefore be  
complementary. TOTAL decided long ago to invest in new energies,  
and its strategy is based on two main areas: solar and bioenergy.  
– Futurol (pilot unit started up in October 2011), a second-  
generation bioethanol project in the Marne region of France.  
TOTAL sits on the scientific committee and provides its industrial  
expertise in incorporating biocomponents into existing fuels;  
BioTfueL (November 2011), a pilot project to develop and market  
a second-generation biodiesel and biokerosene production  
chain. One of the pilot units (gasification, purification and  
synthesis) will be installed on TOTAL’s site in Flandres (France),  
with production start-up expected in 2020.  
In the transportation sector, biofuels, particularly 2nd and  
3rd generation, should be able to meet the challenge of reducing  
greenhouse gas emissions while increasing the total fuel supply.  
Currently, biofuels are the only substitute for the kerosene used by  
the aviation industry.  
The other area is solar energy. TOTAL firmly believes that solar  
energy has significant potential for development. Solar energy  
has a much lower environmental footprint compared to fossile  
fuels and the rapid fall in costs currently being seen in the  
industry means that it will be a competitive way of producing  
electricity within a few years. Grid parity has already been  
reached on some markets (such as California). In light of this  
transition to a mature market, the Group must maintain its  
R&D efforts and work to reduce production costs.  
In concrete terms, TOTAL has partnerships with several companies  
in the United States and France:  
Amyris since June 2010, with the aim of developing and  
marketing biodiesel, biojet fuel and biolubricants by 2016 through  
its advanced synthetic biotechnology platform. Amyris owns  
research laboratories and a pilot unit in California and has one  
operational production unit in Brazil, with another under  
construction. In late 2011, TOTAL and Amyris announced that  
they were strengthening their strategic partnership by setting up  
a joint R&D program and creating a joint venture:  
In 2011, TOTAL increased its commitment to solar energy to  
become one of the world leaders in this field, through:  
-
increasing R&D efforts in order to develop biodiesel and biojet  
fuel. TOTAL has committed to contributing $105 million to the  
estimated $180 million of funding required for the program;  
– the acquisition of a 60% stake in SunPower in June 2011. The  
company produces the most efficient solar panels on the market;  
the takeover of Tenesol in late 2011 and the merging of Tenesol  
with SunPower in January 2012. As a result of the operation,  
TOTAL now owns 66% of SunPower.  
-
creating a 50-50 joint venture company that will have exclusive  
rights to produce and market biodiesel and biojet fuel  
worldwide, as well as non-exclusive rights to other renewable  
products such as drilling fluids, solvents, polymers and specific  
biolubricants. The joint venture is expected to be operational in  
the first quarter of 2012.  
The ongoing construction of a solar panel plant (44 MWp) using  
SunPower’s cutting-edge technology in Saint-Avold (France).  
Commissioning is expected in 2012.  
Registration Document 2011. TOTAL  
339  
Corporate social responsibility  
12  
Third parties assurance reports  
5. Third parties assurance reports  
5.1. Assurance report on E&P and Refining data,  
on part of the informations and on the Group consolidation  
Year ended December 31, 2011  
This is a free translation into English of the original report issued in French and is solely provided for the convenience of English speaking  
readers. This report should be read in conjunction with, and construed in accordance with French law and professional auditing standards  
applicable in France.  
To the shareholders,  
At Total’s request, and under the provisions of article L. 225-102-1 of the Trade Code (Grenelle II Law of July 12, 2010), we present you our  
report on the aspects of environmental and social performance data selected by Total and presented in the Management report established  
for the financial year ended December 31, 2011.  
The Board of Directors was responsible for preparing the Group Management report which includes environmental and social information (the  
Information”), defining the appropriate Guidance (the “Guidance”) to establish the numerical data(1) (the “Data”) and to ensure their availability.  
The Guidance can be consulted at Total’s headquarters and a summary is presented in the Reporting Scope and Method note available on  
the Group’s website.  
Independance  
Our independence is defined by the Code of Ethics from IFAC (International Federations of Accountants).  
It is our responsibility, on the basis of our procedures:  
to check, in this report, the completeness of the disclosure of all information required in the January 2012 draft version of the decree  
and alert, when necessary, information omitted or not supported by relevant explanation;  
to express a conclusion on the sincerity of the Information and a limited assurance conclusion on the Data presented in Chapter 12  
of the Group Management report.  
Our procedures were conducted in compliance with the professional standards applicable in France and the International Standard on  
Assurance Engagement (ISAE 3000), published in December 2003. We performed a limited review, described below, to provide a limited  
level of assurance that the Data are free of material misstatement. A higher level of assurance would have required a more extensive review.  
Nature and scope of our procedures  
We conducted the following procedures:  
We understood priorities and strategies of the Group toward a sustainable development, with respect to social and environmental impacts  
of Group activities, its commitments toward the society and, when relevant, related mitigation actions or programs. We compared the list  
of Information with the requirement of the draft decree of January 2012. In particular, our procedures covered the following items:  
-
-
-
for environmental Information: climate change, environmental policy, contamination and waste management, sustainable use of resources  
for social Information: equality of treatment, employment, training, work organization, social relationship, compliance with basic conventions  
health and safety related Information  
We assessed the Guidance defined by the Group with regard to its relevance, reliability, understandability, objectivity and completeness,  
considering, when appropriate, sectoral best practices.  
We performed a review to ensure that reporting process aims at providing complete and consistent information to the Board of Directors;  
we identified representatives responsible for implementing this process; we reviewed the presence of internal control procedure and risk  
management system;  
We met with the relevant persons at the corporate level responsible for reporting the Data, in the Exploration & Production and Refining  
businesses, to assess the application of the Guidance, we implemented analytical procedures and consistency checks, and we verified,  
on a test basis, the consolidation of the Data;  
We have selected a sample of sites taking into consideration their activity, their contribution to the consolidated data for the Group, their  
location and the findings of our previous reviews:  
-
-
6 sites(2) or subsidiaries for the environmental Data,  
4 sites(3) or subsidiaries for the social Data.  
(
1) Numerical data of 2011 presented in the tables of Chapter « Social information » and « Environment, health and Safety Information », except data related to LTIR, TRIR and SIR for which only  
the consolidation process was reviewed.  
(
2) Exploration & Production: subsidiaries Total E&P Congo (Congo), Total E&P Indonesia (Indonesia) and Total E&P Borneo B.V (Brunei); Refining: subsidiaries Total Raffinaderij Antwerpen (Belgium),  
Total Feyzin Refinery (France) and Total Provence Refinery (France ).  
(3) Exploration & Production: subsidiaries Total E&P Congo (Congo), Total E&P Indonesia (Indonesia) and Total E&P Borneo B.V (Brunei); Refining: subsidiary Total Raffinaderij Antwerpen (Belgium)  
340  
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Corporate social responsibility  
Third parties assurance reports 12  
The selected sites and subsidiaries accounted for 24% of the consolidated greenhouse gas emissions for Total and 3.5% of the consolidated  
workforce.  
At the site and subsidiary level, we verified the understanding and application of the Guidance, and conducted detailed checks  
on a sampling basis which consisted in checking the calculation formulas and reconciling the data with the supporting documents.  
We took note of verification conclusions provided for the Gas & Power, Marketing and Chemicals businesses;  
And we conducted consistency tests on the consolidation of the Information.  
Comments on the guidance and data  
Detailed information related to the establishment of the Data is presented in the Reporting Scope and Method note available on the Group’s website.  
We draw your attention to the following comments on the Guidance and Data:  
Social Reporting  
Total’s social reporting data is based on a reporting software deployed at all units in the review’s scope. This software has made social  
data collection more reliable, in particular by automating checks and facilitating consolidation;  
the software reports the number of part-time positions or telecommuting positions on an all or nothing basis by site and subsidiary and  
therefore does not represent the real share of employee who can benefit from these work conditions.  
Environmental Reporting  
the corporate Guidance is cascaded to each business and segment, which adjust the reporting process to Total’s various activities;  
the calculation rules to evaluate the staff number dedicated to environmental issues are not consistent between sites and subsidiaries and  
not sufficiently detailed in the Guidance;  
in the absence of reliable data from operators of assets in which Total has interests without operating it, the non-operated greenhouse  
gas emissions are estimated based on theoretical projections creating uncertainty related to the total amount of these emissions;  
in Exploration & Production (E&P) subsidiaries, the measurement methods of freshwater drawn are not reliable, resulting in uncertainty  
concerning the data reported.  
We consider that our procedures provide a sufficient basis for the conclusion expressed below  
Conclusion  
Completeness check  
We checked the completeness of the Group Management report with regards to the information required by the Board of Directors  
on the basis of the draft decree of January 2012; with the exception of soil utilization, for which the non-relevancy rationale presented  
by the Group appeared sufficient.  
Conclusion on the Information and the Data  
For the social and environmental Information and Data provided in the Management report, as well as the related explanation, we express  
the following qualifications:  
methods to calculate the number and volume of spills which reach the environment are not consistent between sites and subsidiaries,  
resulting in heterogeneous consolidated data;  
regarding the number of training days, the type of training as well as the calculation methodology was not fully understood within some  
of the audited sites, affecting the reliability of this indicator.  
On the basis of our review, and except for the qualifications listed above, nothing has come to our attention that causes us to believe that:  
the Data have not, in all material respects, been prepared in accordance with the Guidance;  
the social and environmental Information have not been presented in a sincere fashion.  
Paris-La Défense, February 22, 2011  
Ernst & Young et Associés  
Christophe Schmeitzky  
Associé  
Département Environnement et Développement Durable  
Registration Document 2011. TOTAL  
341  
Corporate social responsibility  
12  
Third parties assurance reports  
5.2. Assurance report on G&P, Marketing and Chemicals data  
and on the rest of the informations  
Year ended December 31, 2011  
Assurance of the social and environmental information  
Objectives and Scope of Work  
At Total’s request, Bureau Veritas Certification performed an independent review to provide an opinion on the reliability of the social  
and environmental information produced by Total in its reference registration document, and provide a moderate level of assurance  
on the quantitative data.  
We examined the following elements within the framework of the current project of decree for the implementation of Article 225 of the law  
th  
n°2010-788 of July 12 , 2010 called “Grenelle II”. This applied to the all information categories including Social, Environmental, Safety,  
Societal and Health related data, with a specific focus on:  
the accuracy and reliability of the quantitative environmental and social data provided by the Gas & Power, Chemicals and Marketing  
businesses and consolidation at the Group Level; and  
the qualitative assertions in the registration document and sustainable development report, regarding the social information  
(e.g. occupational illness, fundamental conventions) and environmental information (e.g. risk prevention, water supply, biodiversity).  
The scope of work concerns activities over the reporting period January 1st to December 31 2011.  
st  
Responsibilities  
The preparation, presentation of data and content related to social and environmental reporting is the sole responsibility of Total. The information  
has been coordinated by the Sustainable Development and Environment Department and Corporate Human Resources according to:  
the Corporate Procedure for the Environmental Performance Reporting (EPR) of the Group; and  
the Social Reporting Total Group Protocol and Methodology Worldwide Human Resources Survey and the biannual Global Workforce Analysis.  
Further details of these procedures and their implementation are available on Total’s website.  
The responsibility of Bureau Veritas is to provide assurance on the accuracy, reliability and objectivity of the information therein and to  
express our overall opinion as per the scope of assurance.  
Statement of Bureau Veritas Certification Independence, Impartiality and Competence  
Our opinion is independent and impartial: Our work is conducted according to our professional practices and Code of Ethics and  
requirements of our external impartiality committee.  
Competence: Our assurance team has relevant experience in conducting assurance over environmental, social, ethical and health and safety  
information, systems and data in accordance with established guidelines and best practice.  
Methodology  
We undertook the following activities to inform our assurance engagement:  
Review of the Total Guidance with regard to its relevance, reliability and completeness with the requirements of the current project  
of decree for the implementation of Article 225 of the law n°2010-788 of July 12 , 2010 called “Grenelle II”.  
th  
Senior level interviews with those with responsibility for environmental, social and societal issues at a strategic level. This supported  
examination of qualitative information and included the:  
-
Development and Environment Division; Ethics Committee; Total Foundation; Corporate Philanthropy Division; Total Développement  
Régional; Corporate Purchasing; France and NGOs Public Affairs Division; Legal Department and Total Education; and  
Review of corporate Guidance and branch documents and procedures and associated data published.  
-
Analytical review of the overarching data collection, consolidation and checking processes.  
Interviews at corporate level and in the Gas & Power, Marketing and Chemicals business with those responsible for environmental  
and/or social reporting to verify the understanding and application of Guidance.  
(
1)  
Audit of 9 sites/subsidiaries to examine source data. This included 6 sites for the environmental and 5 for social information . The audits  
included; testing the understanding and correct application of the Guidance; review of documented evidence; review of the methodology  
for data collection, aggregation and checking processes; sampling data back to source and analysis of calculations.  
The sites selected accounted for 1.3 % of consolidated greenhouse gas emissions for Total and 5 % of the consolidated workforce.  
(
1) Regarding environmental information: sites of Bayport (USA), La Porte (USA), Bostik (UK), Grand Quevilly (France), Dépôt de Dijon (France), and subsidiary TIGF (France); regarding social  
information: subsidiaries: Total Petrochemicals USA, Bostik (UK), TIGF (France), Paulstra SNC (France), Total Lubrifiants (France)  
342  
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Corporate social responsibility  
Third parties assurance reports 12  
Assurance Opinion  
Completeness of data  
All the information required by current project of decree for the implementation of the article 225 of the law on the Grenelle II, are present  
with the exception of “use of land” (42 of 43 information categories)  
Accuracy and reliability of data  
In Bureau Veritas Certification’s opinion, the environmental and social data and qualitative information included in this scope of work can be  
regarded as accurate and reliable and prepared in line with Total Guidance.  
For the quantitative information, the tests undertaken by Bureau Veritas Certification revealed no meaningful reporting discrepancies at the  
corporate level.  
For the developed qualitative information, the work conducted did not reveal distortion nor any erroneous assertions.  
Conclusion  
On the basis of scope of work, nothing has come to our attention to question the reliability of the information communicated by the Total  
in its registration document.  
Note that the reference version of this assurance statement is the one established in French language, and published in the French version  
of Total’s reporting.  
Puteaux, February, 15, 2012  
Etienne Casal  
Managing Director  
Bureau Veritas Certification France S.A.S.  
Registration Document 2011. TOTAL  
343  
344  
TOTAL. Registration Document 2011  
Glossary  
A
C
Acreage  
Areas in which mining rights are exercised.  
Capacity of treatment  
Capacity for the treatment (annual or daily) of crude oil by  
atmospheric distillation units at a refinery.  
API degrees  
Scale established by the American Petroleum Institute (API) to  
measure oil density. A higher API-degree indicates lighter oil from  
which a higher yield of gasoline can be refined.  
Carbon capture and storage (CCS)  
Technology designed to reduce greenhouse gas emissions in the  
atmosphere during the combustion of fossil materials by capturing,  
compressing, transporting and injecting carbon dioxide (CO ) into  
deep geological formations for permanent storage. The use of  
2
Appraisal (delineation)  
Work performed after a discovery, for the determination of the  
boundaries or extent of a deposit of hydrocarbons,  
or assessment of its reserves and production potential.  
oxygen instead of air, in CO production, is called oxy-combustion.  
2
Catalysts  
Substances that facilitate chemical reactions during the refining  
process used in conversion units (reformer, hydrocracker, catalytic  
cracker) and desulphurization units. Principal catalysts are precious  
metals (platinum) or other metals such as nickel or cobalt. There are  
some catalysts that regenerate themselves and others that are  
consumable.  
Associated gas  
Gas released during oil production.  
Association/Joint venture/Consortium  
Group of companies not forming a new legal entity. In an oil and  
gas joint venture, each member holds an undivided interest in the  
specific area of the contract (PSC, concession, buyback, etc.)  
and has separate tax obligations toward the host country.  
Coal bed methane  
Natural gas present in coal beds.  
Cogeneration  
B
Simultaneous generation of electrical and thermal energies from  
a combustible source (gas, fuel oil or coal).  
Barrel  
Coker  
Unit of measurement of volume of crude oil equal to 42 U.S. gallons  
or 158.9 liters. Quantities of liquid hydrocarbons in barrels are  
expressed at 60°F.  
Unit that produces light products (gas, gasoline, diesel) and coke  
through the cracking of distillation residues.  
Concentrating solar power plant  
Barrel of Oil Equivalent (BOE)  
The most advanced form of solar steam plant which concentrates  
sunlight using mirrors to heat a liquid and produce electricity.  
This technology consists mainly of tower power plants and  
cylindrical-parabolic plants.  
Conventional unit for measuring the energy released by a quantity  
of fuel by relating it to the energy released by the combustion of a  
barrel of oil.  
Biochemical conversion  
Concession contract  
Conversion of energy sources (usually biomass) through biological  
transformation (reactions in living organisms). Examples include  
fermentation (in the presence of enzymes).  
Exploration and production contract under which an oil & gas  
company (or group of companies) is granted, by a host country,  
rights to explore an area and develop and produce potential  
reserves. The oil and gas company (or group of oil & gas  
companies) undertakes the execution and financing (at its own risk)  
of all operations. In return, it is entitled to the entire production.  
Biofuel  
Liquid or gaseous fuel used for transport and produced from biomass.  
Biomass  
Biodegradable fraction of products, waste and residues of biological  
origin from agriculture (including plant and animal substances),  
forestry and related industries including fisheries and aquaculture  
which, through chemical transformation, can become beneficial  
molecules (carbon molecules) for the production of fuels and  
specialty chemicals.  
Condensate  
Light hydrocarbon substances produced with natural gas that exist  
– either in a gaseous phase or in solution – in the crude oil under  
the initial pressure and temperature conditions in the reservoir, and  
which are recovered in a liquid state in separators, on-site facilities  
or gas treatment units.  
Brent  
Conversion  
Quality of crude (38° API) produced in the North Sea, at the  
Refining operation aiming at transforming heavy products (heavy  
Brent fields.  
fuel oil) into lighter or less viscous ones (oils, jet fuels, etc.)  
Buyback  
Cost oil/gas  
Risk services agreement (the investments and risks are undertaken  
by the contractor) combined with an offset mechanism that allows  
the contractor to receive a portion of the production equivalent to  
the monetary value (with interest) of its investments and a return on  
its investment.  
In a production sharing contract, the portion of the oil and gas  
production made available to the contractor (contractor group) and  
contractually reserved for the reimbursement for exploration costs,  
costs of site development, exploitation, site restitution  
(“recoverable” costs).  
Registration Document 2011. TOTAL  
345  
Cracking  
Farnesene  
Refining process whereby the molecules of large, complex, heavy  
hydrocarbons are converted into simpler, lighter molecules using  
heat, pressure and, in some cases, a catalyst. A distinction is made  
between catalytic cracking and steam cracking, which uses heat  
instead of a catalyst. Steam cracking then produces ethylene and  
propylene, in particular.  
A hydrocarbon molecule (iso-olefin containing 15 carbon atoms),  
farnesene is a molecule that is very similar to fossil hydrocarbons  
and can therefore be used to produce fuel or chemical compounds.  
The Amyris company has developed a process to produce it  
through the fermentation of sugar.  
FEED studies (Front-End Engineering Design)  
Studies aimed at defining the project and preparing for its execution.  
In the TOTAL process, this covers the pre-project and basic  
engineering phases.  
D
Debottlenecking  
Change made to a facility to increase its production capacity.  
Fossil energies  
Energies produced from oil, natural gas and coal.  
Desulphurization unit  
FPSO (Floating production, storage and offloading)  
Floating integrated offshore unit comprising the equipment used to  
produce, process and store hydrocarbons and off load them  
directly to an offshore oil tanker.  
Unit in which sulphur and sulphur compounds are eliminated from  
mixtures of gaseous or liquid hydrocarbons.  
Developed Reserves  
Developed oil and gas reserves are reserves that can be expected  
to be recovered through existing wells and installations or for which  
the cost of the required equipment is relatively minor. This applies  
to both proved reserves and proved plus probable reserves.  
H
Hydraulic fracturing  
Technique that involves fracturing rock to improve its permeability.  
Development  
Operations carried out to bring an oil or gas field on stream, including  
in particular construction of the necessary infrastructures for oil  
and gas production.  
Hydrocarbons  
Molecules composed principally of carbon and hydrogen atoms.  
They can be solid such as asphalt, liquid such as crude oil or  
gaseous such as natural gas. They may also include compounds  
with sulphur, nitrogen, metals, etc.  
Distillates  
Products obtained through the atmospheric distillation of crude  
oil or through vacuum distillation. Includes medium distillate such  
as aviation fuel, diesel fuel and heating oil.  
Hydrocracking  
Catalytic refining process that uses hydrogen to convert heavy oils  
into lighter fractions.  
E
L
Energy mix  
The various energy sources used to meet the demand for energy.  
Lignocellulose  
Ethane  
Lignocellulose makes up the wall of plant cells. In the biofuel sector,  
this term is used to designate wood and straw, two resources that  
can be used for biofuel production. Lignocellulose can be gasified  
A colorless, odorless combustible gas found in natural gas and  
petroleum gas.  
(
(
thermochemical conversion) or split into its basic components  
sugars from cellulose and lignin) in order to transform them through  
Ethanol  
Also commonly called ethyl alcohol or alcohol, ethanol is obtained  
biochemical conversion.  
through the fermentation of sugar (beetroot, sugarcane) or starch  
(
(
grains, etc.). Ethanol has numerous food, chemical and energy  
biofuel) applications.  
Liquefied Natural Gas (LNG)  
Natural gas, primarily methane, that has been liquefied by cooling  
in order to transport it.  
Ethylene/Propylene  
Petrochemical products derived from cracking and essential to  
the production of polyethylene and polypropylene, two plastics  
frequently used in packaging, the automotive industry, household  
appliances, healthcare and textiles.  
Liquefied Petroleum Gas (LPG)  
Light hydrocarbons (comprised principally of butane and propane)  
that are gaseous under normal temperature and pressure conditions  
and that are kept in liquid state by increasing the pressure or  
reducing the temperature.  
F
M
Farnesane  
Farnesane is obtained through the hydrogenation of farnesene,  
Mineral interests  
The rights to explore for and/or to produce oil and gas in a specific  
a saturated hydrocarbon (alkane) that can be added to diesel fuel.  
area for a fixed period. Covers the concepts of “permit”, “license”,  
“title”, etc.  
346  
TOTAL. Registration Document 2011  
MTO/OCP  
Production Sharing Contract (PSA, PSC)  
MTO (Methanols to Olefins) involves the conversion of methanol  
into olefins. OCP (olefin cracking process) is then used to convert  
these olefins into plastics.  
Exploration and production contract by which a host country or,  
more frequently, its national company, transfers to an oil & gas  
company (the contractor) or a group of oil and gas companies  
(the contractor group) the right to explore in a given area and, if  
successful, to develop and produce the reserves of the discovered  
deposits. The contractor (contractor group) shall undertake the  
execution and financing (as its exclusive risk) of all operations.  
In return, it is entitled to a portion of the production, called cost  
oil/gas, for the recovery of the costs. The remaining production,  
called profit oil/gas, is shared between the contractor (contractor  
group) and the national company (and/or the host country).  
N
Naphta  
Heavy gasoline used as a base in petrochemicals.  
Natural gas  
Mixture of gaseous hydrocarbons, composed mainly of methane.  
Proved and probable reserves (2P reserves)  
Sum of proved reserves and probable reserves. The 2P reserves  
are the median quantities of oil and gas recoverable from fields  
that have been drilled, covered by E&P contracts and for which  
technical studies have demonstrated economic development in  
a long-term price environment. They also include projects to be  
developed by mining.  
O
Oil and gas exploration  
All operations carried out to reveal the existence of oil and gas  
deposits.  
Olefins  
Proved permit  
Products (gas) obtained after cracking of petroleum streams.  
Olefins are ethylene, propylene and butadiene. These products are  
used in the production of large plastics (polyethylene, polypropylene,  
PVC, etc.), elastomers (polybutadiene, etc.) and large chemical  
intermediates.  
Permit for which there are proved reserves.  
Proved reserves (1P reserves)  
Estimated quantities of crude oil and natural gas that geologic  
and engineering data show, with reasonable certainty (90%)  
to be recoverable in the coming years from known reservoirs  
under existing contract, economic and operating conditions:  
Operated production  
Quantity of oil and gas produced on fields operated by an oil  
company.  
Developed proved reserves are those that can be recovered with  
existing facilities and without significant additional investment;  
Operator  
– Undeveloped proved reserves are those that can be recovered  
with new investments (surface facilities, wells, etc.).  
Partner of an oil and gas joint venture in charge of carrying out  
the operations on a specific area on behalf of the joint venture.  
A refinery is also said to be operated by a specific partner when  
the operations are carried out by the partner on behalf of all the  
partners of the joint venture that owns the refinery.  
R
Refining  
The various processes used to produce petroleum products from  
P
crude oil (distillation, reforming, desulphurization, cracking, etc.).  
Renewable energies  
Permit  
An energy source whose inventories can be renewed or are  
inexhaustible, such as solar, wind, hydraulic, biomass and  
geothermal energy.  
Area contractually granted to an oil and gas company (or a joint  
venture) by the host country for a defined period. The permit grants  
the oil and gas company (or joint venture) exclusive rights to carry  
out exploration work (“exploration” permit) or to exploit a deposit  
Reserve life  
Ratio of reserves at the end of the year to the production sold  
(“exploitation” permit).  
during the past year.  
Petcoke (or petroleum coke)  
Residual product remaining after the improvement of very heavy  
petroleum cuts. This solid black product consists mainly of carbon  
and can be used as fuel in a manner similar to steam coal.  
Reserves  
Reserves are estimated remaining quantities of oil and gas and  
related substances anticipated to be economically producible,  
as of a given date, by application of development projects to  
known accumulations.  
Polymers  
Molecule composed of monomers bonded together by covalent  
bonds such as starch and proteins. They are generally organic  
Reservoirs  
(DNA), artificial or synthetic (such as polystyrene). Polyolefins  
Porous, permeable underground rock formation that contains oil  
represent the largest family of polymers.  
or natural gas.  
Production plateau  
Expected average stabilized level of production for a field following  
Resources  
Sum of proved and probable reserves and contingent resources  
the production build-up.  
(mean quantities potentially recoverable from known accumulations)  
Society of Petroleum Engineers – 03/07.  
Registration Document 2011. TOTAL  
347  
S
Seismic  
Method of exploring the subsoil that entails methodically sending  
vibration or sound waves and recording their reflections to assess  
the type, size, shape and depth of subsurface layers.  
Shale gas  
Natural gas trapped in very compact, low-permeable rock.  
Silicon  
The most abundant element in the earth’s crust after oxygen.  
It does not exist in a free state but in the form of compounds  
such as silica, which has long been used as an essential element  
of glass. Polysilicon (or crystalline silicon), which is obtained by  
purifying silicon and consists of metal-like crystals, is used in the  
construction of photovoltaic solar panels.  
Site abandonment  
Oil companies may have to incur expenses related to the  
abandonment of production sites at the end of exploitation  
of a deposit. This definitive shutdown of the production on a field  
or part of sites production capacity (a well, a group of wells, etc.)  
generally involves the dismantling of production, transport and  
storage facilities and the restoration of the sites.  
Steam Assisted Gravity Drainage (SAGD)  
Technique used in oil sand and heavy oil production which entails  
injecting water vapor to increase the temperature of the bitumen  
and heavy oil reduce their viscosity, making extraction easier.  
T
Thermochemical conversion  
Conversion of energy sources (gas, coal, biomass) through thermal  
transformation (chemical reactions from heat). Examples include  
gasification, combustion and photosynthesis (solar energy).  
Tower/cylindrical-parabolic collector power plant  
Type of solar steam plant consisting of a field of solar mirrors –  
heliostats – which concentrate sunlight toward a boiler located  
at the top of the tower. At a cylindrical-parabolic collector plant  
(a reference to its shape), the mirrors follow the sun automatically  
as it rises.  
U
Unconventional hydrocarbons  
Hydrocarbons, oil and gas that cannot be produced or extracted  
using conventional methods. These hydrocarbons generally include  
shale gas, coal bed methane, gas located in very low-permeable  
reservoirs, extra heavy oil, oil sands and oil shale.  
Unitization  
Creation of a new joint venture and nomination of a single operator  
for the development and the production as single asset of a  
hydrocarbon deposit that straddles several permits/licenses or  
countries.  
Unproved permit  
Permit for which there are no proved reserves.  
Upgrader  
Refining unit where petroleum products, such as heavy oils,  
are upgraded through cracking and hydrogenation.  
348  
TOTAL. Registration Document 2011  
Cross reference lists  
Registration Document concordance tables, for use in identifying the information  
required by Annex 1 of Regulation 809/2004/EC of 29 April 2004  
Information required by Annex 1  
of Regulation 809/2004/EC  
Registration Document 2011  
Relevant chapters  
Relevant paragraphs  
1.  
2.  
3.  
4.  
5.  
Persons responsible  
Statutory auditors  
p i  
5
p i  
4.1. to 4.3.  
2.  
Selected financial information  
Risk factors  
1
4
1. to 4.  
Information about the issuer  
5
.1.  
History and development  
2
2
8
2
8
2
8
2
8
2
3
2
2
2
2
1.1.  
1.1.  
2.1.  
1.1.  
2.1.  
1.1.  
2.1.  
1.1.  
2.1.  
5.1.1. Legal and commercial name  
5
5
5
5
.1.2. Place of registration and registration number  
.1.3. Date of incorporation and length of life  
.1.4. Domicile, legal form, applicable legislation, country of incorporation  
address and telephone number of registered office  
.1.5. Important events in the development of the business  
2. to 5.  
1.  
5.1. to 5.2.  
5.1.  
5
5
5
5
.2.  
Investments  
.2.1. Principal investments over the last three fiscal years  
.2.2. Principal investments in progress  
.2.3. Principal future investments  
5.1.  
5.2.  
6.  
Business overview  
6
6
6
.1.  
.2.  
.3.  
Principal activities  
1
2
1
2
2
3
4
2
4
2.  
2. to 5.  
2.  
Principal markets  
2. to 5.  
2. to 5.  
1.1. to 1.5.  
3.3.  
1.1., 2., 3., 4.  
3.5.  
Exceptional factors that have influenced  
the principal activities or principal markets  
Dependence on certain contracts  
Competitive position  
6.4.  
.5.  
6
7.  
Organizational structure  
2
8.  
7
7
.1.  
.2.  
Issuer’s position within the Group  
Significant subsidiaries  
2
2
9
6.1.  
6.2.  
7. (note 35)  
8.  
Property, plant and equipment  
8.1.  
Most significant tangible fixed assets  
2
9
1. to 4., 7.  
7. (note 11)  
8.2.  
Environmental issues affecting the most significant  
tangible fixed assets  
4
12  
2.  
2.  
Registration Document 2011. TOTAL  
349  
9.  
Operating and financial review  
9
.1.  
Financial condition  
1
3
3
3
3
3
2.  
1.1. to 1.6.  
1.1. to 1.6.  
9
9
9
9
.2.  
Operating results  
.2.1. Significant factors materially affecting income from operations  
.2.2. Narrative description of changes in net sales or revenues  
.2.3. External factors that have materially affected, or could materially affect, operations  
1.1. to 1.6. and 4.  
1.1. to 1.6.  
1.1. to 1.6. and 4.  
10.  
Capital resources  
1
1
0.1. Information concerning capital resources (both short and long term)  
0.2. Source, amounts and narrative description of cash flows  
3
3
9
3
4
2.1.  
2.2.  
5.  
2.3.  
1.  
1
1
1
0.3. Borrowing requirements and funding structure  
0.4. Restrictions on the use of capital resources that have materially affected,  
or could materially affect, operations  
0.5. Anticipated sources of funds needed for the principal future investments  
and major encumbrances on the most significant tangible fixed assets  
n/a  
3
9
n/a  
2.5.  
5.  
9
7. (note 11)  
1
1.  
2.  
Research and development, patents and licenses  
Trend information  
3
3.  
1
1
2.1. Most significant trends in production, sales and inventory,  
and costs and selling prices since the end of the last fiscal year  
2.2. Known trends, uncertainties, demands, commitments or events that are  
likely to have a material effect on prospects for the current fiscal year  
3
7
2
3
4
7
4.3.  
6.  
5.2.  
4.  
1.  
6.  
1
1
3.  
4.  
Profit forecasts or estimates  
n/a  
n/a  
1
Administrative, management and supervisory bodies and Senior Management  
14.1. Information about members of the administrative  
and management bodies  
5
5
5
1.1. to 1.4. and 5.3.  
14.2. Conflicts of interests, understandings relating to nominations,  
restrictions on the disposal of holdings in the issuer’s securities  
1.9.  
6.3.  
15.  
Remuneration and benefits  
1
5.1. Remuneration paid and benefits in kind  
granted by the issuer and its subsidiaries  
5.2. Amounts set aside or accrued to provide pension,  
retirement or similar benefits  
5
5
9
5.  
5.5.  
1
7. (note 24 and 25)  
16.  
Board practices  
1
1
6.1. Date of expiration of the current term of office, and date of commencement in office  
6.2. Contracts with the issuer or any of its subsidiaries providing for benefits  
upon termination of such contracts  
5
1.1.1. to 1.1.3.  
5
5
5
5
5.5.  
1.5.1. and 1.5.2.  
1.6.1. and 1.6.2.  
1.3.  
16.3. Information about the issuer’s audit committee  
and remuneration committee  
16.4. Compliance with the corporate governance regime in force in France  
350  
Registration Document 2011. TOTAL  
17.  
Employees  
1
1
1
7.1. Number of employees at the end of the last 3 fiscal years;  
1
5
2
1
5
2
5
5
8
2.  
6.1.  
1.1.  
2.  
6.2.  
1.1.3.  
5.6.  
6.2.  
3.1  
breakdown by geographic location and category of activity  
1
1
7.2. Shareholdings and stock options  
7.3. Arrangements for involving employees  
in the capital of the issuer  
18.  
Major shareholders  
1
8.1. Interests held above the threshold for notification  
known interests)  
(
6
6
8
n/a  
n/a  
4.4.  
4.4.  
2.4.  
n/a  
n/a  
1
8.2. Major shareholders’ voting rights in excess  
of their share in the share capital  
1
8.3. Control of the issuer by one or more shareholders  
8.4. Arrangements, known to the issuer, the operation of which may  
at a subsequent date result in a change in control of the issuer  
1
1
9.  
0.  
Related party transactions  
6
9
4.9.  
7. (note 24)  
2
Financial information concerning the issuer’s assets and liabilities,  
financial position and profits and losses  
2
2
2
2
2
0.1. Historical financial information  
0.2. Pro forma financial information  
0.3. Consolidated annual financial statements  
0.4. Auditing of historical annual financial information  
0.4.1. Auditing of the historical financial information  
7
n/a  
9
1. and 2.  
n/a  
2. to 7.  
7
9
2.  
1.  
11  
2.  
2
0.4.2. Other information in the Registration Document  
that has been audited by the auditors  
5
2.  
1.  
11  
10  
10  
7
20.4.3. Financial data in the Registration Document that is not extracted  
from the issuer’s audited financial statements  
1.5. to 1.9.  
2.  
3.  
2
2
2
0.5. Age of latest audited financial information  
0.6. Interim and other financial information  
December 31, 2011  
0.6.1. Quarterly or half yearly financial information published  
since the date of the last audited financial statements  
0.6.2. Interim financial information covering the first six months  
of the fiscal year after the end of the last audited fiscal year  
0.7. Dividend policy  
n/a  
n/a  
n/a  
n/a  
2
2
2
2
6
7
7
2.1.  
5.  
6.  
0.8. Legal and arbitration proceedings  
0.9. Significant change in the issuer’s financial or commercial position  
Registration Document 2011. TOTAL  
351  
21.  
Additional information  
21.1. Share capital  
2
1.1.1. Issued capital and authorized capital  
8
1
9
n/a  
6
1.1. to 1.4.  
4. (note 6.a)  
7. (note 17)  
n/a  
3.2.2., 3.2.7.  
4.4.1., 4.5.  
1.5.  
1
21.1.2. Shares not representing capital  
21.1.3. Shares held by the issuer or its subsidiaries  
6
8
9
7. (note 17)  
4. (note 6)  
1.3. and 1.4.  
6. 2. 4.  
1
1
8
5
2
2
1.1.4. Securities granting future access to the issuer’s share capital  
1.1.5. Terms of any acquisition rights and/or obligations over  
capital issued but not paid, or any capital increase  
2
2
1.1.6. Capital of any member of the Group which is under option  
1.1.7. History of the issuer’s share capital over the last 3 fiscal years  
n/a  
8
n/a  
1.6.  
9
1
7. (note 17)  
4. (note 6.a)  
1
2
2
2
1.2. Memorandum and Articles of Association  
1.2.1. Issuer’s objects and purposes  
1.2.2. Provisions of statutes and charters with respect to the members  
of the administrative, management and supervisory bodies  
8
5
8
8
8
8
6
8
2.2.  
1.4. and 1.5.  
2.3.  
2.4.  
2.5.  
2.6.  
21.2.3. Rights, preferences and restrictions attaching to each class of the existing shares  
21.2.4. Action necessary to change the rights of shareholders  
21.2.5. Manner in which annual general meetings of shareholders are called  
including the conditions of admission  
4.4.3. and 4.4.4.  
2.4.  
2
2
2
1.2.6. Provisions of the issuer’s statutes, charter or bylaws that would have the effect  
of delaying, deferring or preventing a change in control of the issuer  
1.2.7. Provisions of the statutes governing the ownership threshold above  
which share ownership must be disclosed  
8
2.7.  
n/a  
1.2.8. Conditions governing changes in the capital that are more stringent than is required by law  
n/a  
22.  
Material contracts  
other than contracts entered into in the ordinary course of business)  
(
n/a  
n/a  
8
n/a  
n/a  
4.  
23.  
24.  
25.  
Third party information and statement by experts and declarations of any interest  
Documents on display  
Information on holdings  
8
9
5.  
7. (note 35)  
5.  
11  
352  
Registration Document 2011. TOTAL  
Registration Document concordance table, for use in identifying the information contained  
in the Annual Financial Report  
The concordance table below is used to identify the information in this Registration Document contained in the Annual Financial Report pursuant to  
Article L. 451-1-2 of the French Financial and Monetary Code and Article 222-3 of the General Regulation of the French Financial Markets Authority.  
Annual Financial Report  
Registration Document 2011  
Relevant chapters Relevant paragraphs  
Annual Financial Statements  
11  
9
3. to 4.  
2. to 7.  
Consolidated Financial Statements  
Management Report (pursuant to the French Financial and Monetary Code)  
Information mentioned in Articles L. 225-100 and L.225-100-2 of the French Commercial Code  
Analysis of profit and loss, changes in business, financial position and debt position  
2
3
4
1
2. to 4.  
1. to 2.  
4.1.  
Use of financial instruments by the company  
Key financial and non-financial performance indicators  
1. and 2.  
1. to 3.  
4.1. to 4.3.  
1. to 4.  
5.  
1
2
3
4
7
8
8
Principal risks and uncertainties facing the company and all of the entities  
taken as a whole included in the consolidation  
Summary table of valid delegations with respect to capital increases  
Information mentioned in Article L. 225-100-3 of the French Commercial Code:  
factors likely to have an impact in the event of a public offering  
Information mentioned in Article L. 225-211 of the French Commercial Code:  
buybacks of its own shares by the Company  
1.3.  
3.3.  
6
3.  
Declaration of persons responsible for the Annual Financial Report  
p i  
Reports of the statutory auditors on the parent company  
financial statements and consolidated financial statements  
9
11  
1.  
2.  
Statutory auditors’ fees  
5
5
4.4.  
1.  
Report of the Chairman of the Board of Directors  
(Article L. 225-37 of the French Commercial Code)  
Auditors’ Report on the Report of the Chairman of the Board of Directors  
Article L. 225-235 of the French Commercial Code)  
5
2.  
(
Registration Document 2011. TOTAL  
353  
Registration Document concordance table, for use in identifying the information contained  
in the Management Report pursuant to the French Commercial Code  
Board of Directors’ Management Report pursuant  
to the French Commercial Code  
Registration Document 2011  
Relevant chapters Relevant paragraphs  
Position and activities of the Company and Group during the fiscal year  
Analysis of changes in the business, results and financial position  
of the Company and Group  
2
3
2. to 4.  
1. to 2.  
Key financial and non-financial performance indicators  
1
2
3
7
3
1. and 2.  
1. to 3.  
1
Foreseeable change in the position of the Company and Group, outlook  
Significant changes since the end of the fiscal year  
Research and development activities  
4.  
6.  
3.  
Significant acquisitions of shares in or takeovers of companies with registered offices in France  
Amount of dividends distributed in the last 3 fiscal years and amount of distributed income  
Injunctions or penalties for antitrust practices  
Information about payment terms of suppliers or customers of the Company  
Description of the principal risks and uncertainties faced  
n/a  
6
n/a  
9
3
4
n/a  
2.  
n/a  
7. (note 23)  
4.1. to 4.3.  
1. to 4.  
5.  
by the Company and Group companies  
7
Information about the use of financial instruments by the Company and Group  
Company’s exposure to price, credit, liquidity and cash flow risks  
Social and environmental consequences of activities;  
4
4
12  
4.1.  
4.1.  
1. to 4.  
social commitments to promote sustainable development  
Polluting or high-risk activities (upper threshold in accordance with the Seveso II directive)  
4
2.  
2.  
12  
Terms of office and duties performed in the company as a whole  
by each of the directors during the last fiscal year  
Form of management of the company  
Remuneration and other benefits granted to each of the directors  
Mandatory share holding period applicable to directors  
Summary of transactions in the Company’s stock carried out by the directors  
Information about share capital distribution  
5
1.1. to 1.3.  
5
5
5
5
6
6
8
1.7.1. and 3.1.  
5.  
5.6.2.  
6.3.1.  
4.4.  
3.2. and 4.5.  
1.5.  
TOTAL shares held by Group companies  
Information mentioned in Article L. 225-211 of the French Commercial Code  
relating to buybacks of its own shares by the Company  
Disposals of shares to adjust reciprocal shareholdings  
6
n/a  
5
6
n/a  
3.  
n/a  
6.2.  
4.4.  
n/a  
Statement of employee involvement in the share capital on the last day of the fiscal year  
Translation adjustments and adjustments to terms of issue or exercise of stock options  
or securities granting access to the share capital  
Changes made to the method of presentation of the annual financial statements  
9
7., Introduction  
1
1
4.1.  
n/a  
5.2.  
1.3.  
3.3.  
Observations made by the French Financial Markets Authority on proposed appointments and renewals  
Table of results for each of the last five fiscal years  
n/a  
11  
8
Table and report on delegations with respect to capital increases  
Information mentioned in Article L. 225-100-3 of the French Commercial Code  
relating to factors likely to have an impact in the event of a public offering  
Report of the Chairman of the Board of Directors  
8
5
1.  
L. 225-37 of the French Commercial Code  
354  
Registration Document 2011. TOTAL  
PEFC/10-31-2043  
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(for its environmental performance).  
Cover photography: © Divaldo Gregorio/TOTAL  
Design and Production: Agence Marc Praquin  
see you on  
www.total.com  
TOTAL S.A.  
Registered Office:  
2
9
, place Jean Millier - La Défense 6  
2400 Courbevoie - France  
Share capital: 5,909,418,282.50 euros  
42 051 180 RCS Nanterre  
www.total.com  
Standard: +33 (0)1 47 44 45 46  
Investor Relations: +33 (0)1 47 44 58 53  
North American Investor Relations: +1 (713) 483-5070  
5


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