2
017 registration  
document  
including the annual financial report  
CONTENTS  
Certification of the person responsible 1  
for the Registration Document  
Social, environmental  
5
6
7
and societal information  
5
.1 Social information  
171  
178  
193  
204  
207  
Presentation of the Group –  
Integrated report  
5.2 Safety, health and environment information  
1
5
5
5
.3 Societal information  
.4 Reporting scopes and method  
.5 Independent verifier’s report  
1.1 Presentation of the Group and its governance  
4
1.2 An ambition that goes hand in hand with sustainable  
growth: “become the responsible energy major”  
9
TOTAL and its shareholders  
6.1 Listing details  
6.2 Dividend  
1.3 Advantages that allow the Group to stand out  
in a changing energy world  
10  
210  
213  
216  
219  
222  
223  
1.4 Solid results thanks to the integrated business  
model and strict discipline  
14  
6
6
6
6
.3 Share buybacks  
1
.5 Strong commitments that benefit sustainable growth 23  
.6 A revamped organizational structure to support  
.4 Shareholders  
1
.5 Information for foreign shareholders  
.6 Investor relations  
the Group’s ambition  
26  
Business overview for fiscal year 2017  
General information  
2 2.1  
Exploration & Production segment  
30  
49  
55  
62  
68  
70  
72  
7
.1 Share capital  
226  
228  
231  
2
2
2
2
2
2
.2 Gas, Renewables & Power segment  
.3 Refining & Chemicals segment  
.4 Marketing & Services segment  
.5 Investments  
7
.2 Articles of incorporation and bylaws;  
other information  
7
.3 Historical financial information  
and additional information  
.6 Research & Development  
.7 Property, plant and equipment  
Consolidated Financial Statements  
8 8.1  
Statutory auditors' report on the Consolidated  
Financial Statements  
Risks and control  
234  
238  
239  
240  
241  
3 3  
8.2 Consolidated statement of income  
.1  
Risk Factors  
74  
86  
88  
95  
96  
8
8
8
8
.3 Consolidated statement of comprehensive income  
.4 Consolidated balance sheet  
3
3
3
3
.2 Legal and arbitration proceedings  
.3 Internal control and risk management procedures  
.4 Insurance and risk management  
.5 Vigilance Plan  
.5 Consolidated statement of cash flow  
.6 Consolidated statement of changes in shareholders’  
equity  
242  
243  
8
.7 Notes to the Consolidated Financial Statements  
Report on corporate governance  
4 4.1  
Administration and management bodies  
104  
137  
Supplemental oil and gas information  
4
4
.2 Statement regarding corporate governance  
9 (  
unaudited)  
.3 Compensation for the administration  
and management bodies  
137  
161  
9.1 Oil and gas information pursuant to FASB  
Accounting Standards Codification 932  
344  
361  
4
4
.4 Additional information about corporate governance  
9
.2 Other information  
9.3 Report on the payments made to governments  
Article L. 225-102-3 of the French Commercial  
Code)  
.5 Statutory auditors’ report (Article L. 225-235  
of the French commercial Code)  
165  
165  
(
4
.6 Statutory auditors’ report on related party  
363  
agreements and commitments  
Statutory financial statements and other  
financial information of TOTAL S.A.  
1
0
1
0.1 Statutory auditors’ report on related party  
agreements and commitments  
378  
1
0.2 Statutory Financial Statements of TOTAL S.A.  
as parent company  
381  
385  
1
1
0.3 Notes to the Statutory Financial Statements  
0.4 Other financial information concerning  
the parent company  
401  
Glossary  
405  
Cross-reference lists  
411  
REGISTRATION DOCUMENT 2017  
Registration Document 2017  
INCLUDING THE ANNUAL FINANCIAL REPORT  
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 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 414 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 included in the consolidation and describes 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.  
»
On March 15, 2018  
Patrick Pouyanné  
Chairman and Chief Executive Officer  
CERTIFICATION OF THE PERSON RESPONSIBLE FOR THE REGISTRATION  
DOCUMENT  
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 16 2018 pursuant to Article 212-13 of its  
general regulations. It may be used to support a financial operation only if supplemented by a transaction note  
approved by the French Financial Markets Authority This document was prepared by the issuer and is binding for its  
signatories  
REGISTRATION DOCUMENT 2017  
1
2
REGISTRATION DOCUMENT 2017  
1
PRESENTATION OF THE GROUP –  
INTEGRATED REPORT  
1
1
.1 Presentation of the Group  
and its governance  
1.4 Solid results thanks to the integrated  
business model and strict discipline  
4
14  
1.1.1 A major energy player underpinned  
by stable governance  
1.4.1 2017 results  
14  
20  
22  
22  
4
7
1
1
1
.4.2 Liquidity and capital resources  
1.1.2 The Group in a few figures  
.4.3 Trends and outlook  
.4.4 Significant changes  
.2 An ambition that goes hand in hand  
with sustainable growth: “become  
the responsible energy major”  
1.5 Strong commitments that benefit  
sustainable growth  
9
23  
1
.2.1 A collective ambition in view of the  
challenges that must be tackled by the oil  
and gas industry  
1
1
1
.5.1 Committed R&D  
23  
23  
23  
.5.2 A targeted investment policy  
.5.3 A continuous improvement dynamic  
9
9
1.2.2 A clear strategy for sustainable growth  
1.6 A revamped organizational structure to  
support the Group’s ambition  
1
.3 Advantages that allow the Group to stand  
26  
out in a changing energy world  
10  
1
.6.1 TOTAL S.A., parent company of the  
Group and its subsidiaries  
1
.3.1 A long-standing energy player that draws  
26  
27  
on its strong identity  
10  
11  
1
.6.2 A revamped operational structure  
1
1
.3.2 Employees committed to better energy  
.3.3 The strength of the Group’s integrated  
business model  
12  
13  
1.3.4 Geographic presence: key to the Group’s  
future growth  
REGISTRATION DOCUMENT 2017  
3
 
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Presentation of the Group and its governance  
1
.1 Presentation of the Group and its governance  
1.1.1 A major energy player underpinned by stable governance  
th  
1
.1.1.1 4 largest international oil and gas major with consolidated sales of $171,493 million in  
2
017  
TOTAL, which has produced oil and gas for almost a century, is one  
of the largest international oil and gas companies and a major player  
in low carbon energies . It is present on five continents and in more  
than 130 countries.  
cleaner, more efficient, more innovative and accessible to the  
greatest number of people.  
(1)  
Energy, an essential resource, accompanies the development of  
society. In view of the major challenges faced by the world today,  
energy producers have a key role to play.  
The Group’s activities include the exploration and production of oil  
and gas, refining, petrochemicals and the distribution of energy in  
various forms to the end customer. Committed to better energy, over  
It is by relying on the support provided by its governance and by a  
diverse shareholder base that the Group will be able to fulfill its  
collective ambition to become a responsible energy major and to supply  
more affordable, more available and cleaner energy.  
9
8,000 employees help throughout the world to provide the Group's  
customers with products and services that are safer, more affordable,  
1
.1.1.2 A diverse shareholder base  
Shareholder base of TOTAL S.A. is diverse, and spread throughout the world. It comprises institutional investors, individual shareholders and  
employees committed to the Company project. For more information, refer to point 6.4 of chapter 6.  
Shareholding structure by shareholder typeꢀ  
Shareholding structure by area  
Estimates below are as of December 31, 2017, excluding treasury  
shares, based on the survey of identifiable holders of bearer shares  
conducted on that date.  
Estimates below are as of December 31, 2017, excluding treasury  
shares, based on the survey of identifiable holders of bearer shares  
conducted on that date.  
Group  
employees  
(
a)  
5.0%  
Rest  
of Europe  
Individual  
shareholders  
17.1%  
France  
Institutional  
shareholders  
7
.6%  
 t  
28.3%  
 t  
d
United Kingdom  
87.4%  
1
2.8%  
0 7 0
Rest of world  
North  
America  
8
.2%  
33.6%  
(
a) On the basis of employee shareholdings as defined in Article L.ꢀ225-102  
of the French Commercial Code, treasury shares excluded (5.0% of the  
total share capital, refer to point 6.4.1 of chapter 6).  
The number of French individual shareholders of TOTAL S.A. is estimated at approximately 450,000.  
th  
(
1) TOTAL S.A., a French limited liability company (société anonyme), currently constitutes with all of the Group’s companies, the world’s 4 largest publicly  
traded integrated oil and gas group based on market capitalization (in dollars) as of December 31, 2017.  
4
REGISTRATION DOCUMENT 2017  
 
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
Presentation of the Group and its governance  
1
.1.1.3 A Board of Directors that is fully committed and able to determine the Company’s  
strategic orientations  
1
As of March 14, 2018  
1
1
DIRECTOR  
REPRESENTING  
EMPLOYEE  
LEAD INDEPENDENT  
DIRECTOR  
SHAREHOLDERS  
1
1
2
DIRECTOR  
REPRESENTING  
EMPLOYEES  
DIRECTORS  
4
.2years  
6
0
AVERAGE YEARS  
OF SERVICE  
AVERAGE AGE  
OF DIRECTORS  
OF THE BOARD  
OF DIRECTORS  
9
0
%
6
INDEPENDENT  
NATIONALITIES  
REPRESENTED  
(a)  
DIRECTORS  
4
5.5  
%
54.5%  
(b)  
(b)  
WOMEN  
MEN  
(
a) Excluding the director representing the employee shareholders and the director representing employees, in accordance with the recommendations of the  
AFEP-MEDEF Code (point 8.3). For more information, refer to point 4.1.1.4 of chapter 4.  
(
b) Excluding the director representing employees, in accordance with Article L. 225-27-1 of the French Commercial Code.  
The Board of Directors determines the strategic orientation of TOTAL  
and supervises its implementation. It approves investment and  
disvestment operations when they concern amounts that exceed 3%  
of the Group’s equity and examines all matters related to the smooth  
running of the company. It monitors the management of both financial  
and extra-financial matters and ensures the quality of information  
provided to shareholders and to financial markets.  
Attentive to the concerns of investors and stakeholders, the Board of  
Directors pays specific attention to the balance of power within the  
Group. Consequently, every year, the Board examines desirable  
changes to its composition to try to maintain a high level of general  
independence and the full involvement of the directors in the work of  
the Board and of the Committees. It was also for these reasons that  
the Board of Directors, at its meeting on December 16, 2015,  
amended the provisions of its Rules of Procedure to provide for the  
The Board of Directors relies on the work of four Committees: the  
Audit Committee, the Governance and Ethics Committee, the  
Compensation Committee and the Strategic & CSR Committee.  
appointment of  
a Lead Independent Director in case of the  
combination of the positions of Chairman of the Board of Directors  
and Chief Executive Officer. The Lead Independent Director’s duties,  
resources and rights are described in the Rules of Procedure of the  
Board of Directors. Aside from these duties, the Chairman and Chief  
Executive Officer and the Lead Independent Director strive to  
maintain permanent contact on any important matter concerning the  
running of the Company. Since 2016, they have held monthly  
meetings. Finally, since 2016, the Lead Independent Director has  
organized executive sessions with the independent directors so that  
they may discuss the Group’s strategic challenges and working  
practices. The directors are also in regular contact with the members  
of the Group’s management team, whether members of the  
Executive Committee during Board Meetings or operational  
managers during Group site visits. Contact between the directors and  
managers enables the directors to gain a practical understanding of  
the Group’s activities.  
Composed as of March 14, 2018 of 12 directors, including 9  
independent members, the Board reflects diversity and  
complementarity of experiences, expertises, nationalities and cultures  
necessary to take account of the interests of all of the Group’s  
shareholders and stakeholders.  
Since December 2015, Patrick Pouyanné has held the position of  
Chairman and Chief Executive Officer of TOTAL S.A. The decision to  
combine the functions of Chairman of the Board of Directors and  
Chief Executive Officer was made further to work undertaken by the  
Governance and Ethics Committee, in the interests of the Company  
and in compliance with the traditions of the Group. The Board of  
Directors deemed that the unified Management Form was most  
appropriate to the Group’s organization, modus operandi and  
business, and to the specificities of the oil and gas sector. In its  
decision, the Board in particular noted the advantage of having  
unified management in strategic negotiations with governments and  
the Group’s partners. The Board of Directors regularly examines  
whether maintaining the unified management form remains  
appropriate.  
The balance of power within the Company’s bodies is thereby  
ensured by a stable and structured governance.  
REGISTRATION DOCUMENT 2017  
5
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Presentation of the Group and its governance  
Overview of the Board of Directors  
Number of  
directorships  
in listed  
Committees  
Expiry of  
term of Years’ service  
office on the Board companies  
st  
Indepen-  
dence  
1
appoint-  
ment  
Governance Compensa- Strategic  
Audit and Ethics  
(a)  
As of March 14, 2018  
Age  
Sex  
Nationality  
tion  
& CSR  
Patrick Pouyanné  
Chairman and Chief  
Executive Officer  
54  
66  
M
M
2015  
2009  
2018  
2018  
3
9
1
2
C
Patrick Artus  
•
•
●
●
Patricia Barbizet  
Lead Independent  
Director  
62  
F
2008  
2020  
10  
2
C
●
●
●
Marie-Christine  
Coisne-Roquette  
61  
59  
F
•
•
2011  
2017  
2020  
2020  
7
1
1
1
C
Mark Cutifani  
M
Maria van der  
Hoeven  
68  
66  
56  
67  
54  
49  
59  
F
F
•
•
2016  
2012  
2012  
2016  
2016  
2017  
2017  
2019  
2018  
2019  
2019  
2019  
2020  
2020  
2
6
6
2
2
1
1
2
4
4
1
0
0
2
●
●
●
●
Anne-Marie Idrac  
Gérard Lamarche  
Jean Lemierre  
●
●
M
M
F
•
C
•
(
b)  
Renata Perycz  
n/a  
n/a  
•
●
(
c)  
Christine Renaud  
Carlos Tavares  
F
M
(
(
(
a) Number of directorships held by the director in listed companies outside of his or her group, including foreign companies, assessed in accordance with the recommendations  
of the AFEP-MEDEF Code, point 18 (refer to point 4.1.1.4 of chapter 4).  
b) Renata Perycz was designated pursuant to the provisions of Article L. 225-23 of the French Commercial Code as director representing employee shareholders on the  
proposal of the employee shareholders specified by Article L. 225-102 of the French Commercial Code.  
c) Christine Renaud was designated as director representing employees by the Central Works Council of UES Amont – Global Services – Holding pursuant to the provisions of  
Article L. 225-27-1 of the French Commercial Code and of the Company’s bylaws.  
C: Chairperson.  
Activities of the Board of Directors and of the Committees  
9
93.5  
%
1
MEETINGS OF THE  
BOARD OF DIRECTORS  
IN 2017  
AVERAGE  
EXECUTIVE SESSION  
CHAIRED BY THE  
LEAD INDEPENDENT  
DIRECTOR  
BOARD MEETING  
ATTENDANCE  
RATE OF THE  
DIRECTORS  
2
3
2
7
GOVERNANCE AND  
ETHICS COMMITTEE  
COMPENSATION  
COMMITTEE  
MEETINGS  
STRATEGIC & CSR  
COMMITTEE MEETINGS  
90% ATTENDANCE  
RATE  
AUDIT COMMITTEE  
MEETINGS  
MEETINGS  
3.3% ATTENDANCE  
RATE  
9
2% ATTENDANCE  
RATE  
8
100% ATTENDANCE  
RATE  
The duties and work of the Board of Directors and of its Committees are described in point 4.1.2 of chapter 4.  
6
REGISTRATION DOCUMENT 2017  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
Presentation of the Group and its governance  
1
.1.2 The Group in a few figures  
1
1
.1.2.1 2017 key figures  
(a)  
As of December 31, 2017  
€
116.4  
PRESENT IN OVER  
€
2.48  
billion  
9
8,277  
MARKET  
DIVIDEND PER SHARE  
FOR FISCAL YEAR  
130  
EMPLOYEES  
CAPITALIZATION  
ON EURONEXT  
PARIS  
COUNTRIES  
2017  
ꢀbꢁ  
$
10.6  
$22.2  
$14.4  
$0.9  
billion  
ADJUSTED NET  
INCOME  
billion  
billion  
billion  
OPERATING CASH  
FLOW EXCLUDING  
FINANCIAL  
ORGANIC  
INVESTMENTS  
R&D  
INVESTMENTS  
ꢀGROUP SHAREꢁ  
EXPENSES  
5
PRODUCTION  
GROWTH  
%
3
0.8  
%
10.1%  
RETURN ON  
EQUITY  
13.8%  
NET-DEBT-TO-  
EQUITY RATIO  
EXPLORATION  
PRODUCTION  
DOWNSTREAM  
RETURN ON  
CAPITAL  
&
EMPLOYED  
(
(
a) For a definition of the various performance indicators, refer to point 1.4.1.2 of this chapter and to Note 3 to the Consolidated Financial Statements (point 8.7  
of chapter 8).  
b) Subject to approval by the Shareholders’ Meeting on June 1, 2018.  
1
.1.2.2 Key figures by segment  
Exploration & Production  
(
a)  
Hydrocarbon production (kboe/d)  
Liquids and gas proved reserves (Mboe)  
2,566  
11,580 11,518 11,475  
2,452  
2
,347  
761  
664  
757  
5,605  
5,414  
5,450  
(
i.e., 47%)  
6
54  
59  
6
39  
634  
517  
5
5
31  
6,025  
5,975  
6,104  
(i.e., 53%)  
2
2
55  
58  
279  
265  
348  
244  
2
015  
2016  
2017  
2015  
Liquids  
2016  
Gas  
2017  
(a)  
Africa  
Europe and Central Asia  
Middle East and North Africa  
Americas Asia-Pacific  
(
$
a) Proved reserves based on SEC rules (Brent at $54.36/b in 2017,  
42.82/b in 2016 and $54.17/b in 2015).  
(a) Excluding North Africa.  
Gas, Renewables & Power  
(a)  
Installed power capacities by gas or renewables  
Managed LNG volumes  
(
Mt)  
2015  
2016  
2017  
(MW)  
2015  
2016  
2017  
Managed LNG volumes  
12.8  
12.9  
15.6  
Installed power capacities  
by gas or renewables  
687  
804  
903  
(
a) In Group's equity stake.  
REGISTRATION DOCUMENT 2017  
7
 
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Presentation of the Group and its governance  
Refining & Chemicals and Marketing & Services  
(a)  
Crude oil refining capacity (kb/d)  
Petrochemicals production capacity by geographic area  
as of December 31, 2017  
2
,247  
2,011  
2,021  
Asia & the Middle East  
5
,727 kt  
 t  
0
1
,699  
1,454  
1,454  
Europe  
10,293 kt  
1
98  
202  
355  
202  
365  
Americas  
5,382 kt  
350  
2
015  
2016  
Americas  
2017  
Europe  
Asia & the Middle East  
(
a) Capacity data based on crude distillation unit stream-day capacities  
under normal operating conditions, less the average impact of  
shutdowns for regular repair and maintenance activities.  
Petroleum product sales (kb/d)  
Including Trading  
Marketing & Services petroleum product sales  
by geographic area in 2017  
Middle East  
4
,183  
4
,005  
4,019  
4
5 kb/d  
(a)  
Asia-Pacific  
2
,355  
2,142  
173 kb/d  
2
,184  
Americas  
Europe  
8
1 kb/d  
s  t  
6
8
19  
5
551  
139  
517  
604  
158  
560  
1
,049 kb/d  
5
70  
 7 0
Africa  
5
47  
621  
555  
431 kb/d  
2
015  
Europe  
Americas  
2016  
Africa  
Asia-Pacific  
2017  
Middle East  
(a)  
(
a) Including Indian Ocean islands.  
(a) Including Indian Ocean islands.  
1
.1.2.3 Workforce  
(
a)  
(a)  
Employees by segment  
Employees by region  
Marketing  
&
Services  
Rest of Europe  
21.6%  
26.1%  
Exploration  
Refining & Chemicals  
49.1%  
Trading & Shipping  
France  
&
Production  
 t  
0 7 0
 t  
 0
32.5%  
1
4.3%  
0.7%  
Corporate  
2.5%  
Rest of the world  
Gas, Renewables  
Power  
&
41.4%  
11.8%  
(
a) Refer to point 5.1.1 of chapter 5.  
(a) Refer to point 5.1.1 of chapter 5.  
Workforce as of December 31, 2017: 98,277  
Workforce as of December 31, 2017: 98,277  
8
REGISTRATION DOCUMENT 2017  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
An ambition that goes hand in hand with sustainable growth: “become the responsible energy major”  
1
.2 An ambition that goes hand in hand with sustainable  
1
growth: “become the responsible energy major”  
1.2.1 A collective ambition in view of the challenges that must be tackled  
by the oil and gas industry  
TOTAL is an integrated energy group and one of the world’s largest.  
It is invested with an economic and social mission: as a player within  
and a beneficiary of economic globalization, it wishes to make its  
success a vector of progress that benefits to the greatest number of  
people.  
This vocation is to be accomplished in a responsible manner and by  
working to make an effective contribution to the climate change  
issue, in particular.  
Meeting the energy needs of a growing global population, providing  
concrete solutions to help limit global warming, adapting to new  
patterns of consumption and changes to the expectations of  
customers and stakeholders constitute the challenges that a major  
energy player like TOTAL can help to tackle.  
Sustainable Development Goals (SDGs) were adopted by the United  
Nations in 2015. These goals acknowledge the decisive role  
corporations can play in economic and social development and ask  
them to show responsibility and innovation in finding solutions to  
global sustainable development challenges.  
To respond to these challenges, TOTAL's ambition over the next  
2
0 years is to become the responsible energy major by contributing  
In 2016, TOTAL committed itself to contributing to the achievement  
of the SDGs by implementing the recommendations of the United  
Nations. Consequently, the Group has embarked on a structured  
approach to identify and prioritize the SDGs on which it can have the  
greatest impact, such as climate change, decent work and human  
rights, and access to energy.  
to the supply of more affordable, more available and cleaner energy  
to the greatest number of people:  
▪
more affordable – as low-cost energy is essential to favor the  
economic development of billions of people who wish to improve  
their living conditions;  
▪
▪
more available – as people expect energy to be continuously  
available and accessible on a daily basis;  
Access to energy is a source of progress and a condition for  
economic and social development and for the improvement of living  
conditions of people around the world. In most countries, and in the  
developing world in particular, access to low-cost energy is a priority  
as it is a pillar of development.  
cleaner – as the Group intends to reduce the environmental  
2
footprint and the CO emissions of its operations, and to actively  
contribute to finding solutions that limit the impact of climate  
change, particularly by providing its customers with a mix of energy  
products whose carbon intensity is regularly reduced.  
The Group’s vocation is to produce the energy that the world needs,  
and will need in the future, and to make it accessible to the greatest  
(1)  
number of people – over one billion people still have no access to  
electricity.  
1.2.2 A clear strategy for sustainable growth  
To fulfill this ambition, TOTAL is deploying a clear strategy that is  
based on four main priorities and that integrates the challenges of  
climate change, using as a point of reference the 2°C Sustainable  
Development Scenario of the International Energy Agency (IEA):  
▪
increase the distribution of petroleum products, particularly in  
high-growth regions, and offer innovative solutions and services  
that meet the needs of customers above and beyond the supply of  
petroleum products; and  
▪
drive profitable and sustainable growth in Exploration & Production  
activities, with priority given to the production of gas (the fossil fuel  
that emits the least amount of carbon dioxide) and constant  
emphasis on producing at a competitive cost by ensuring strict  
investment discipline;  
▪
expand along the full gas value chain by unlocking access to new  
markets, and develop profitable low carbon businesses, in  
particular renewable energies and biofuels.  
In addition, TOTAL intends to strengthen its involvement in the  
circular economy and implement a program of actions, particularly in  
the following areas: purchasing, waste management, new ranges of  
polymers, solarization of service stations and improved efficiency  
energy.  
▪
carry on enhancing the competitiveness of major integrated refining  
and petrochemical platforms;  
(1) Source: Energy Access Outlook 2017 published by the International Energy Agency (IEA).  
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1
Advantages that allow the Group to stand out in a changing energy world  
1
.3 Advantages that allow the Group to stand out  
in a changing energy world  
To become the responsible energy major and to help provide specific  
solutions to major challenges that are to emerge over coming  
decades, TOTAL can rely on several advantages: its strong identity  
and values, the know-how of employees committed to better energy  
its integrated business model and its geographic presence.  
1.3.1 A long-standing energy player that draws on its strong identity  
Energy is rooted in TOTAL’s history.  
A producer of oil and gas for almost a century, the Group history  
started in 1924 with the creation of Compagnie française des pétroles  
opened sites around the world by positioning itself in the gas, refining  
and petrochemical segments and the distribution of petroleum  
products, solar power, bioenergies and electricity.  
(CFP), which began its oil production activities in the Middle East at  
this time. Over the years, the Group has diversified its activities and  
1
.3.1.1 Key dates of the Group’s history  
1920  
1924  
1927  
1933  
1939  
Creation in Brussels by an Antwerp-based group of bankers and investors of Compagnie Financière belge des Pétroles, known as Petrofina  
Creation of Compagnie française des Pétroles (CFP) by Raymond Poincaré, French Prime Minister  
Initial discovery of the Kirkuk field in Iraq; the field’s reserves are considerable  
Commissioning of the Gonfreville refinery in Normandy (France) with an annual capacity of 900,000 t of crude oil  
Discovery in France of the Saint Marcet gas field by Centre de recherches de pétrole du Midi  
Creation of Régie Autonome des Pétroles (RAP), which later became the Elf Group  
1
941  
Creation of Société nationale des pétroles d’Aquitaine (SNPA)  
Creation of Bureau de recherches de pétroles (BRP)  
1945  
1947  
1951  
1954  
1956  
1960  
1961  
1965  
1966  
1967  
1970  
1971  
Creation of Compagnie Française de Distribution des Pétroles en Afrique  
Discovery of the Lacq gas field (France) by SNPA  
Launch of the TOTAL brand by CFP  
Discovery of the Edjeleh, Hassi R’Mel (gas) and Hassi Messaoud (oil) fields in the Algerian Sahara  
Construction of the Gonfreville steam cracker (France) to respond to the growing demand for plastic  
Discovery of the first offshore fields in Gabon; the Anguille field was the first one found  
TOTAL acquires Desmarais Frères, an important player in the distribution market  
Creation of Entreprise de recherches et d’activités pétrolières (ERAP) following the merger of BRP and RAP  
Launch of the ELF brand  
Elf takes control of Antar  
The Ekofisk field in the North Sea starts production  
Creation of GIE ATO, a joint venture between SNPA and TOTAL in the chemicals industry  
1974  
1976  
1980  
1982  
1983  
Hutchinson-Mapa joins the Group  
Creation of Société nationale Elf Aquitaine (SNEA) following the merger of ERAP and SNPA  
Creation of Chloé Chimie, a joint venture between Elf Aquitaine, CFP and Rhône Poulenc  
Drilling by CFP of the first deep-offshore well in the Mediterranean Sea  
Birth of the company Atochem, an SNEA subsidiary, following the merger of ATO Chimie, Chloé Chimie and a part of Péchiney Ugine Kuhlmann  
Opening of the first self-service station in France  
1
1
1
2
985  
994  
996  
000  
CFP becomes Total-CFP and then TOTAL in 1991  
Disposal by the French state of its majority stake in the capital of Elf Aquitaine  
Disposal by the French state of its remaining stake in the capital of Elf Aquitaine  
th  
Following the incorporation of Fina in 1999, TOTAL acquires Elf Aquitaine. The new Group is called, TotalFinaElf and is the world’s 4 largest oil  
major  
2
2
2
2
2
2
001  
003  
006  
011  
016  
017  
The Girassol field on Block 17 in Angola starts production  
TotalFinaElf changes its name to TOTAL  
Spin-off of Arkema  
Investment in the solar energy segment with the acquisition of 60% of the US company, SunPower  
Acquisition of Saft Groupe, a battery manufacturer  
Announcement of the acquisition of Mærsk Oil & Gas A/S in a share and debt transaction  
Announcement of the acquisition of Engie’s LNG business  
1
0
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Advantages that allow the Group to stand out in a changing energy world  
1
.3.1.2 Five strong values at the heart of the Group  
Safety, Respect for Each Other, Pioneer Spirit, Stand Together and  
Performance-Minded represent, just as its history, the part of  
TOTAL's identity shared by all employees. These values guide the  
daily actions and relations of the Group with its stakeholders.  
1
“These values describe and unite us. They are the levers on which we rely to achieve our ambition of becoming the responsible energy  
major.”  
Patrick Pouyanné, Chairman and Chief Executive Officer  
These five strong values also require all of TOTAL's employees to act  
in an exemplary manner in priority in the following areas: safety,  
security, health, environment, integrity in all of its forms (particularly,  
the prevention of corruption, fraud and anti-competitive practices)  
and human rights.  
It is through strict adherence to these values and to this course of  
action that the Group intends to build strong and sustainable growth  
for itself and for all of its stakeholders, and thereby deliver on its  
commitment to better energy.  
1.3.2 Employees committed to better energy  
over  
150  
9
8,277  
3
3
%
26%  
EMPLOYEES AS OF  
DECEMBER 31,  
ARE WOMEN  
OF MANAGERS  
ARE WOMEN  
NATIONALITIES  
REPRESENTED  
2017  
2
56  
5
00  
over  
1,700  
ACTIVE AGREEMENTS  
INDUSTRIAL,  
COMMERCIAL AND  
SUPPORT  
ꢀ
INCLUDING 160 IN  
FRANCEꢁ WITH  
COMPETENCIES  
WITHIN THE  
GROUP  
TRAINING COURSES  
EMPLOYEE REPRESEN-  
TATIVES AT THE  
END OF 2017  
AVAILABLE  
1
.3.2.1 Employee diversity, a competitive edge  
The Group is an image of its employees: diverse. The diversity of  
talents within TOTAL is crucial to its competitiveness, innovative  
capacity and attractiveness.  
Such diversity is an essential asset for the Group. The capacity of  
Group employees to mobilize themselves and act in an  
entrepreneurial spirit is vital. It enables ambitious projects to be  
completed and offers everyone the opportunity to give meaning to  
their work and grow professionally. Diversity is embodied, in  
particular, by the presence of more than 20% women members on  
management committees (head office and subsidiaries). This reality  
testifies to the Group’s desire to strengthen diversity as a vector of  
innovation and progress.  
With over 150 nationalities represented, a workforce of which 33% is  
made up of women and 26% of managers are women, a presence in  
over 130 countries, and more than 500 business-related competencies,  
it goes without saying that the Group is a global player. A wide range of  
opinions enables innovative solutions and new opportunities to arise.  
“Women and men are at the heart of our collective project. Our employees – in all corners of the planet and thanks to their individual  
commitment – are the energy that drives our Group forward. This diversity is an invaluable asset that makes it possible to accomplish  
ambitious projects.”  
Namita Shah, President, People & Social Responsibility  
1
.3.2.2 Employee commitment is essential to the success of the Company project  
The Group addresses its challenges thanks to the commitment of its  
TOTAL has adopted a proactive approach by subscribing to the  
principles of numerous national and international agreements that fight  
against all forms of discrimination and by striving to ensure the safety  
and security of its employees and the respect of their fundamental  
rights. The Group has a long-standing commitment to promoting equal  
opportunity and diversity, which constitute, for everyone, a source of  
development where only expertise and talent count.  
employees. It is for this reason that the Group strives to ensure that the  
most demanding safety, ethics and integrity, management and social  
performance practices are implemented wherever it operates. The aim  
of this process is to create the conditions that enable everyone to fulfill  
his or her potential and TOTAL to pursue its development.  
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PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Advantages that allow the Group to stand out in a changing energy world  
(
1)  
The Group is also committed to social dialogue, which is one of the  
vectors used to modernize companies. Among the numerous  
stakeholders with which TOTAL maintains regular dialogue, the  
and training (78% of employees within the scope of the WHRS took  
at least one course in 2017).  
The technical and commercial know-how of employees and their  
ability to manage large projects underpin the Group’s operational  
excellence and are essential for the Group’s development. It is thanks  
to the recognized expertise of its employees that TOTAL is able to  
form partnerships of trust with the world’s main producing and  
consuming nations in the most demanding areas, such as deep  
offshore, liquefied natural gas (LNG), low carbon energy, refining and  
petrochemicals, which are also areas in which the Group has  
developed some of the most high-performance platforms. It is for this  
reason that all employees, regardless of their function, are  
encouraged to build on their expertise and competencies by  
accessing a wide range of trainings.  
Group’s employees and their representatives have  
position and role.  
a privileged  
This approach is illustrated by several commitments made by the  
Group, such as its adhesion on December 21, 2017 to the Global  
Deal initiative, alongside about 60 partners, states, trade unions,  
companies and international organizations. This international  
multi-party initiative aims to fight against inequality, encourage social  
dialogue and promote a fairer globalization. It states that social  
dialogue, collective bargaining and trade-union freedom play an  
essential role in the fulfillment of Sustainable Development Goals  
(SDGs 8, 10 and 17) of the United Nations. Similarly, the signing of a  
global agreement with the trade union federation IndustriALL in 2015  
guarantees for the Group’s employees a high level of commitment to  
social matters in countries where the Group operates. The Group had  
In order to improve the Group’s social performance, the expectations  
of employees are regularly listened to and discussed. For example,  
Total Survey gathers the views and improvement suggestions of tens  
of thousands of employees every two years.  
2
56 active agreements (including 160 in France) with employee  
representatives in place at the end of 2017.  
This approach testifies to the Group’s desire to entrench  
continuous improvement process that benefits everyone. For more  
information, refer to point 5.1 of chapter 5.  
a
TOTAL encourages a managerial policy that favors commitment,  
accountability and the evaluation of performance; this policy is  
supported by the promotion of functional and geographic mobility  
1.3.3 The strength of the Group’s integrated business model  
1
.3.3.1 A resilient integrated business model  
Oil and gas are commodities that are traded on markets that are  
known for their volatility. To manage this constraint as well as  
possible, TOTAL opted for an integrated business model with  
activities throughout the oil and gas value chain. It extends from  
exploration and production, refining, liquefaction, petrochemicals and  
trading to, finally, the distribution of products to the end customer.  
This business model enables the Company to benefit from synergies  
between different activities and from price volatility. It also enables the  
Company to manage the bottom of the cycle better and capture  
margin when the market improves. Thanks to an integrated business  
model, the Group’s Upstream activities, which are more dependent  
on the price of oil, can complement its Downstream activities, which  
–
at the bottom of the cycle – enable the Group to benefit from added  
value untapped by the Upstream part of the business.  
“It is thanks to the effectiveness of our integrated business model for the oil chain that we were able to withstand high oil-price volatility.  
And it is the same model that we apply to gas and renewable energies, both intended for the generation of electricity.”  
Patrick Pouyanné, Chairman and Chief Executive Officer  
TOTAL’S  
ACTIVITIES  
1
1
EXPLORE AND PRODUCE  
1
2
3
OIL AND GAS  
SOLAR  
BIOMASS  
1
2
TRANSFORM AND DEVELOP  
4
5
6
SPECIALTY CHEMICALS  
POLYMERS  
3
REFINING - PETROCHEMICALS  
5
4
SHIP AND MARKET  
7
8
TRADING  
- SHIPPING  
PRODUCTS AND SERVICES  
6
8
7
8
8
(
1) The Worldwide Human Resources Survey (WHRS) is an annual survey which comprises about 100 indicators in addition to those used in the Global  
Workforce Analysis. Refer to point 5.4.2 of chapter 5.  
1
2
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Advantages that allow the Group to stand out in a changing energy world  
1
.3.3.2 An integrated business model to be developed on the gas-renewables-electricity chain  
In the coming years, according to the IEA, the growth in demand for  
Preference will be given to three main priorities:  
1
electricity is expected to outstrip global demand for energy. In light of  
the digitization of the economy, the mobility revolution, and  
decentralized generation, many products and services are going to  
be “electrified” while, at the same time, a growing share of the world’s  
population will benefit from access to electricity.  
▪
▪
▪
integration on the gas chain from production to liquefaction and  
distribution,  
the generation of electricity using gas or renewable energies and  
its storage; and  
the trading and the sale of gas or electricity as the producer, or not.  
To fulfill its ambition, the Group intends to apply this integrated  
business model to the electricity chain, from the production of low  
carbon energy to the generation of electricity.  
1.3.4 Geographic presence: key to the Group’s future growth  
It is thanks to its pioneer spirit and sense of solidarity that TOTAL has  
become a global oil and gas major and that it has forged partnerships  
of trust with host countries. Remaining loyal to these principles  
means being permanently open to new alliances, which are key to the  
Group’s development, despite geopolitical uncertainty.  
substantial resources, Asia, in order to benefit from this market’s high  
rate of growth, and Russia, where TOTAL is working on major  
industrial projects and maintains a special and long-term relationship  
with local industrial players.  
It is thanks to a strong and lasting geographic presence that the  
Group will be able to meet its goal of becoming a recognized partner  
in the sustainable economic and social development of the  
communities and regions in which it operates for the creation of  
shared value.  
1.3.4.2 Managing geopolitical uncertainty  
The world is confronted by political and geopolitical uncertainty  
characterized by tension connected to conflict and war in countries  
such as Syria, Iraq, Yemen and Libya. It is exacerbated by  
international terrorism.  
In this context, TOTAL intends to develop its activities by putting its  
competencies to the benefit of each of the countries where it  
operates, by complying with applicable laws and international  
economic sanctions where imposed. The Group also ensures that the  
capital invested in the most sensitive countries remain at a level  
limiting its exposure in each of them.  
1
.3.4.1 From one history to one ambition  
The Group is present in over 130 countries and on 5 continents.  
There are three geographic regions in particular that represent the  
historical foundations of TOTAL’s strategy and today stand out  
thanks to the quality of the on-site teams and solid partnerships  
forged over time.  
This is the process that TOTAL intends to pursue and has, in fact,  
already been acted upon following its decision to carry on investing in  
Russia while complying with the economic sanctions imposed by the  
United States and Europe, and following its decision to develop  
activities in Iran in the diplomatic framework set in January 2016 and  
resulting from the Joint Comprehensive Plan of Action (JCPOA). The  
Group, if needed, stops its activities in countries that become too  
risky (such as Yemen and Syria).  
▪
Europe: The core of the Group’s knowledge. Europe is home to  
the Group’s decision-making center; it is the hub of its research  
and innovation work and constitutes a strong industrial base;  
▪
Middle East: The Group began its production activities in this  
region and is recognized in the Middle East as a partner of choice  
among producing nations and their national oil companies. The  
aim of the Group is to develop its activities in all business lines in  
this region, even when geopolitical tension rises;  
Loyalty to its partners, particularly during such kind of situations, is  
also a strong characteristic of the Group.  
▪
Africa: TOTAL is the largest major on the basis of the volume of  
hydrocarbon production and by the number of Group-branded  
TOTAL’s activities wherever they are, are carried out in strict adherence  
to applicable laws and covered by compliance and risk management  
procedures. It was within this framework that a full-time compliance  
coordinator for Iran was appointed within the Group in 2016, for  
example.  
(1)  
service stations on the African continent . TOTAL generates  
electricity from renewable sources. The Group intends to remain  
the continent’s partner of choice and to contribute to its economic  
and social development through the creation of shared value.  
Today, new regions which are vital for the Group have appeared,  
particularly the Americas, which represent a strong growth opportunity  
for all of the Group’s businesses due, in particular, to this region’s  
By continuing to invest and to supply energy, the Group helps to  
maintain conditions that favor the economic development of these  
regions.  
“During these troubled times, our industry can and must be a stabilizing factor.”  
Patrick Pouyanné, Chairman and Chief Executive Officer  
For more information on risk factors, internal control and risk management procedures and reasonable vigilance measures implemented by the  
Group, refer to points 3.1, 3.3 and 3.5 of chapter 3.  
(1) Source: Public data. IHS.  
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PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Solid results thanks to the integrated business model and strict discipline  
taking general-interest measures in the countries where it operates. In  
the face of growing inequality and significant environmental  
challenges, the Group wishes to bolster its civic engagement and  
implement a new societal engagement policy as from 2018. It wishes  
to act in a way that ensures the vitality and sustainability of the  
territories in which the Group is present by putting actions that benefit  
young people first.  
1
.3.4.3 A local socio-economic development  
partner  
Safety, integrity, respect for human rights, and societal and  
environmental responsibility are principles and values that form part of  
the Group’s operating processes. If TOTAL has been able to build  
and develop partnerships throughout the world, it is also because it  
has incorporated a local value creation process into its development  
In order to boost the impact of its societal initiatives, TOTAL has  
selected four areas of intervention that it considers to be vital for the  
territories’ sustainable development:  
model. This process is systematic, professional and  
competitive advantage.  
a major  
Based on dialogue with the local population and public and private  
players, this process is used to identify development priorities and  
create synergies. The Group intends to apply this approach over the  
long term to ensure that its major projects create shared wealth.  
▪
▪
forests and climate, for a beneficial environment for humans;  
integration and qualification of young people, for the autonomy of  
young people in socially vulnerable situations;  
▪
▪
road safety, for safer mobility; and  
In addition to the societal initiatives that are directly related to the  
Group’s industrial activities, TOTAL has also been committed to  
culture and heritage, for dialogue between cultures.  
1.4 Solid results thanks to the integrated business model  
and strict discipline  
1.4.1 2017 results  
In 2017, the Group took advantage of the cyclical low to launch five  
Upstream projects, including the first phase of the Libra development  
in Brazil as well as petrochemical investment projects in the United  
States and South Korea. In the Exploration & Production segment,  
the Group is preparing for future growth with the acquisition of  
Mærsk Oil, strengthening its position in the North Sea, and finalized  
its entry into the Lapa and lara fields in Brazil in early 2018. In the  
U.S. Gulf of Mexico, the Group participated in a major discovery at  
the Ballymore prospect. In the framework of reinforcing its integrated  
gas strategy, it announced the acquisition of the LNG business of  
Engie to take full advantage of the fast-growing LNG market.  
Marketing & Services continues to grow, notably by expanding its  
retail network into Mexico.  
1
.4.1.1 Outlook for the 2017 fiscal year  
The Brent price rose to $54/b on average in 2017 from $44/b in 2016  
while remaining volatile. The Group demonstrated its ability to capture  
the benefit of higher prices by reporting adjusted net income of  
$
10.6 billion, a 28% increase (compared to a 24% increase in Brent)  
from 2016, and a return on equity above 10%, the highest among the  
majors. The Upstream, in particular, increased its results by more  
than 80% and its operating cash flow before working capital changes  
by close to 40%.  
Financial discipline was successfully maintained. Organic investments  
were $14.4 billion (excluding acquisitions), in line with guidance of  
$
13-15 billion, and cost savings reached $3.7 billion in 2017, more  
than the target of $3.5 billion. Production costs fell to $5.4/boe in  
017 from $9.9/boe in 2014.  
The strategy implemented since 2015 has enabled the Group to  
reduce its pre-dividend organic breakeven to $27/b in 2017 and  
generate $22 billion of debt-adjusted cash flow (DACF). The Group  
also continued to strengthen its balance sheet, ending the year with a  
2
These strong results were driven by production growth (5% in 2017),  
notably the start-up of the Moho Nord giant project in the Republic of  
the Congo, the ramp-up of Kashagan in Kazakhstan and the entry  
into Al Shaheen in Qatar. The Downstream confirmed again this year  
its ability to generate about $7 billion of operating cash flow before  
working capital changes and reported a return on capital employed of  
more than 30%.  
1
3.8% gearing, a significant decrease compared to 2016.  
In this context, considering the anticipated growth in cash flow from  
018 forward from increasing production and leverage to oil prices,  
2
the Board of Directors decided to eliminate the discount on the scrip  
dividend and to propose a shareholder return policy for the coming  
three years (refer to point 1.4.1.9 of this chapter).  
“Since 2015, we have acquired more than 5 billion barrels at a low breakeven point. […] Our offensive counter-cyclical position was well  
understood: it is our discipline with regards to costs and our selective choice of investments that drive our ambitions, all of which is  
underpinned by one key goal: profitable growth.”  
Patrick de La Chevardière, Chief Financial Officer  
1
4
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Solid results thanks to the integrated business model and strict discipline  
1
.4.1.2 Group 2017 results  
Consolidated data in millions of dollars, except for earnings per share, dividends, number of shares and percentages.  
1
(
M$)  
2017  
11,936  
8,631  
2016  
9,410  
6,196  
8,287  
2,390  
3.38  
2015  
11,327  
5,087  
(
a)  
Adjusted net operating income from business segments  
Net income (Group share)  
(
a)  
Adjusted net income (Group share)  
10,578  
2,495  
10,518  
2,304  
Fully diluted weighted-average shares (millions)  
(
a)(b)  
Adjusted fully-diluted earnings per share (dollars)  
4.12  
4.51  
(
c)  
Dividend per share (euros)  
2.48  
2.45  
2.44  
Net-debt-to-equity ratio (as of December 31)  
Return on average capital employed (ROACE)  
Return on equity (ROE)  
13.8%  
9.4%  
27.1%  
7.5%  
28.3%  
9.4%  
(
d)  
10.1%  
16,896  
5,264  
8.7%  
11.5%  
28,033  
7,584  
(
e)  
Gross investments  
Divestments  
20,530  
2,877  
17,757  
17,484  
16,988  
17,581  
16,521  
(
f)  
Net investments  
Organic investments  
Operating cash flow before working capital changes  
11,636  
14,395  
21,135  
22,183  
22,319  
20,360  
22,976  
19,376  
19,839  
19,946  
(
g)  
(
h)  
(i)  
Operating cash flow before working capital changes w/o financial charges (DACF)  
Cash flow from operations  
(
(
a) Adjusted results are defined as income using replacement cost, adjusted for special items, excluding the impact of changes for fair value (refer to Note 3 to the  
Consolidated Financial Statements, point 8.7 of chapter 8).  
b) Based on fully diluted weighted-average number of common shares outstanding during the period. In accordance with IFRS norms, adjusted fully diluted earnings per  
share is calculated from the adjusted net income less the perpetual subordinated bond coupon.  
(c) 2017 dividend: subject to approval at the Annual Shareholders’ Meeting on June 1, 2018.  
(
d) Based on adjusted net operating income and average capital employed at replacement cost (refer to Note 3 to the Consolidated Financial Statements, point 8.7 of  
chapter 8).  
(
(
(
(
e) Including acquisitions and increases in non-current loans.  
f) Net investments = gross investments – divestments – repayment of non-current loans – other operations with non-controlling interests.  
g) Organic investments = net investments excluding acquisitions, asset sales and other operations with non-controlling interests.  
h) Operating cash flow before working capital changes, previously referred to as adjusted cash flow from operations, is defined as cash flow from operating activities  
before changes in working capital at replacement cost. The inventory valuation effect is explained in Note 3 of the Consolidated Financial Statements (refer to point 8.7  
of chapter 8).  
(
i) DACF = debt adjusted cash flow. Cash flow from operating activities before changes in working capital at replacement cost, without financial charges.  
Market environment  
Exchange rate €-$  
Brent ($/b)  
2017  
1.13  
54.2  
40.9  
2016  
1.11  
43.7  
34.1  
2015  
1.11  
52.4  
48.5  
(a)  
European refinery margin indicator (ERMI) ($/t)  
(
a) The ERMI (European refining margin indicator) is a Group indicator intended to represent the margin after variable costs for a hypothetical complex refinery located  
around Rotterdam in Northern Europe (for additional information, refer to the glossary).  
(
a)  
Adjustments items to net income (Group share) (M$)  
Special items affecting net income (Group share)  
Gain (loss) on asset sales  
2017  
(2,213)  
2,452  
(66)  
2016  
(2,567)  
267  
2015  
(4,675)  
1,810  
(72)  
Restructuring charges  
(32)  
Impairments  
(3,884)  
(715)  
(2,097)  
(705)  
(3)  
(5,447)  
(966)  
Other items  
Effect of changes in fair value  
(16)  
(9)  
After-tax inventory effect FIFO vs. replacement cost  
TOTAL ADJUSTMENTS AFFECTING NET INCOME (GROUP SHARE)  
282  
479  
(747)  
(1,947)  
(2,091)  
(5,431)  
(
a) For details on adjustments to operational income, refer to Note 3C of the Consolidated Financial Statements (point 8.7 of chapter 8).  
REGISTRATION DOCUMENT 2017  
15  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Solid results thanks to the integrated business model and strict discipline  
Adjusted net operating income from the business  
segments  
The effective tax rate for the Group was 31.1% for the full-year 2017,  
compared to 25.0% in 2016, mainly due to the higher tax effective  
rate for the Exploration & Production segment in the context of higher  
hydrocarbon prices and the larger share of Exploration & Production  
in the Group’s annual results, partially offset by the tax refund from  
the French government related to dividend tax.  
The adjusted net operating income from the business segments was  
$
11,936 million for the full-year 2017, an increase of 27% over one  
year, mainly due to the 86% increase in contribution from Exploration  
Production which benefited from new projects ramp-ups and  
&
higher prices.  
Divestments – acquisitions  
Assets sales completed were $4,239 million for the full-year 2017,  
essentially comprised of the sale of Atotech, mature assets in Gabon,  
Gina Krog in Norway, part of the interest in the Fort Hills project in  
Canada, the SPMR pipeline and of LPG activities in Germany.  
Adjusted net income (Group share)  
Adjusted net income was $10,578 million for the full-year 2017, an  
increase of 28%. The increase was the result of a much higher  
contribution from Exploration & Production and the continued  
decrease in the Group’s breakeven.  
Acquisitions completed were $1,476 million for the full-year 2017,  
mainly comprised of the bonus related to the license for Elk-Antelope  
in Papua New Guinea, a marketing and logistics network in East  
Africa, and a 23% equity share in Tellurian Inc.  
Adjusted net income excludes the after-tax inventory effect, special  
(1)  
items and the impact of changes in fair value .  
Total adjustment affecting net income (Group share) were of  
In addition, in early 2018, the Group finalized the acquisition of assets  
in Brazil from Petrobras for $1.95 billion as well as the sale of  
TotalErg in Italy for $415 million (including the LPG business and the  
B2B).  
$
(1,947) million for the full-year 2017, including mainly impairments of  
Fort Hills in Canada, Gladstone LNG in Australia and assets in the  
Republic of the Congo, partially offset by the gain made on the sale of  
Atotech.  
Finally, in March 2018, TOTAL S.A. finalized the acquisition of Mærsk  
Oil in a share and a debt transaction.  
Profitability  
Return on equity for the twelve months ended December 31, 2017 was 10.1%, an increase compared to last year.  
January 1, 2017  
December 31, 2017  
January 1, 2016  
December 31, 2016  
(
M$)  
Adjusted net income  
10,762  
8,447  
96,929  
8.7%  
Average adjusted shareholders’ equity  
Return on equity (ROE)  
106,078  
10.1%  
Return on average capital employed increased to 9.4% in 2017 from 7.5% in 2016.  
January 1, 2017  
December 31, 2017  
January 1, 2016  
December 31, 2016  
(
M$)  
Adjusted net operating income  
Average capital employed  
11,958  
9,274  
127,575  
124,283  
(a)  
Return on average capital employed  
(ROACE)  
9.4%  
7.5%  
(
a) Based on adjusted net operating income and average capital employed at replacement cost (refer to Note 3 to the Consolidated Financial Statements,  
point 8.7 of chapter 8).  
(1) For details on adjustments to operational income, refer to Note 3C of the Consolidated Financial Statements (point 8.7 of chapter 8).  
1
6
REGISTRATION DOCUMENT 2017  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
Solid results thanks to the integrated business model and strict discipline  
1
.4.1.3 Exploration & Production segment results  
1
(
a)  
Environment – liquids and gas price realizations  
Brent ($/b)  
2017  
54.2  
50.2  
4.08  
38.7  
2016  
43.7  
40.3  
3.56  
31.9  
2015  
52.4  
47.4  
4.75  
39.2  
Average liquids price ($/b)  
Average gas price ($/Mbtu)  
Average hydrocarbon price ($/boe)  
(
a) Consolidated subsidiaries, excluding fixed margins.  
In 2017, market conditions were more favorable than in 2016. The average realized price of liquids increased by 25% and the average realized  
gas price by 15%.  
Hydrocarbon production  
Liquids (kb/d)  
2017  
1,346  
6,662  
2,566  
2016  
1,271  
6,447  
2,452  
2015  
1,237  
6,054  
2,347  
Gas (Mcf/d)  
Combined production (kboe/d)  
In 2017, hydrocarbon production was 2,566 kboe/d, an increase of  
partially offset by the exit from the southern sector of the Republic  
of the Congo and asset sales in Norway;  
5
% compared to 2016, due to the following:  
▪
+5% due to new start-ups and ramp-ups, notably Moho Nord,  
Kashagan, Edradour and Glenlivet, and Angola LNG;  
▪
▪
+1% related to improved security conditions in Libya and in  
Nigeria; and  
▪
+2% portfolio effect, mainly due to taking over the giant  
AlꢀShaheen oil field concession in Qatar and acquiring an additional  
-3% due to natural field decline, the PSC price effect and OPEC  
quotas.  
7
5% interest in the Barnett shale gas field in the United States,  
Results  
(
M$)  
2017  
5,985  
2016  
3,217  
2015  
4,330  
(
a)  
Adjusted net operating income  
(
b)  
Gross investments  
Divestments  
12,802  
1,918  
16,085  
2,187  
24,233  
2,880  
(
c)  
Organic investments  
Operating cash flow before working capital changes w/o  
11,310  
14,464  
20,536  
(
d)  
financial charges (DACF)  
14,753  
11,459  
10,592  
9,010  
11,920  
11,567  
Cash flow from operations  
(
a) Adjusted results are defined as income at replacement cost, excluding non-recurring items and excluding the impact of fair value changes (refer to Note 3 to the  
Consolidated Financial Statements, point 8.7 of chapter 8).  
(
(
(
b) Including acquisitions and increases in non-current loans.  
c) Organic investments = net investments, excluding acquisitions, divestments and other operations with non-controlling interests.  
d) DACF = debt adjusted cash flow. Cash flow from operating activities before changes in working capital at replacement cost, without financial charges.  
In 2017, the Exploration & Production segment’s operating cash flow  
before working capital changes without financial charges was  
compared to 2016, notably due to production growth, cost  
reductions and an increase in oil and gas prices.  
$
14,753 million, an increase of 39% year-on-year whereas the Brent  
(1)  
Technical costs for consolidated affiliates, calculated in accordance  
price only increased by 24%, notably due to production ramp-ups on  
major projects started up since 2016, including Kashagan and Moho  
Nord, the increase in hydrocarbon prices and operating costs  
reductions.  
(2)  
with ASC 932 , continue to fall, to $19.5/boe in 2017, compared to  
20.4/boe in 2016. This decrease was mainly due to the reduction in  
operating costs from $5.9/boe in 2016 to $5.4/boe in 2017.  
$
The Exploration & Production segment’s adjusted net operating  
income was $5,985 million for the full-year 2017, an increase of 86%  
(
(
1) (Production costs + exploration expenses + depreciation, depletion and amortization and valuation allowances)/production of the year.  
2) FASB Accounting Standards Codification Topic 932, Extractive industries – Oil and Gas.  
REGISTRATION DOCUMENT 2017  
17  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Solid results thanks to the integrated business model and strict discipline  
1
.4.1.4 Gas, Renewables & Power segment results  
Results  
(
M$)  
2017  
485  
797  
73  
2016  
439  
2015  
567  
588  
418  
397  
(
a)  
Adjusted net operating income  
(
b)  
Gross investments  
Divestments  
1,221  
166  
(
c)  
Organic investments  
Operating cash flow before working capital changes w/o  
financial charges (DACF)  
353  
270  
(
d)  
294  
993  
176  
538  
5
Cash flow from operations  
(384)  
(
a) Adjusted results are defined as income at replacement cost, excluding non-recurring items and excluding the impact of fair value changes (refer to Note 3 to the  
Consolidated Financial Statements, point 8.7 of chapter 8).  
(
(
(
b) Including acquisitions and increases in non-current loans.  
c) Organic investments = net investments, excluding acquisitions, divestments and other operations with non-controlling interests.  
d) DACF = debt adjusted cash flow. Cash flow from operating activities before changes in working capital at replacement cost, without financial charges.  
Adjusted net operating income for the Gas, Renewables & Power segment increased by 10% compared to 2016.  
1
.4.1.5 Refining & Chemicals segment results  
(
a)  
Operational data  
2017  
2016  
2015  
Total refinery throughput (kb/d)  
1,827  
1,965  
2,023  
(
a) Includes share of TotalErg as well as refineries in Africa that are reported in the Marketing & Services segment.  
Refinery throughput decreased by 7% for the full-year 2017 compared to 2016 as a result of the definitive ending of distillation capacity at  
La Mède (France) and Lindsey (United Kingdom) and the temporary shutdown due to Hurricane Harvey in the United States.  
Results  
(
M$)  
2017  
3,790  
1,734  
2,820  
1,625  
2016  
4,195  
1,861  
88  
2015  
4,839  
1,875  
3,494  
851  
(
a)  
Adjusted net operating income  
(
b)  
Gross investments  
Divestments  
(
c)  
Organic investments  
1,642  
Operating cash flow before working capital changes w/o  
(d)  
financial charges (DACF)  
Cash flow from operations  
4,728  
7,440  
4,873  
4,585  
5,788  
6,435  
(
a) Adjusted results are defined as income at replacement cost, excluding non-recurring items and excluding the impact of fair value changes (refer to Note 3 to the  
Consolidated Financial Statements, point 8.7 of chapter 8).  
(
(
(
b) Including acquisitions and increases in non-current loans.  
c) Organic investments = net investments, excluding acquisitions, divestments and other operations with non-controlling interests.  
d) DACF = debt adjusted cash flow. Cash flow from operating activities before changes in working capital at replacement cost, without financial charges.  
Refining  
&
Chemicals adjusted net operating income was  
modernization work on the Antwerp platform and the sale of Atotech  
in early 2017 as well as lower trading results due to the evolution of  
the market into backwardation.  
$
2
3,790 million for the full-year 2017, a decrease of 10% compared to  
016, notably due to the impact of Hurricane Harvey, the impact of  
1
8
REGISTRATION DOCUMENT 2017  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
Solid results thanks to the integrated business model and strict discipline  
1
.4.1.6 Marketing & Services segment results  
1
(
a)  
Operational data  
2017  
2016  
2015  
Refined products sales (kb/d)  
1,779  
1,793  
1,818  
(
a) Excludes international trading and bulk Refining sales, includes share of TotalErg.  
In 2017, petroleum product sales were generally stable compared to the previous year, with a move toward Africa and Asia where the Group  
has strong growth. European sales were affected by the divestment of mature LPG distribution activities in Belgium and Germany.  
Results  
(
M$)  
2017  
1,676  
1,457  
413  
2016  
1,559  
1,245  
424  
2015  
1,591  
1,267  
767  
(
a)  
Adjusted net operating income  
(
b)  
Gross investments  
Divestments  
(
c)  
Organic investments  
Operating cash flow before working capital changes w/o financial charges  
1,019  
1,003  
1,130  
(
d)  
(
DACF)  
2,242  
2,130  
1,966  
1,754  
2,058  
2,323  
Cash flow from operations  
(
a) Adjusted results are defined as income at replacement cost, excluding non-recurring items and excluding the impact of fair value changes (refer to Note 3 to the  
Consolidated Financial Statements, point 8.7 of chapter 8).  
(
(
(
b) Including acquisitions and increases in non-current loans.  
c) Organic investments = net investments, excluding acquisitions, divestments and other operations with non-controlling interests.  
d) DACF = debt adjusted cash flow. Cash flow from operating activities before changes in working capital at replacement cost, without financial charges.  
Marketing & Services’s results continue to grow in a context of strong  
retail margins, notably in Africa.  
Despite a volatile environment over the past three years, TOTAL has  
successfully reset its business model, delivering solid results in 2017  
thanks to strong operational performance and reducing its  
pre-dividend organic breakeven to $27/b Brent.  
1
.4.1.7 TOTAL S.A. 2017 results  
After five years of heavy investment, TOTAL is now delivering strong  
cash-accretive production growth. The Group has also invested  
counter-cyclically to acquire resources at attractive prices and is  
emerging stronger, with clear visibility on growing cash flow and a  
net-debt-to-capital ratio reduced to 12% at end-2017 that provides  
increased financial flexibility.  
Net income for TOTAL S.A., the parent company, was €6,634 million  
in 2017 compared to €4,142 million in 2016, an increase due to a  
higher volume of dividends paid by affiliates of TOTAL S.A. to the  
parent company.  
1
.4.1.8 Proposed dividend  
Confident in the ability of the Group’s teams to seize value-adding  
growth opportunities, the Board of Directors confirms the priority to  
implement its long term growth strategy.  
The Board of Directors met on February 7, 2018 and decided to  
propose to the Combined Shareholders’ Meeting, which will be held  
on June 1, 2018, an annual dividend of €2.48/share for 2017, a 1.2%  
increase compared to 2016. Given the three previous 2017 interim  
quarterly dividends of €0.62/share, a fourth quarter 2017 dividend of  
In this context, the Board of Directors has decided to provide visibility  
on cash flow allocation and shareholder return for the next three  
years. The Board of Directors confirms a capital investment program  
of $15-17 billion per year, set an objective to maintain the  
net-debt-to-capital ratio below 20%, and maintain its grade A credit  
rating and further proposes the following measures:  
€
0.62/share is therefore proposed.  
The Board of Directors also decided to propose to the Combined  
Shareholders’ Meeting the alternative for shareholders to receive the  
fourth quarter 2017 dividend in cash or in new shares of the  
Company without a discount. Subject to approval at the Combined  
Shareholders’ Meeting, the ex-dividend date for the fourth quarter  
dividend on Euronext Paris will be June 11, 2018, and the payment of  
the dividend in cash or the delivery of the shares issued in lieu of the  
dividend in cash is set for June 28, 2018.  
1. Increasing the dividend by 10% over the next three years  
–
The full-year 2017 dividend will be proposed to the Combined  
Shareholders’ Meeting at €2.48/share, corresponding to a final  
quarterly dividend of €0.62/share and an increase of 1.2%  
compared to the full-year 2016 dividend.  
–
–
The 2018 interim dividends will be increased by 3.2% to  
1
.4.1.9 Shareholder return policy for next  
three years  
€
0.64/share, with the intention of proposing to the Combined  
Shareholders’ Meeting a full-year 2018 dividend of €2.56/share.  
The Board of Directors met on February 7, 2018, to review the  
Group’s 2017 accounts and cash flow allocation, including the  
shareholder return policy, for the next three years.  
The target for the full-year 2020 dividend would be €2.72/share.  
REGISTRATION DOCUMENT 2017  
19  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Solid results thanks to the integrated business model and strict discipline  
2
.
Buying back shares issued with no discount as part of the scrip  
dividend option  
3. Buying back up to $5 billion of shares over the period  
2018-2020  
–
Maintain the scrip dividend option, with no discount on the  
price, since certain shareholders prefer to take their dividend in  
shares.  
–
The objective is to share with investors the benefits of the oil  
price upside.  
–
–
The amount of buyback will be adjusted to the oil price.  
This is in addition to the scrip share buyback.  
–
–
Buy back the newly issued shares with the intention to cancel  
them. No dilution linked to the scrip dividend from 2018.  
The buyback of the shares issued in January 2018 as part of the  
nd  
2
2017 interim dividend payment will start immediately.  
1.4.2 Liquidity and capital resources  
1
.4.2.1 Long-term and short-term capital  
Long-term capital as of December 31,  
(
M$)  
2017  
112,163  
41,340  
(679)  
2016  
99,993  
43,067  
(908)  
2015  
93,864  
44,464  
(1,219)  
(
a)  
Adjusted shareholders’ equity  
Non-current financial debt  
Hedging instruments of non-current debt  
TOTAL NET NON-CURRENT CAPITAL  
152,824  
142,152  
137,109  
(
a) Based on a 2017 estimated dividend of €2.48 per share.  
Short-term capital as of December 31,  
(
M$)  
2017  
11,096  
(3,148)  
7,948  
2016  
13,920  
(4,221)  
9,699  
2015  
12,488  
(6,019)  
6,469  
Current financial debt  
Net current financial assets  
NET CURRENT FINANCIAL DEBT  
Cash and cash equivalents  
(33,185)  
(24,597)  
(23,269)  
1
.4.2.2 Cash flow  
(
M$)  
2017  
22,319  
(16,896)  
5,264  
(4)  
2016  
16,521  
(20,530)  
2,877  
(104)  
2015  
19,946  
(28,033)  
7,584  
89  
Cash flow from operations  
Investments  
Total divestments  
Other operations with non-controlling interests  
(a)  
NET CASH FLOW  
Dividends paid  
10,683  
(2,784)  
0
(1,236)  
(2,754)  
0
(414)  
(2,945)  
(237)  
Share buybacks  
Net-debt-to-equity ratio at December 31,  
13.8%  
27.1%  
28.3%  
(
a) Net cash flow = cash flow from operating activities before working capital changes at replacement cost – net investments (including other transactions with  
non-controlling interests).  
The Group’s net cash flow was $10,683 million in 2017 compared to  
in investments in 2017 compared to 2016. The Group confirms its  
financial strength with a net-debt-to-equity ratio of 13.8% at the end  
of 2017, a substantial fall compared to 2016.  
($1,236) million in 2016. This variation is mainly due to the increase in  
cash flow from operations connected to the rise in hydrocarbon  
prices, the Exploration & Production's ramp up of projects and the fall  
2
0
REGISTRATION DOCUMENT 2017  
 
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
Solid results thanks to the integrated business model and strict discipline  
An overall authorized credit limit is set for each bank and is allocated  
among the subsidiaries and the Group’s central treasury entities  
according to their needs.  
1
.4.2.3 Borrowing conditions  
and funding structure  
1
The Group’s policy consists of incurring long-term debt at a floating  
rate or at a fixed rate depending on the Group’s general needs and  
interest rates. Debt is incurred in dollars or euros. 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.  
To reduce the market values risk on its commitments, in particular for  
swaps set as part of bonds issuance, the Group also entered into  
margin call contracts with its counterparties.  
1.4.2.4 External financing available  
As of December 31, 2017, the aggregate amount of the major  
confirmed credit facilities granted by international banks to the  
Group’s companies (including TOTAL S.A.) was $12,323 million  
The non-current financial debt is generally raised by the corporate  
treasury entities either directly in dollars or euros or in other  
currencies which are then exchanged for dollars or euros through  
swap issues to appropriately match general corporate needs.  
(compared to $11,164 million on December 31, 2016), of which  
$
12,205 million were unused (compared to $10,724 million unused  
on December 31, 2016).  
As of December 31, 2017, the Group’s long-term debt, after taking  
into account the effect of currency and interest rate swaps, was 95%  
in dollars and 55% at floating rates. In 2016, these ratios were 95%  
and 72% respectively.  
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. As of December 31, 2017, these credit  
facilities amounted to $11,478 million (compared to $10,076 million  
on December 31, 2016), of which $11,478 million were unused  
In addition to its bond issuance programs, in 2015 and 2016 TOTAL  
S.A. issued perpetual subordinated notes in several tranches:  
(compared to $10,076 million unused on December 31, 2016).  
▪
▪
▪
February 19, 2015, €5 billion in two tranches;  
May 11, 2016, €1.75 billion in one tranche; and  
September 29, 2016, €2.5 billion in two tranches.  
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.  
In accordance with IAS 32 provisions “Financial instruments  
–
Presentation”, given the nature of these notes, they have been  
recognized in the accounts as equity.  
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 affiliate  
or a specific project.  
In addition, on November 25, 2015, TOTAL S.A. issued a $1.2 billion  
bond combining cash-settled convertible bonds indexed to TOTAL’s  
share performance and the purchase of stock options to hedge the  
risk of additional costs related to this indexation. This combination  
creates a non-dilutive synthetic instrument equivalent to a standard  
bond. At maturity, all transactions are made in cash and limited to the  
nominal amount.  
As of December 31, 2017, 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.  
1.4.2.5 Anticipated sources of financing  
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  
Investments, working capital, dividend payments and buybacks of its  
own shares by the Company are financed by cash flow from  
operations, asset disposals and, if necessary, by net borrowings.  
(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).  
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.  
REGISTRATION DOCUMENT 2017  
21  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Solid results thanks to the integrated business model and strict discipline  
1.4.3 Trends and outlook  
notably in the United States and in Asia – Middle East. Marketing &  
Services continues to pursue its growth strategy in high-potential  
markets.  
1
.4.3.1 Outlook  
Since the end of 2017, Brent prices has been trading between $60/b  
and $70/b, supported by strong demand (+1.6 Mb/d in 2017), the  
extended production cuts by OPEC and Russia and a decrease in  
crude oil inventories, which nevertheless remain higher than the past  
five-year average, which could contribute to continuing price volatility.  
The Group maintains its strategy to cut costs with the objective of  
achieving over $4 billion of cost savings in 2018 and production costs  
of $5.5/boe. Organic investments are projected at around $14 billion  
in 2018, in line with the target of $13-15 billion.  
(1)  
The Group’s pre-dividend organic breakeven is continuing to fall,  
with an objective of $25/b in 2018.  
After a period of heavy investment, the Group’s cash flow generation  
is growing strongly, driven by an increase in production that is at the  
best level among the majors. The Group has taken advantage of the  
low part of the oil price cycle to acquire high-quality resources at  
attractive prices and emerge stronger with better visibility on its cash  
(2)  
flow generation and a net-debt-to-equity ratio below 20%ꢀ . In this  
context, the Board of Directors is proposing a shareholder return  
policy for the coming three years comprised of dividend increases  
and share buybacks.  
In the Upstream, production is expected to increase by 6% in 2018,  
confirming the objective to grow by 5% per year on average between  
2
016 and 2022. As a result of this growth and the portfolio mix, the  
Group’s cash flow sensitivity to a $10/b change in the price of Brent  
increases to $2.8 billion in 2018 from $2.5 billion in 2017. The Group  
intends to take advantage of the favorable cost environment by  
continuing to launch projects in 2018. The growing demand for LNG  
supports the Group’s strategy to develop along the integrated gas  
value chain, as illustrated by the announced acquisition of Engie’s  
LNG portfolio.  
1.4.3.2 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.  
In the context of sharply higher oil prices, rising refined product  
inventories, due to high global refining utilization rates, and seasonally  
weak winter demand, refining margins have decreased since  
December 2017. Despite the current weakness in refining margins,  
the Downstream is expected to generate $7 billion of operating cash  
flow before working capital changes once again this year. Refining &  
Chemicals continues to expand its high-return integrated platforms  
Detailed information is given in the Risk Factors section (point 3.1 of  
chapter 3) of this Registration Document. For more information on  
internal control and risk management procedures, also refer to  
point 3.3 of chapter 3.  
1.4.4 Significant changes  
Except for the events mentioned above in point 1.4, in the Business  
overview (chapter 2), and in the description of legal and arbitration  
procedures (point 3.2 of chapter 3), no significant changes to the  
Group’s financial or commercial situation have occurred since  
December 31, 2017, the end of the last fiscal year for which audited  
financial statements have been published by the Company.  
(
(
1) Barrel price that allows cash flow to be generated that is equal to the organic investments.  
2) Without consideration of the IFRS 16 impact (ongoing evaluation).  
2
2
REGISTRATION DOCUMENT 2017  
 
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
Strong commitments that benefit sustainable growth  
1
.5 Strong commitments that benefit  
1
sustainable growth  
1.5.1 Committed R&D  
The Group is committed to optimizing R&D resources in terms of  
human talent, infrastructure and regional centers of excellence, and  
to working with selected partners that bring specific, high-level skills  
to every project.  
▪
$912 million invested in 2017  
▪
▪
▪
▪
4,132 employees dedicated to R&D in 2017  
18 R&D centers around the world  
The portfolio of R&D programs is divided between transverse  
programs developed at all of the R&D centers and vertical programs  
specific to the different businesses. For example, the purpose of the  
CCUS (carbon capture, usage and storage) transverse program,  
which shall account for 10% of innovation and R&D efforts for the  
1,000 partnership agreements  
over 200 patent applications filed in 2017  
(1)  
Group’s oil and gas activities in the short term, is to enable the  
Group to become a major player in this area and throughout the  
value chain so that it may contribute to the reduction in global CO2  
emissions and to prepare the Group for new business opportunities.  
The Group relies on a dynamic R&D policy to conduct and develop its  
activities. There are two main priorities:  
▪
developing activities and programs with a direct impact on  
TOTAL’s aim to become the responsible energy major;  
For more information, refer to point 2.6 of chapter 2.  
▪
anticipating technological breakthroughs in order to seize  
opportunities for development relating to the evolution of the  
energy mix.  
1.5.2 A targeted investment policy  
▪
the adding of attractive resources to the portfolio through the  
exploration or acquisition of resources that have already been  
discovered, thereby capitalizing on favorable market conditions;  
▪
$14.4 billion of organic investments in 2017  
▪
$1.5 billion of targeted acquisitions in 2017, including  
▪
▪
the dynamic growth of its low carbon activities in the gas and  
renewable energy sectors; and  
$
714 million of resource acquisitions  
▪
Finalization in 2017 of a $10 billion disposals of assets’  
program for the period, 2015-2017  
the growth of its Marketing & Services business in buoyant  
markets.  
The Group also strives to continuously improve its portfolio by selling  
its least strategic assets.  
Since the fall in the price of oil in 2014, the Group has continued to  
select its investments very carefully and in accordance with its  
strategy. These investments are dedicated to:  
For more information, refer to point 2.5 of chapter 2.  
▪
the development of new upstream and downstream installations in  
order to benefit from a favorable cost environment;  
1.5.3 A continuous improvement dynamic  
In 2016, TOTAL committed itself to contributing to the success of the  
Sustainable Development Goals (SDG) adopted by the United  
Nations. To this end, the Group started by identifying the goals to  
which it already contributes by pursuing its own improvement targets.  
In 2017, the Group launched an action plan to prioritize its actions in  
accordance with the SDGs which are the most significant in relation  
to its activities and to update its public commitments in 2018. TOTAL  
considers the SDGs to be an opportunity to better measure and value  
its contribution to society as a whole. The Group manages its  
activities and assesses its performance on three sustainable  
development pillars: financial results (Profit), the creation of value for  
stakeholders (People) and the preservation of ecosystems (Planet).  
1
.5.3.1 Commitments and indicators of  
progress  
Safety, health, climate, the environment and even shared  
development: in every country where the Group is present, TOTAL  
manages its operations with the aim of working in a sustainable,  
active and positive manner. The Group was one of the first in the  
industry to publish measurable improvement targets in these areas.  
(1) Excluding R&D budgets of Hutchinson, SunPower and Saft Groupe.  
REGISTRATION DOCUMENT 2017  
23  
 
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
Strong commitments that benefit sustainable growth  
For TOTAL, being committed to better energy means, first of all, guaranteeing the safety of its  
employees and stakeholders, its installations and products. It also implies protecting the health of  
all those connected to, whether directly or indirectly, its activities.  
SAFETY - HEALTH  
GOALS  
COMMITMENT  
To be recognized as a reference in the area of safety within its  
industry and to achieve a zero fatal accident rate  
To preserve the health of employees, customers and communities  
in the vicinity of the Group’s activities.  
CURRENTLY  
CURRENTLY  
(a)  
fall in the accident rate TRIR between 2010 and 2017.  
of employees benefited from regular medical monitoring  
98%in 2017(b).  
66%  
The challenges posed by climate change stand at the heart of TOTAL’s strategic vision. The goal: to help keep global  
warming below 2°C by 2100. Thanks to three levers: improving the carbon intensity of the production mix, developing  
low-carbon businesses including renewable energies, and improving energy efficiency.  
CLIMATE  
AMBITION  
AMBITION  
Ensure gas makes up more than 60% of the Group’s hydrocarbon  
mix by 2035.  
Low carbon activities (c) are expected to make up almost 20% of  
the Group’s portfolio within the next 20 years.  
GOALS  
GOALS  
An 80% reduction in routine flaring between 2010 and 2020  
To promote the responsible use of energy among Group customers  
by providing them with solutions (products and services).  
with the aim of eliminating routine flaring by 2030.  
Anaverageannual1%improvementintheenergyefficiencyofoperated  
installations between 2010 and 2020.  
CURRENTLY  
CURRENTLY  
3
0% reduction in greenhouse gas emissions between 2010  
500MW installed photovoltaic capacity held by the Group.  
and 2017.  
Almost 100products that bear the TOTAL Ecosolutions label.  
Methane emissions constituted less than 0.5% of the Group’s  
marketed and operated gas production in 2017.  
End of coal activity since 2016.  
Energy services offered through the subsidiaries,  
BHC Energy, Tenag and Greenflex.  
8
7%reduction in routine flaring between 2010 and 2017.  
Growth in renewable energies, SunPower, Total Solar, Total  
Eren. Development of energy storage solutions, Saft Groupe.  
Development of gas and electricity marketing activities, Lampiris,  
Total Spring.  
Almost 14%improvement in the energy efficiency of Group  
installations between 2010 and 2017.  
(
(
(
a) TRIR (Total Recordable Injury Rate): number of recorded injuries per million hours worked.  
b) WHRS data.  
c) Downstream gas, renewable energies, energy storage, energy efficiency, cleaner fuels and carbon capture, usage and storage techniques.  
2
4
REGISTRATION DOCUMENT 2017  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
Strong commitments that benefit sustainable growth  
The Group upholds the highest environmental standards.  
Aim: to improve the environmental performance of its installations and products.  
1
ENVIRONNEMENT  
GOALS  
GOALS  
To reduce SO2 (a) emissions by 50% between 2010 and 2020.  
To maintain hydrocarbon content of water discharges below  
3
0 mg/l for offshore sites and at  
CURRENTLY  
15 mg/l for onshore and coastal sites by 2020.  
Over 50% reduction in SO emissions since 2016.  
2
CURRENTLY  
of the Group’s oil sites had reached this performance  
00%target by 2016.  
1
COMMITMENTS  
COMMITMENTS  
The Group reclaims more than half of its waste and continues its  
efforts in this area.  
TOTAL does not conduct oil and gas exploration or production  
operations at natural sites included on the UNESCO World Heritage  
List or in oil fields under sea ice in the Arctic.  
(
b)  
CURRENTLY  
The Group systematically develops biodiversity action plans for  
production sites located in protected areas  
(
c)  
.
52%of waste reclaimed in 2017.  
T h e G r o u p  
promotes equal  
treatment for  
SHARED DEVELOPMENT  
DIVERSITY / GENDER DIVERSITY  
Shared development depends on an active and positive  
contribution at a local level.  
men and women through a global policy of gender diversity. In  
terms of compensation, specific measures have been in place  
since 2010 to prevent and correct unjustified salary gaps.  
GOALS  
GOALS  
The Group’s target for 2020 is  
To reach 25 M people in Africa by 2020 thanks to decentralized  
energy solutions.  
25% of women senior executives  
40% nonꢂFrench nationals executives  
CURRENTLY  
more than 20% of women in management committees  
(
head office and subsidiaries).  
In 2017, €243 M was spent on societal projects around the  
world.  
CURRENTLY IN 2017  
By the end of 2017, the Group’s decentralized solarꢂpower offer had  
2
1% of women senior executives.  
enabled almost 10 M people to benefit from access to electricity.  
29% of nonꢂFrench nationals executives.  
2
1% of women in Management Committees  
(
head office and subsidiaries).  
(
(
(
a) SO : sulfur dioxide, produced during the burning of fossil fuel.  
b) Natural sites included on the UNESCO World Heritage List of June 4, 2013.  
c) Sites located in IUCN I to IV or Ramsar convention protected areas.  
2
REGISTRATION DOCUMENT 2017  
25  
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
A revamped organizational structure to support the Group’s ambition  
1
.5.3.2 Support for global initiatives  
Aside from complying with national regulations in force wherever the  
Group operates, TOTAL has renewed its support for the United  
Nations Global Compact every year since 2002. In addition, the  
Group committed itself to respecting the UN Guiding Principles on  
business and human rights following their adoption in 2011.  
▪
greater transparency: recommendations from the G20 Financial  
Stability Board Task Force on Climate-related Financial Disclosures  
(TCFD).  
TOTAL also actively supports collaborative and multi-stakeholder  
initiatives in areas in which the coordinated involvement of  
governments, companies and civil society is key to global progress,  
particularly:  
The challenges posed by the Sustainable Development Scenario  
(2°C) of the IEA demands a collective effort. The Group has played an  
active role in various international initiatives that involve the private  
and the public sectors to bring about:  
▪
▪
▪
financial transparency: the Group has adhered to the Extractive  
Industries Transparency Initiative (EITI) since its launch in 2002;  
▪
carbon pricing (the World Bank’s Carbon Pricing Leadership  
Coalition, Caring for Climate – United Nations Global Compact,  
Paying for Carbon call: TOTAL and five other industry leaders);  
the fight against corruption: TOTAL joined the Partnering Against  
Corruption Initiative (PACI) in 2016;  
the provision of security and respect for human rights by  
implementing the Voluntary Principles on Security and Human  
Rights (VPSHR) since 2012; and  
▪
▪
the end of routine flaring of associated gas (the World Bank’s Zero  
Routine Flaring by 2030 initiative);  
control over methane emissions (Oil & Gas Methane Partnership of  
the Climate and Clean Air Coalition, the Oil & Gas Climate Initiative  
in cooperation with UN Environment and EDF, etc.); and  
▪
the reduction of inequalities through the development of social  
dialogue to favor more inclusive economic growth: TOTAL was one  
of the first French companies to adhere to the Global Deal initiative  
at the end of 2017.  
1.6 A revamped organizational structure to support  
the Group’s ambition  
1.6.1 TOTAL S.A., parent company of the Group and its subsidiaries  
TOTAL S.A. is the Group’s parent company. It acts as a holding  
company and drives the Group’s strategy.  
Consolidated Financial Statements and the list of companies included in  
the scope of consolidation can be found in Note 18 to the Consolidated  
Financial Statements (refer to point 8.7 of chapter 8).  
The Group’s operations are conducted through subsidiaries that are  
directly or indirectly owned by TOTAL S.A. and through stakes in joint  
ventures which are not necessarily controlled by TOTAL. TOTAL S.A.  
has two secondary establishments in France, located in Lacq and  
Pau. It also has branch offices as in the United Arab Emirates and in  
Oman.  
The situation of the direct subsidiaries and shareholdings of TOTAL  
S.A., and in particular those with a gross value exceeding 1% of the  
Company’s share capital, is shown in the table of subsidiaries and  
affiliates in point 10.4.1 of chapter 10.  
Interests in listed companies  
TOTAL holds stakes in a limited number of companies that issue  
financial instruments in France or abroad or whose financial  
instruments are listed in France or abroad. These companies are  
mainly the Group’s financing vehicles (Total Capital, Total Capital  
International, Total Capital Canada Ltd) or the operational subsidiaries  
in its business segments, in particular in Africa, such as Total  
Corporate name: TOTAL S.A.  
Head office: 2, place Jean Millier, La Défense 6, 92400  
Courbevoie, France  
Registered in the French trade registry in Nanterre under  
no. 542 051 180 RCS  
(1)  
Gabon .  
LEI (Legal Entity Identifier): 529900S21EQ1BO4ESM68  
EC Registration Number: FR 59 542 051 180  
TOTAL also holds  
a majority stake in SunPower (56.26% on  
December 31, 2017), an American company listed on Nasdaq, and  
minority interests in other companies, including PAO Novatek (18.9%  
on December 31, 2017), a Russian company listed on the Moscow  
Interbank Currency Exchange and the London Stock Exchange.  
Term of the Company: extended for 99 years from March 22,  
2000  
Fiscal year: from January 1 to December 31 of each year  
APE Code (NAF): 7010Z  
The changes to the composition of the Group during the fiscal year of  
2
017 are explained in Note 2 of the Consolidated Financial  
Statements (refer to point 8.7 of chapter 8). In 2017, TOTAL S.A., the  
Group’s parent company, did not acquire any stakes in companies  
with registered offices in France representing more than one  
twentieth, one tenth, one fifth, one third or one half of the capital of  
these companies, nor took control of any such companies.  
The scope of consolidation of TOTAL S.A. as of December 31, 2017  
consisted of 972 companies, including 867 fully consolidated  
companies and 105 companies accounted for under the equity  
method. The principles of consolidation are described in Note 1.1 to the  
(
1) TOTAL Gabon is a company under Gabonese law, the shares of which are listed on Euronext Paris and owned by TOTAL (58.28%), the Republic of Gabon  
(
25%) and the public (16.72%).  
2
6
REGISTRATION DOCUMENT 2017  
 
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
A revamped organizational structure to support the Group’s ambition  
1
.6.2 A revamped operational structure  
1
On an operational level, the Group’s businesses are organized in  
business segments, which receive assistance from the corporate  
functional divisions.  
▪
the Marketing & Services segment includes worldwide supply and  
marketing activities in the oil products and services field.  
In order to improve efficiency, reduce costs and create value within  
the Group, a specific branch, TOTAL Global Services (TGS), pools  
the various segments’ support services (Accounting, Purchasing,  
Information Systems, Training, Human Resources Administration and  
Facilities Management). The entities that make up TGS operate as  
service companies for internal clients across the business segments  
and Holding.  
In order to implement TOTAL’s strategy and in line with the “One  
Total” company project, a new organization, fully effective since  
January 1, 2017, was put in place and is structured around four  
business segments following the creation of the Gas, Renewables &  
Power segment, which joined the existing Exploration & Production,  
Refining & Chemicals and Marketing & Services segments.  
▪
the Exploration & Production segment encompasses the Group’s  
exploration and production activities in more than 50 countries.  
The Group produces oil and gas in approximately 30 countries;  
Finally, the various Corporate entities are regrouped in two divisions:  
▪
the People & Social Responsibility division consists of: the Human  
Resources division, the Health, Safety and Environment division,  
which combines HSE departments across the different segments  
to establish a strong, unified environmental and safety model, the  
Security division, and the Civil Society Engagement division;  
▪
the Gas, Renewables & Power segment spearheads the Group’s  
ambitions in low carbon energies. It comprises gas activities that  
are conducted downstream of the production process and  
concern natural gas, liquefied natural gas (LNG) and liquefied  
petroleum gas (LPG), as well as power generation and gas trading.  
It also develops the Group’s renewable energy activities (excluding  
biotechnologies) and energy efficiency activities through a new and  
dedicated Innovation & Energy Efficiency division;  
▪
the Strategy-Innovation division is made of: the Strategy & Climate  
division, responsible notably for ensuring that TOTAL’s strategy  
incorporates climate issues, the Public Affairs division, the Audit &  
Internal Control division, the Research & Development division  
(which coordinates all of the Group’s R&D activities and notably  
▪
the Refining & Chemicals segment is a large industrial segment  
that encompasses refining and petrochemical activities and  
Hutchinson’s operations. It also includes oil Trading & Shipping  
activities;  
transversal programs), and the Digital division.  
REGISTRATION DOCUMENT 2017  
27  
 
PRESENTATION OF THE GROUP – INTEGRATED REPORT  
1
A revamped organizational structure to support the Group’s ambition  
Organization chart as of December 31, 2017  
Secretary of  
the Board  
CHAIRMAN & CEO  
Adviser to the  
Chairman & CEO  
Ethics  
Committee  
People & Social  
Responsibility  
Strategy-Innovation  
EXECUTIVE COMMITEE  
Finance  
Adviser  
Corporate  
Communications  
Strategy  
& Climate  
Finance  
Division  
Risk Assessment  
and Insurance  
Human  
Resources  
Civil Society  
Engagement  
Legal Affairs  
Public Affairs  
Audit  
Internal  
Control  
Chief  
Technology  
Officer  
Information  
Technology  
&
HSE  
Security  
Technology  
Experts  
Chief Digital  
Officer  
Total Global  
Services  
Exploration  
Production  
Gas, Renewables  
& Power  
Marketing  
& Services  
Refining & Chemicals  
Trading & Shipping  
&
Products  
Manufacturing  
& Projects  
Division  
Trading  
Distillates,  
Marketing and  
Derivatives  
Strategy  
Marketing  
Research  
Corporate  
Affairs  
Refining Base  
Chem Europe  
Crude Oil  
Trading  
Africa  
Gas  
Renewables  
Europe  
Africa  
Innovation  
& Energy  
Efficiency  
Strategy &  
Corporate  
Affairs  
Refining  
Petrochemicals  
Middle East  
Strategy  
Development  
Research  
Products Trading  
Lights, Fuel-oil  
and Africa  
Corporate  
Affairs  
and Americas  
Middle East  
North Africa  
Strategy  
& Development  
Exploration  
Development  
and Support  
to Operations  
Refining  
Petrochemicals  
Americas  
Corporate  
Affairs  
Asia-Pacific/  
Middle East  
Human  
Resources  
Americas  
Shipping  
Strategy-  
Business  
Development-  
R&D  
Human  
Resources  
Communications  
Lubricants  
and Specialties  
Asia-Pacific  
Polymers  
North Sea  
and Russia  
Hutchinson  
EXPLORATION & PRODUCTION  
SEGMENT  
GAS,RENEWABLES &  
POWER SEGMENT  
REFINING & CHEMICALS SEGMENT  
MARKETING & SERVICES  
SEGMENT  
UPSTREAM  
DOWNSTREAM  
2
8
REGISTRATION DOCUMENT 2017  
2
BUSINESS OVERVIEW  
FOR FISCAL YEAR 2017  
2.1 Exploration & Production segment  
30  
2.3 Refining & Chemicals segment  
55  
2
2
2
2
2
2
2
2
2
2
2
2
2
.1.1 Presentation of the segment  
.1.2 Exploration and development  
.1.3 Reserves  
32  
32  
32  
33  
34  
34  
35  
37  
39  
46  
46  
47  
2.3.1 Refining & Chemicals  
2.3.2 Trading & Shipping  
56  
60  
2
2
.4 Marketing & Services segment  
62  
.1.4 Production  
2
2
2
2
2
.4.1 Presentation of the segment  
.4.2 Sales of petroleum products  
.4.3 Service stations  
63  
64  
64  
64  
66  
.1.5 Delivery commitments  
.1.6 Contractual framework of activities  
.1.7 Production by geographical zone  
.1.8 Producing assets by geographical zone  
.1.9 Activities by geographical zone  
.1.10 Oil and gas acreage  
.4.4 Activities by geographical area  
.4.5 Products and services developments  
.5 Investments  
68  
.1.11 Number of productive wells  
.1.12 Net productive and dry wells drilled  
.1.13 Wells in the process of being drilled  
2
.5.1 Major investments over the  
015-2017 period  
.5.2 Major planned investments  
2
68  
69  
2
(including wells temporarily suspended)  
47  
48  
2.1.14 Interests in pipelines  
2
2
.6 Research & Development  
70  
2
.2 Gas, Renewables & Power segment  
49  
2.6.1 Transverse programs  
70  
71  
2
.6.2 Vertical programs  
2
2
2
.2.1 Downstream gas and power  
50  
.2.2 Renewable energies and energy storage 52  
.2.3 Innovation and energy efficiency 54  
.7 Property, plant and equipment  
72  
REGISTRATION DOCUMENT 2017  
29  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
2
.1 Exploration & Production segment  
The Exploration & Production (E&P) segment encompasses the Group’s oil and gas exploration and production activities in more than  
5
0 countries.  
2
.57Mboe/d 11.5 Bboe $11.3 billion 13,023  
(2)  
hydrocarbons of proved hydrocarbon of organic investments employees  
produced in 2017 reserves as of in 2017 present  
(1)  
December 31, 2017  
2
015 and 2016 data have been restated in line with the new Group organization fully effective since January 1, 2017 (refer to point 1.6.2 of  
(1) (2)  
chapter 1).  
Exploration & Production segment financial data  
(
M$)  
2017  
2016  
2015  
(
a)  
Adjusted net operating income  
Operating cash flow before working capital changes w/o financial charges  
5,985  
3,217  
4,330  
(
b)  
(
DACF)  
14,753  
11,459  
10,592  
9,010  
11,920  
11,567  
Cash flow from operations  
(
(
a) Adjusted results are defined as income using replacement cost, adjusted for special items, excluding the impact of changes for fair value. Following the reorganization of  
the Group, which has been fully effective since January 1, 2017, the 2016 and 2015 information has been restated on this basis.  
b) DACF = debt adjusted cash flow. The operating cash flow before working capital changes w/o financial charges is defined as cash flow from operating activities before  
changes in working capital at replacement cost, without financial charges.  
For the full-year 2017, operating cash flow before working capital  
changes without financial charges (DACF) was $14,753 million, an  
increase of 39% year-on-year whereas oil prices only increased by  
The effective tax rate increased from 27.7% in 2016 compared to  
41.2% in 2017, in line with the rise in hydrocarbon prices.  
(3)  
Technical costs for consolidated affiliates, calculated in accordance  
2
4%, notably due to production ramp-ups on major projects started  
(4)  
with ASC 932 , were reduced to $19.5/boe in 2017 compared to  
up since 2016, including Kashagan and Moho Nord, the increase in  
hydrocarbon prices and operating cost reductions.  
$
20.4/boe in 2016. This decrease was mainly due to the reduction in  
operating costs from 5.9 $/boe in 2016 to $5.4/boe in 2017.  
The Exploration & Production segment’s adjusted net operating  
income was $5,985 million for the full-year 2017, an increase of 86%  
compared to 2016, notably due to production growth, cost  
reductions and an increase in oil and gas prices.  
(
a)  
Price realizations  
2017  
50.2  
4.08  
2016  
40.3  
3.56  
2015  
47.4  
4.75  
Average liquids price ($/b)  
Average gas price ($/Mbtu)  
(
a) Consolidated subsidiaries, excluding fixed margins.  
(
(
1) Based on a Brent crude price of $54.36/b (reference price in 2017), according to rules established by the Securities and Exchange Commission  
refer to point 2.1.3 of this chapter).  
2) Organic investments = net investments, excluding acquisitions, divestments and other operations with non-controlling interests (refer to point 2.5.1  
of this chapter).  
(
(
(
3) (Production costs + exploration expenses + depreciation + depletion and amortization and valuation allowances) / production of the year.  
4) FASB Accounting Standards Codification 932, Extractive industries – Oil and Gas  
3
0
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Exploration & Production segment  
Production  
Hydrocarbon production  
Combined production (kboe/d)  
Liquids (kb/d)  
2017  
2,566  
1,346  
6,662  
2016  
2,452  
1,271  
6,447  
2015  
2,347  
1,237  
6,054  
Gas (Mcf/d)  
2
For the full-year 2017, hydrocarbon production was 2,566 kboe/d, an  
increase of more than 5% compared to 2016, due to the following:  
Middle East  
and North Africa  
Europe and  
Central Asia  
▪
+5% due to new start-ups and ramp-ups, notably Moho Nord,  
Kashagan, Edradour and Glenlivet, and Angola LNG;  
559 kboe/d  
 t  
761 kboe/d  
▪
+2% portfolio effect, mainly due to taking over the giant  
AlꢀꢀShaheen oil field concession in Qatar and acquiring an  
additional 75% interest in the Barnett shale in the United States,  
partially offset by the exit from the southern sector of the Republic  
of the Congo and asset sales in Norway;  
Asia-Pacific  
0 7 0
244 kboe/d  
Americas  
(a)  
Africa  
348 kboe/d  
▪
▪
+1% related to improved security conditions in Libya and Nigeria;  
654 kboe/d  
-3% due to natural field decline, the PSC price effect and OPEC  
quotas.  
(
a) Excluding North Africa.  
Proved reserves  
As of December 31,  
Hydrocarbon reserves (Mboe)  
Liquids (Mb)  
2017  
11,475  
5,450  
2016  
11,518  
5,414  
2015  
11,580  
5,605  
Gas (Bcf)  
32,506  
32,984  
32,206  
Proved reserves based on SEC rules (Brent at $54.36/b) were 11,475  
(
1)  
Mboe at December 31, 2017. The proved reserve replacement rate ,  
based on SEC rules (Brent at $54.36/b in 2017), was 95% in 2017  
and 98% over three years.  
Americas  
1,963 Mboe  
Europe and  
Central Asia  
At year-end 2017, TOTAL had a solid and diversified portfolio of  
Middle East  
and North Africa  
4,140 Mboe  
(2)  
proved and probable reserves representing approximately 20 years  
of reserve life based on the 2017 average production rate.  
2,687 Mboe  
(a)  
Africa  
Asia-Pacific  
1,742 Mboe  
943 Mboe  
(
a) Excluding North Africa.  
(
(
1) Change in reserves excluding production: (revisions + discoveries, extensions + acquisitions – divestments)/production for the period.  
2) Limited to proved and probable reserves covered by Exploration & Production contracts on fields that have been drilled and for which technical studies have  
demonstrated economic development in the price scenario retained by the Group, including projects developed by mining.  
REGISTRATION DOCUMENT 2017  
31  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
2.1.1 Presentation of the segment  
Exploration & Production (E&P)’s mission is to discover and develop  
oil and gas fields in order to meet a growing energy demand. Safety  
is a core value for that mission.  
E&P plans to start 14 new major projects in 2017 and 2018, including  
the start-up of five major projects in 2017. Additionally, thanks to a  
significant decrease of its capital investments, which peaked in 2013,  
E&P restored some flexibility to take acquisition opportunities (such  
as the acquisition of assets in Brazil in January 2018 and the  
acquisition of Mærsk Olie og Gas A/S, "Mærsk Oil" in March 2018)  
and to launch new projects, taking advantage of the lower costs in  
the current environment. More than 10 projects are planned to be  
launched between 2017 and 2018. These actions are expected to  
lead to a 5% yearly average production increase between 2016 and  
In an environment marked by the strong volatility of hydrocarbon  
prices, E&P’s strategy is to develop an oil and gas production model  
that is resilient (i.e., able to withstand a long period of low oil and gas  
prices), profitable and sustainable.  
The deployment of the strategy is based on three main levers:  
▪
increase profitability: E&P strives to maximize the value of its assets  
through operational excellence and to ensure strict investment  
discipline by being selective in the sanctioning of new projects. In  
addition, E&P continues to restructure or sell the least performing  
assets in its portfolio;  
2
022.  
Finally, E&P includes climate change issues in its strategy by taking  
the Sustainable Development Scenario (2°C) of the IAE as a reference  
and by aiming to decrease the carbon intensity of its energetic mix.  
The segment therefore is focusing its oil investments on low  
break-even projects, developing the production of gas, integrating a  
▪
develop operational excellence: in order to ensure its resilience,  
E&P continues to reduce costs, improve the efficiency of its  
installations and start up projects on time and within budget. E&P  
also seeks to minimize the environmental impact of its activities;  
and  
2
CO price in its investment decisions and developing expertise in  
technologies for carbon capture, use and storage.  
▪
renew reserves, through exploration as well as accessing already  
discovered resources, building on E&P’s competitive advantages in  
terms of geographical spread and technical skills.  
2.1.2 Exploration and development  
TOTAL evaluates exploration opportunities based on a variety of  
geological, technical, political, economic (including tax and  
contractual terms) environmental and societal factors.  
In 2017, exploration expenditure from all E&P subsidiaries was  
$1.2 billion, mainly in the United States, Brazil, the United Kingdom,  
Nigeria, Myanmar, Papua New Guinea, Cyprus, Bulgaria, Côte  
d’Ivoire, Egypt and Norway, compared to $1.4 billion in 2016 and  
The exploration strategy deployed since 2015 aims to prioritize the  
most promising drill targets with a view to creating value and  
resources. The Group plans balanced exploration investments:  
$
$
1.9 billion in 2015. The 2018 exploration-appraisal budget is  
1.2 billion.  
(
1)  
(2)  
Organic investmentsꢀ from all E&P subsidiaries were $11.3 billionꢀ  
▪
50% for core and emerging basins, where the presence of  
hydrocarbons is already proven;  
(2)  
in 2017, compared to $14.5 billionꢀ in 2016 and $20.5 billion in  
015, and were mainly in Australia, Angola, Canada, Norway, the  
2
▪
▪
25% for exploration in mature hydrocarbon plays; and  
25% for high-potential frontier basins.  
Republic of Congo, Nigeria, the United States, Abu Dhabi, the United  
Kingdom, Brazil and Iraq.  
2.1.3 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.  
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. 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.  
TOTAL’s oil and gas reserves are consolidated annually, taking into  
account, among other factors, levels of production, field  
(
(
1) For Exploration & Production, organic investments include exploration investments, net development investments and net financial investments.  
2) Excluding the Group’s Gas activities.  
3
2
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Exploration & Production segment  
The reserves booking process requires, among other things:  
producing life of certain producing fields and from partial debooking  
of proved undeveloped reserves due to economic reasons, partially  
offset by reserves increase on fields with producing sharing or risked  
service contracts.  
▪
that internal peer review of technical evaluations is carried out 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.  
As of December 31, 2016, TOTAL’s combined proved reserves of oil  
and gas were 11,518 Mboe (58% of which were proved developed  
reserves) compared to 11,580 Mboe (53% of which were proved  
developed reserves) as of December 31, 2015. Liquids (crude oil,  
condensates, natural gas liquids and bitumen) at year-end 2016  
represented approximately 47% of these reserves and natural gas the  
remaining 53% and, at year-end 2015, approximately 48% of these  
reserves and natural gas the remaining 52%.  
For further information concerning the reserves and their evaluation  
process, refer to points 9.1 and 9.2 of chapter 9.  
2
Proved reserves for 2017, 2016 and 2015  
In accordance with the amended Rule 4-10 of Regulation S-X,  
proved reserves at December 31 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 average reference  
prices for Brent crude for 2017, 2016 and 2015 were, respectively,  
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 19% of TOTAL’s  
reserves as of December 31, 2017). 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 decrease, more  
barrels are necessary to cover the same amount of expenses.  
Moreover, the number of barrels recoverable 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  
increase is partly offset by a reduction of the duration over which  
fields can be produced economically. However, the decrease in  
reserves due to this reduction is generally less than the increase in  
reserves under production sharing or risked service contracts due to  
such lower prices. As a result, lower prices usually lead to an increase  
in TOTAL’s reserves and vice versa. In Canada, a decrease in the  
reference price per barrel used as a reference for estimating proved  
reserves leads to a decrease in the volume of royalties and, therefore,  
an increase of the proved reserves.  
$
54.36/b, $42.82/b and $54.17/b.  
As of December 31, 2017, TOTAL’s combined proved reserves of oil  
and gas were 11,475 Mboe (61% of which were proved developed  
reserves). Liquids (crude oil, condensates, natural gas liquids and  
bitumen) represented approximately 47% of these reserves and  
natural gas 53%. These reserves were located in Europe and Central  
Asia (mainly in Kazakhstan, Norway, The United Kingdom and  
Russia), Africa (mainly in Angola, Nigeria and the Republic of Congo),  
the Americas (mainly in Argentina, Canada, the United States and  
Venezuela), the Middle East and North Africa (mainly in Qatar, the  
United Arab Emirates and Yemen), and Asia-Pacific (mainly in  
Australia).  
Discoveries of new fields and extensions of existing fields added  
1
,708 Mboe to TOTAL’s proved reserves during the 3-year period  
ended December 31, 2017 (before deducting production and sales of  
reserves in place and adding any acquisitions of reserves in place  
during this period). The net level of reserve revisions during this 3-year  
period is +984 Mboe, which was mainly due to the overall positive  
revisions in field behaviors and to the net impact of the changes in  
hydrocarbon prices in 2015 (decrease), 2016 (decrease) and 2017  
Lastly, for any type of contract, a significant decrease in the reference  
price of petroleum products that negatively impacts projects’  
profitability may lead to a reduction of proved reserves and vice  
versa.  
(increase) that led to a reserves decrease resulting from shorter  
2.1.4 Production  
The average daily production of liquids and natural gas was  
international oil companies, state-owned oil companies or  
government entities). The Group’s entities may frequently act as  
operator (the party responsible for technical production) on acreage  
in which it holds an interest. For further information, refer to the table  
on producing assets by geographical zone in point 2.1.8 of this  
chapter.  
2
2
,566 kboe/d in 2017 compared to 2,452 kboe/d in 2016 and  
,347 kboe/d in 2015. Liquids represented approximately 52% and  
natural gas approximately 48% of TOTAL’s overall production in  
017.  
2
The tables on the following pages set forth TOTAL’s annual and  
average daily production of liquids and natural gas by geographic  
area and for each of the last three fiscal years.  
As in 2016 and 2015, substantially all of the liquids production from  
TOTAL’s E&P segment in 2017 was marketed by the Trading &  
Shipping division of TOTAL’s Refining & Chemicals segment (refer to  
table regarding Trading’s crude oil sales and supply and petroleum  
products sales in point 2.3.2.1 of this chapter).  
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  
REGISTRATION DOCUMENT 2017  
33  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
2.1.5 Delivery commitments  
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, the Netherlands and  
Norway, is sold on the spot market.  
Some of TOTAL’s long-term contracts, such as in Bolivia, Nigeria,  
Norway, Thailand and Qatar, 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 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 2018-2020 to be 4,927 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 (refer to points 9.1 and 9.2 of chapter 9).  
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.  
2.1.6 Contractual framework of activities  
Licenses, permits and contracts governing the Group entities’  
ownership of oil and gas interests have terms that vary from country  
to country and 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 agreements usually take the  
form of concessions or production sharing contracts.  
Today, concession agreements and PSCs can coexist, sometimes in  
the same country or even on the same block. Even though there are  
other contractual models, TOTAL’s license portfolio is comprised  
mainly of concession agreements.  
On most licenses, the partners and authorities of the host country,  
often assisted by international accounting firms, perform joint venture  
and PSC cost audits and ensure the observance of contractual  
obligations.  
In the framework of oil concession agreements, the oil company  
owns the assets and the facilities and is entitled to the entire  
production. In exchange, the operating risks, costs and investments  
are the oil company’s responsibility and it agrees to remit to the  
relevant host country, usually the owner of the subsoil resources, a  
production-based royalty, income tax, and possibly other taxes that  
may apply under local tax legislation.  
In some countries, TOTAL has also signed contracts called “risked  
service contracts”, which are similar to PSCs. However, the profit oil  
is replaced by  
a
defined or determinable cash monetary  
remuneration, agreed by contract, which depends notably on field  
performance parameters such as the amount of barrels produced.  
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 country, 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 is  
intended to cover its incurred expenses (capital and operating costs).  
The balance of production, known as “profit oil”, is then shared in  
varying proportions, between the company or consortium, on the one  
hand, and the host country or state-owned company, on the other  
hand.  
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 relinquish 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.  
TOTAL pays taxes on income generated from its oil and gas  
production and sales activities under its concessions, PSCs 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 are generally  
substantially higher than those imposed on other industrial or  
commercial businesses.  
3
4
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Exploration & Production segment  
2.1.7 Production by geographical zone  
The following table sets forth the Group’s annual liquids and natural gas production by geographical zone, according to the internal business  
units of E&P in 2017.  
2
017  
2016  
2015  
2
Natural  
gas  
Natural  
gas  
Bcf  
Natural  
gas  
Bcf  
Liquids  
Total  
Mboe  
Liquids  
Mb  
Total  
Mboe  
Liquids  
Mb  
Total  
Mboe  
(a)  
(b)  
(a)  
(b)  
(a)  
(b)  
Mb  
Bcf  
Europe and Central Asia  
Azerbaijan  
France  
98  
-
976  
-
278  
-
91  
-
1,002  
-
277  
-
80  
-
881  
-
243  
-
-
-
-
-
-
-
-
-
-
Italy  
-
-
-
-
-
-
-
-
-
Kazakhstan  
Norway  
11  
46  
-
19  
234  
41  
201  
481  
277  
47  
12  
5
15  
88  
7
1
2
1
-
-
-
44  
-
226  
52  
218  
504  
227  
25  
11  
5
86  
9
47  
-
224  
58  
142  
457  
212  
18  
11  
5
88  
10  
39  
106  
233  
90  
32  
22  
89  
193  
9
Netherlands  
United Kingdom  
Russia  
15  
26  
183  
73  
36  
19  
55  
153  
1
52  
116  
239  
83  
38  
20  
98  
204  
5
18  
28  
186  
84  
31  
20  
51  
137  
2
58  
123  
232  
89  
33  
21  
89  
189  
8
13  
20  
190  
86  
30  
20  
54  
136  
3
Africa (excl. North Africa)  
Angola  
Republic of the Congo  
Gabon  
Nigeria  
213  
282  
21  
24  
-
186  
291  
33  
25  
<1  
-
178  
318  
35  
24  
-
Middle East and North Africa  
Algeria  
United Arab Emirates  
Iraq  
102  
6
107  
6
102  
6
107  
7
100  
7
105  
7
Libya  
11  
9
-
11  
13  
62  
-
5
5
5
-
5
Oman  
23  
214  
-
10  
11  
-
23  
210  
-
14  
49  
-
8
21  
209  
29  
327  
129  
49  
-
12  
49  
6
Qatar  
24  
-
12  
1
Yemen  
Americas  
Argentina  
48  
2
442  
141  
79  
-
127  
27  
17  
<1  
22  
<1  
45  
16  
89  
7
40  
3
346  
143  
59  
-
102  
29  
12  
-
35  
3
93  
26  
10  
-
Bolivia  
2
1
1
Brazil  
<1  
22  
<1  
11  
11  
10  
-
-
-
Canada  
-
12  
-
-
12  
-
5
-
5
Colombia  
-
-
-
-
-
United States  
Venezuela  
Asia-Pacific  
Australia  
192  
30  
455  
41  
32  
29  
190  
55  
108  
2,432  
11  
12  
11  
-
111  
33  
494  
33  
29  
19  
240  
60  
112  
2,360  
31  
17  
97  
6
13  
13  
12  
-
112  
37  
471  
10  
23  
22  
247  
56  
113  
2,209  
33  
19  
94  
1
Brunei  
1
8
1
7
1
5
China  
<1  
6
5
-
4
-
4
Indonesia  
41  
7
7
51  
8
8
54  
7
Myanmar  
-
-
-
Thailand  
3
21  
937  
3
22  
897  
3
23  
856  
TOTAL PRODUCTION  
492  
465  
453  
INCLUDING SHARE OF EQUITY  
AFFILIATES  
103  
2
700  
29  
19  
23  
144  
483  
2
232  
7
91  
-
694  
7
220  
2
81  
-
667  
-
204  
-
Angola  
United Arab Emirates  
Oman  
42  
8
46  
13  
42  
112  
12  
-
42  
9
19  
23  
139  
503  
3
45  
13  
28  
120  
12  
-
39  
8
18  
21  
140  
456  
3
43  
12  
28  
102  
14  
5
Qatar  
16  
24  
11  
-
3
3
Russia  
25  
12  
-
17  
14  
-
Venezuela  
Yemen  
-
-
29  
(
a) Liquids consist of crude oil, bitumen, condensates and natural gas liquids (NGL). The Group’s production in Canada consists of bitumen only, and all of the Group’s bitumen  
production is in Canada. The table above does not set forth separate figures for NGL because they represented less than 7.5% of the Group’s total liquids production in each  
of the years 2015, 2016 and 2017.  
(
b) Including fuel gas (173 Bcf in 2017, 163 Bcf in 2016, 159 Bcf in 2015).  
REGISTRATION DOCUMENT 2017  
35  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
The following table sets forth the Group’s average daily liquids and natural gas production by geographical zone, according to the internal  
business units of E&P in 2017.  
2
017  
2016  
2015  
Natural  
gas  
Mcf/d  
Natural  
gas  
Mcf/d  
Natural  
gas  
Mcf/d  
Liquids  
kb/d  
Total  
kboe/d  
Liquids  
kb/d  
Total  
kboe/d  
Liquids  
kb/d  
Total  
kboe/d  
(
a)  
(b)  
(a)  
(b)  
(a)  
(b)  
Europe and Central Asia  
Azerbaijan  
France  
265  
-
2,674  
-
761  
-
249  
-
2,737  
-
757  
-
215  
-
2,413  
-
664  
-
-
-
-
-
-
-
-
-
-
Italy  
-
-
-
-
-
-
-
-
-
Kazakhstan  
Norway  
31  
121  
-
53  
42  
3
6
4
-
-
-
640  
112  
551  
1,318  
759  
130  
32  
239  
20  
121  
-
618  
141  
595  
1,377  
621  
68  
235  
25  
125  
1
614  
158  
389  
1,252  
581  
49  
239  
28  
Netherlands  
United Kingdom  
Russia  
42  
71  
502  
204  
98  
51  
149  
419  
4
142  
318  
654  
229  
104  
54  
49  
76  
509  
230  
84  
55  
140  
373  
6
158  
335  
634  
243  
90  
35  
54  
521  
238  
81  
55  
147  
372  
7
107  
290  
639  
248  
87  
Africa (excl. North Africa)  
Angola  
Republic of the Congo  
Gabon  
29  
30  
14  
15  
58  
15  
59  
Nigeria  
583  
771  
58  
267  
559  
15  
509  
795  
90  
243  
517  
23  
487  
874  
96  
245  
531  
25  
Middle East and North Africa  
Algeria  
United Arab Emirates  
Iraq  
278  
15  
31  
25  
66  
-
63  
290  
16  
279  
17  
14  
26  
31  
-
67  
291  
18  
274  
18  
14  
25  
32  
2
66  
287  
18  
1
1
1
Libya  
-
31  
-
14  
-
14  
Oman  
64  
37  
62  
37  
58  
36  
Qatar  
585  
-
170  
-
575  
-
134  
-
573  
80  
134  
17  
Yemen  
Americas  
Argentina  
132  
6
1,212  
388  
216  
-
348  
76  
109  
8
944  
391  
160  
-
279  
78  
95  
8
896  
354  
133  
255  
72  
Bolivia  
5
46  
4
34  
3
28  
Brazil  
<1  
59  
<1  
31  
31  
28  
-
<1  
-
-
Canada  
-
59  
34  
-
-
34  
14  
-
14  
Colombia  
-
<1  
-
-
United States  
Venezuela  
Asia-Pacific  
Australia  
527  
81  
123  
44  
31  
32  
31  
-
304  
89  
86  
34  
308  
101  
1,290  
28  
89  
52  
47  
36  
1,247  
114  
87  
244  
19  
1,350  
91  
265  
16  
34  
258  
4
-
Brunei  
3
21  
3
78  
18  
3
62  
15  
China  
<1  
16  
-
80  
15  
-
53  
10  
-
59  
11  
Indonesia  
519  
151  
296  
6,663  
112  
19  
19  
-
657  
165  
306  
6,447  
140  
21  
22  
676  
153  
312  
6,054  
147  
19  
Myanmar  
-
9
Thailand  
9
58  
9
60  
62  
TOTAL PRODUCTION  
1,346  
2,566  
1,271  
2,452  
1,237  
2,347  
INCLUDING SHARE OF EQUITY  
AFFILIATES  
284  
5
1,914  
80  
639  
20  
247  
1
1,894  
20  
600  
5
219  
-
1,828  
-
559  
-
Angola  
United Arab Emirates  
Oman  
115  
23  
43  
67  
31  
-
53  
125  
35  
114  
24  
7
51  
123  
36  
76  
327  
33  
-
107  
24  
7
50  
116  
34  
64  
62  
58  
Qatar  
395  
1,317  
5
114  
313  
32  
379  
1,375  
7
383  
1,250  
7
77  
Russia  
69  
32  
-
45  
36  
-
280  
37  
Venezuela  
Yemen  
-
-
-
80  
15  
(
a) Liquids consist of crude oil, bitumen, condensates and natural gas liquids (NGL). The Group’s production in Canada consists of bitumen only, and all of the Group’s bitumen  
production is in Canada. With respect to NGL, the table above does not set forth separate figures for NGL because they represented less than 7.5% of the Group’s total  
liquids production in each of the years 2015, 2016 and 2017.  
(
b) Including fuel gas (473 Mcf/d in 2017, 448 Mcf/d in 2016, 435 Mcf/d in 2015).  
3
6
REGISTRATION DOCUMENT 2017  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Exploration & Production segment  
2.1.8 Producing assets by geographical zone  
2
(a)  
The table below sets forth, as of December 31, 2017 and by geographical zone according to the internal business units of E&P in 2017,  
TOTAL’s producing assets, the year in which TOTAL’s activities started, the Group’s interest in each asset (Group share in %) and whether  
TOTAL is operator of the asset.  
Europe and Central Asia  
Kazakhstan (1992)  
Norway (1965)  
Non-operated: Kashagan (16.81%)  
Operated: Atla (40.00%), Skirne (40.00%)  
Non-operated: Åsgard (7.68%), Ekofisk (39.90%), Ekofisk South (39.90%), Eldfisk (39.90%),  
(b)  
Embla (39.90%), Gimle (4.90%), Heimdal (16.76%), Islay (5.51%) , Kristin (6.00%), Kvitebjørn (5.00%),  
Mikkel (7.65%), Oseberg (14.70%), Oseberg East (14.70%), Oseberg South (14.70), Snøhvit (18.40%),  
Stjerne (14.70%), Troll I (3.69%), Troll II (3.69%), Tune (10.00%), Tyrihans (23.15%), Visund (7.70%),  
Visund South (7.70%), Visund North (7.70%)  
Netherlands (1964)  
United Kingdom (1962)  
Russia (1991)  
Operated: F6a oil (65.68%), J3a (30.00%), K1a (40.10%), K3b (56.16%), K4a (50.00%),  
K4b/K5a (36.31%), K5b (50.00%), K6 (56.16%), L1a (60.00%), L1d (60.00%), L1e (55.66%),  
L1f (55.66%), L4a (55.66%)  
Non-operated: E16a (16.92%), E17a/E17b (14.10%), J3b/J6 (25.00%), K9ab-A (22.46%),  
Q16a (6.49%)  
Operated: Alwyn North (100.00%), Dunbar (100.00%), Ellon (100.00%), Forvie North (100.00%),  
Grant (100.00%), Jura (100.00%), Nuggets (100.00%), Elgin-Franklin (46.17%), West Franklin  
(b)  
(
(
46.17%), Glenelg (58.73%), Islay (94.49%) , Laggan Tormore (60.00%), Edradour and Glenlivet  
60.00%)  
Non-operated: Bruce (43.25%), Markham unitized field (7.35%), Keith (25.00%)  
(c)  
(d)  
Non-operated: Kharyaga (20.00%), Termokarstovoye (49.00%) , Yamal LNG (20.00%) , several  
fields through the participation in PAO Novatek (18.90%)  
Africa (excl. North Africa)  
Angola (1953)  
Operated: Girassol, Dalia, Pazflor, CLOV (Block 17) (40.00%)  
(e)  
Non-operated: Cabinda Block 0 (10.00%), Kuito, BBLT, Tombua-Landana (Block 14) (20.00%) ,  
(e)  
Lianzi (Block 14K) (10.00%) , Angola LNG (13.60%)  
Gabon (1928)  
Operated: Anguille Marine (100.00%), Anguille Nord Est (100.00%), Baliste (100.00%),  
Baudroie Marine (100.00%), Baudroie Nord Marine (100.00%), Grand Anguille Marine (100.00%),  
Lopez Nord (100.00%), Mérou Sardine Sud (100.00%), N’Tchengue (100.00%), Port Gentil Océan  
(100.00%), Torpille (100.00%), Torpille Nord Est (100.00%)  
Non-operated: Barbier (65.28%), Girelle (65.28%), Gonelle (65.28%), Grondin (65.28%),  
Hylia Marine (37.50%), Mandaros (65.28%), Pageau (65.28%), Rabi Kounga (32.92%)  
Nigeria (1962)  
Operated: OML 58 (40.00%), OML 99 Amenam-Kpono (30.40%), OML 100 (40.00%),  
OML 102 (40.00%), OML 130 (24.00%)  
Non-operated: OML 102 – Ekanga (40.00%), Shell Petroleum Development Company  
(SPDC 10.00%), OML 118 – Bonga (12.50%), OML 138 (20.00%), Nigeria LNG (15,00%)  
The Republic  
Operated: Kombi-Likalala-Libondo (65.00%), Moho Bilondo (53.50%),  
of the Congo (1968)  
Moho Nord (53.50%), Nkossa (53.50%), Nsoko (53.50%), Sendji (55.25%), Yanga (55.25%)  
Non-operated: Lianzi (26.75%), Loango (42.50%), Zatchi (29.75%)  
(
a) The Group’s interest in the local entity is approximately 100% in all cases except for Total Gabon (58.28%), Total E&P Congo (85%) and certain entities in Abu Dhabi  
and Oman (see notes b through l below).  
(
(
(
(
b) The Islay field extends partially into Norway. Total E&P UK holds a 94.49% stake and Total E&P Norge 5.51%.  
c) TOTAL’s interest in the joint venture ZAO Terneftegas with PAO Novatek (51.00%).  
d) TOTAL's interest in the joint venture OAO Yamal LNG with PAO Novatek (50.10%), CNPC (20.00%) and Silk Road Fund (9.90%).  
e) Stake in the company Angola Block 14 BV (TOTAL 50.01%).  
REGISTRATION DOCUMENT 2017  
37  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
Middle East and North Africa  
Algeria (1952)  
U.A.E. (1939)  
Non-operated: Tin Fouyé Tabankort (35.00%)  
Operated: Abu Al Bukhoosh (75.00%)  
(f)  
Non-operated: ADNOC Onshore (10.00%), ADNOC Offshore (13.33%) ,  
ADNOC Gas Processing (15.00%), ADNOC LNG (5.00%)  
(g)  
Iraq (1920)  
Non-operated: Halfaya (22.5%)  
(h)  
(h)  
Libya (1959)  
Non-operated: zones 15, 16 & 32 (75.00%) , zone 129 & 130 (30.00%) ,  
zone 130 & 131 (24.00%)  
(h)  
(
i)  
(i)  
Non-operated: various onshore fields (Block 6) (4.00%) , Mukhaizna field (Block 53) (2.00%)  
Operated: Al Khalij (40.00%)  
Oman (1937)  
Qatar (1936)  
Non-operated: North Field-Block NF Dolphin (24.50%), North Field-Qatargas 1 Downstream  
10.00%), North Field-Qatargas 1 Upstream (20.00%), North Field-Qatargas 2 Train 5 (16.70%),  
(
Al Shaheen (30.00%)  
Yemen (1987)  
Americas  
Non-operated: Various onshore fields (Block 5) (15.00%)  
Argentina (1978)  
Operated: Aguada Pichana Este (27.27%), Aguada San Roque (24.71%), Rincon La Ceniza (45.00%),  
Aries (37.50%), Cañadon Alfa Complex (37.50%), Carina (37.50%), Hidra (37.50%), Kaus (37.50%),  
Vega Pleyade (37.50%), La Escalonada (45.00%)  
Non-operated: Rincón de Aranda (45.00%), Sierra Chata (2.51%)  
Operated: Incahuasi (50.00%)  
Bolivia (1995)  
Non-operated: San Alberto (15.00%), San Antonio (15.00%), Itaú (41.00%)  
Non-operated: Libra (20.00%)  
Brazil (1999)  
Canada (1999)  
United States (1957)  
Non-operated: Surmont (50.00%)  
Operated: several assets in the Barnett Shale area (100.00%)  
(k)  
Non-operated: several assets in the Utica Shale area (25.00%) , Chinook (33.33%),  
Tahiti (17.00%)  
Venezuela (1980)  
Colombia (2017)  
Asia-Pacific  
Non-operated: PetroCedeño (30.32%), Yucal Placer (69.50%)  
Non-operated: Niscota (50.00%)  
(l)  
Australia (2005)  
Brunei (1986)  
Non-operated: several assets in UJV GLNG (27.50%)  
Operated: Maharaja Lela Jamalulalam (37.50%)  
Non-operated: South Sulige (49.00%)  
China (2006)  
Indonesia (1968)  
Operated: Bekapai (50.00%), Handil (50.00%), Peciko (50.00%), Sisi-Nubi (47.90%),  
South Mahakam (50.00%),Tambora (50.00%), Tunu (50.00%)  
Non-operated: Badak (1.05%), Nilam-gas and condensates (9.29%), Nilam-oil (10.58%),  
Ruby-gas and condensates (15.00%)  
Myanmar (1992)  
Thailand (1990)  
Operated: Blocks M5/M6 (Yadana, Sein, Badamyar) (31.24%)  
Non-operated: Bongkot (33.33%)  
(
f) Via Abu Dhabi Marine Areas Limited (equity affiliate), TOTAL holds a 13.33% stake in the Abu Dhabi Marine Areas (ADNOC Offshore) concession operated by Abu Dhabi  
Company for Offshore Petroleum Operations Limited.  
(
(
(
g) TOTAL’s interest in the joint venture.  
h) TOTAL’s stake in the foreign consortium.  
i) TOTAL’s indirect interest (4.00%) in the concession, via its 10.00% interest in Private Oil Holdings Oman Ltd. TOTAL also has a direct interest (5.54%) in the Oman LNG  
facility (trains 1 and 2), and an indirect participation (2.04%) through OLNG in Qalhat LNG (train 3).  
j) TOTAL’s direct interest in Block 53.  
(
(
(
k) TOTAL’s interest in the joint venture with Chesapeake.  
l) TOTAL’s interest in the unincorporated joint venture.  
3
8
REGISTRATION DOCUMENT 2017  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Exploration & Production segment  
2.1.9 Activities by geographical zone  
The information below describes the Group’s main exploration and  
production activities presented by geographical zone according to  
In the United Kingdom, the Group’s production was 142 kboe/d in  
2017 compared to 158 kboe/d in 2016 and 107 kboe/d in 2015.  
Approximately 95% of this production comes from operated fields,  
split on the one hand between the Alwyn area in the Northern North  
Sea and the Elgin-Franklin area in the Central Graben and, on the  
other hand, the West of Shetland Laggan Tormore area.  
(1)  
the internal business units of E&P in 2017, without detailing all of the  
assets held by TOTAL. In each zone, the countries are presented in  
decreasing order of production. The capacities referred to herein are  
expressed on a 100% basis, regardless of the Group’s stake in the  
asset.  
2
▪
In the Alwyn area (100%), production from the Alwyn and Dunbar  
fields represents 26% and 16% of production, respectively, of this  
area. The rest of the production comes from satellites linked to  
these fields;  
Europe and Central Asia  
In 2017, TOTAL’s production in the zone of Europe and Central  
Asia was 761 kboe/d, representing 30% of the Group’s total  
production, compared to 757 kboe/d in 2016 and 664 kboe/d in  
▪
In the Central Graben, TOTAL holds stakes in the Elgin, Franklin  
and West Franklin fields (46.2%, operator). The Elgin  
redevelopment project includes the drilling of five wells. Two were  
drilled in 2016 and a third is underway. The West Franklin Phase II  
redeployment project came to an end in 2016;  
2
015. The two main producing countries in this zone in 2017  
were Russia and Norway.  
In Russia, where the largest percentage of TOTAL’s proved reserves  
are located (nearly 21% as of December 31, 2017), the Group’s  
production was 318 kboe/d in 2017, compared to 335 kboe/d in  
▪
In the West of Shetland area, the Laggan and Tormore fields (60%,  
operator) started production in February 2016 and the Edradour  
and Glenlivet fields in August 2017. TOTAL also operates the P967  
license, which includes the 2016 Tobermory gas discovery (30%).  
The total capacity is 90 kboe/d.  
2
016 and 290 kboe/d in 2015. This production comes from TOTAL’s  
(
2
)
(
3
)
stake in PAO Novatek , as well as from the Termokarstovoye and  
Kharyaga fields (20%) and, since December 2017, the Yamal LNG  
project. Since 2015, Russia has been the leading contributor to the  
Group’s production.  
An impairment on gas assets in the United Kingdom was recognized  
in the 2015, 2016 and 2017 Consolidated Financial Statements.  
TOTAL participates in the Yamal LNG project. In 2013, the company  
In October 2017, TOTAL sold its stakes in two shale gas exploration  
and production licenses (PEDL 139 and 140, 40%) located in the  
Gainsborough Trough (East Midlands region), together with some of  
its interests in the shale gas licenses from the 14 round. TOTAL  
retains interests in licenses PEDL 273, 305 and 316 (20%).  
(
4)  
OAO Yamal LNG launched this project aimed at developing the  
onshore field of South Tambey (gas and condensates) located on the  
Yamal peninsula, and at building a three-train gas liquefaction plant  
with total LNG capacity of 16.5 Mt/y. The Yamal LNG project’s  
financing was finalized in 2016 in compliance with applicable  
regulations. In November 2017, the Yamal LNG plant started  
production with the first shipment aboard " Christophe de Margerie ".  
th  
In Kazakhstan, the Group’s production was 42 kboe/d in 2017. This  
comes from the Kashagan field operated by the North Caspian  
Operating Company (NCOC) in the North Caspian license (16.81%).  
The first phase of production of the Kashagan field and the  
associated processing plant started in October 2016. Commissioning  
of the facilities is ongoing, including the start-up of raw gas reinjection  
in August 2017 in order to ramp oil production up to the expected  
capacity of 370 kb/d. In addition, engineering and design work is  
underway to increase production capacity by raising raw gas  
compression and injection capacities.  
For further information on international economic sanctions applicable  
in Russia, refer to point 3.1.9 of chapter 3.  
In Norway, the Group’s production was 239 kboe/d in 2017  
compared to 235 kboe/d in 2016 and 239 kboe/d in 2015. This  
production comes from various fields, notably Ekofisk (39.9%),  
Snøhvit (18.4%) and Troll (3.69%). TOTAL has equity stakes in  
8
3
3 production licenses on the Norwegian maritime continental shelf,  
5 of which it operates. The Group also holds an 18.4% stake in the  
In the Netherlands, the Group’s production was 20 kboe/d in 2017  
compared to 25 kboe/d in 2016 and 28 kboe/d in 2015. This  
decrease was due to natural field decline. In 2017, production on  
platforms L7 and F15 stopped so that they can be dismantled.  
TOTAL holds interests in 24 offshore production licenses, including  
20 that it operates.  
gas liquefaction plant of Snøhvit (capacity of 4.2 Mt/y). This plant,  
located in the Barents Sea, is supplied with production from the  
Snøhvit and Albatross gas fields.  
In the Greater Hild area, TOTAL announced in November 2017 the  
sale of its interests in the Martin Linge field (51%, operator, estimated  
capacity 80 kboe/d) and the Garantiana discovery (40%).  
In Italy, TOTAL holds stakes in the Tempa Rossa field (50%,  
operator) located on the Gorgoglione concession (Basilicate region),  
as well as three exploration licenses. The development project is  
ongoing and production is expected to start in 2018.  
The Group disposed of a 15% stake in the Gina Krog field in the  
Sleipner area in December 2016, and the remaining stake (15%) in  
September 2017.  
In 2017, an impairment in Norway was recognized in the  
Consolidated Financial Statements.  
(
1) The geographical zones are as follows: Europe and Central Asia; Africa (excluding North Africa); Middle East and North Africa; Americas; and Asia-Pacific.  
The information presented relating to 2015 production has been restated accordingly.  
(
(
2) A Russian company listed on the Moscow and London stock exchanges and in which the Group held an interest of 18.9% as of December 31, 2017.  
3) The development and production license of Termokarstovoye onshore gas and condensates field is held by ZAO Terneftegas, a joint venture between  
Novatek (51%) and TOTAL (49%).  
(
4) OAO Yamal LNG is held by PAO Novatek (50.1%), Total E&P Yamal (20%), CNODC (20%), a subsidiary of China National Petroleum Corporation, and Silk  
Road Fund (9.9%).  
REGISTRATION DOCUMENT 2017  
39  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
In Azerbaijan, TOTAL signed an agreement in November 2016  
establishing the contractual and commercial conditions for a first  
phase of production of the Absheron gas and condensate field (50%  
following the withdrawal of Engie in June 2017), which is located in  
the Caspian Sea and was discovered by TOTAL in 2011. The  
production capacity of this high pressure field is expected to be  
▪
▪
on OML 99 (40%, operator), studies are ongoing for the  
development of the Ikike field; and  
on OML 118 (12.5%), the Bonga field contributed 17 kboe/d to the  
Group’s production in 2017. Optimization studies of the Bonga  
South West Aparo project (10% unitized) are ongoing.  
TOTAL also has onshore operations (production was 95 kboe/d in  
017), notably:  
3
5 kboe/d and the gas produced will supply Azerbaijan’s domestic  
2
market. Drilling operations started in February 2018.  
In France, the Group’s production ended in 2014 with the sale of the  
Lacq concessions. TOTAL remains the owner of parts of the Lacq  
industrial site, located in the southwest of France, and is carrying out  
decommissioning, dismantling and site rehabilitation activities.  
▪
on OML 58 (40%, operator), under its joint venture with Nigerian  
National Petroleum Corporation (NNPC), a gas production capacity  
of 550 Mcf/d was reached and delivery of gas to the Nigerian  
domestic market started in 2016; and  
▪
in relation to the SPDC joint venture (10%), which includes 20 oil  
mining leases (of which 17 are located onshore), the 2017  
production was 58 kboe/d (of which 55 kboe/d was onshore). The  
sale process of OML 25 is underway.  
In Bulgaria, where TOTAL has been present since 2012, the Group  
drilled a deep offshore exploration well in 2016 on the Han Asparuh  
block (14,220 km²), 100 km offshore in the Black Sea, which revealed  
the presence of oil in the Polshkov well. The second well under the  
contract was drilled in 2017.  
TOTAL is also developing LNG activities with a 15% stake in the  
Nigeria LNG Ltd company, which owns a liquefaction plant with a  
2 Mt/year total capacity. Assessments are ongoing for the  
In Greece, TOTAL (50%, operator) and its partners signed a license  
agreement for offshore Block 2 in the Ionian Sea with the Greek  
authorities in October 2017. Following the official license award by  
ratification of the Hellenic Parliament in February 2018, exploration  
work can commence.  
2
installation of an additional capacity of approximately 7 Mt/year.  
(2)  
In Angola, where TOTAL is the leading oil operator in the country ,  
the Group’s production was 229 kboe/d in 2017 compared to  
2
43 kboe/d in 2016 and 248 kboe/d in 2015. This production comes  
Rest of the Europe and Central Asia area  
from Blocks 17, 14 and 0, and Angola LNG.  
TOTAL also holds interests in an exploration license without activity in  
Tajikistan.  
▪
Deep offshore Block 17 (40%, operator), TOTAL’s main asset in  
Angola, is composed of four major producing hubs: Girassol, Dalia,  
Pazflor and CLOV. TOTAL continued to invest in brownfield  
projects in 2017, including in particular Clov Phase 1, two wells  
infill, which is expected to start production in 2018, as well as Dalia  
Phase 2A and Girassol M14, which started production in 2017.  
The Zinia Phase 2 project, a satellite development of Pazflor, is  
moving forward.  
Africa (excluding North Africa)  
(
1)  
In 2017, TOTAL’s production in the zone of Africa was  
54 kboe/d, representing 25% of the Group’s total production,  
6
compared to 634 kboe/d in 2016 and 639 kboe/d in 2015. The  
two main producing countries in this zone in 2017 were Nigeria  
and Angola.  
▪
On the ultra-deep offshore Block 32 (30%, operator), the Kaombo  
project was launched in 2014 to develop the discoveries in the  
southeast part of the block via two FPSOs with a capacity of  
In Nigeria, the Group’s production, primarily offshore, was  
2
2
67 kboe/d in 2017 compared to 243 kboe/d in 2016 and  
45 kboe/d in 2015. This recent increase in production is due to the  
1
15 kb/d each. In June 2016, a presidential decree was published  
providing new and favorable tax conditions for the project. The  
drilling campaign of 59 wells began in 2015. Production of  
Kaombo Nord is expected to start in 2018. The discoveries in the  
central and northern parts of the block (outside Kaombo) offer  
additional potential and are currently being assessed.  
development of Ofon phase 2 (OML102) and improved production  
from the licenses held by the Shell Petroleum Development Company  
(SPDC) joint venture following the negative impact of difficult  
operational security conditions in the Niger delta in 2016.  
TOTAL operates five production licenses (OML) on the 34 leases in  
which the Group has interests (including two exploration licenses).  
(3)  
▪
▪
On Block 14 (20%) , production comes from the Tombua-  
Landana and Kuito fields as well as the BBLT project, comprising  
the Benguela, Belize, Lobito and Tomboco fields.  
TOTAL has offshore operations (production was 172 kboe/d in 2017)  
notably on the following leases:  
Block 14K (36.75%) is the offshore unitization area between  
Angola (Block 14) and the Republic of the Congo (Haute Mer  
license). The Lianzi field, which is connected to the existing BBLT  
platform (Block 14), started production in 2015. TOTAL’s interest  
in the unitized zone is held 10% through Angola Block 14 BV and  
26.75% through Total E&P Congo.  
▪
▪
▪
on OML 139 (18%), the Owowo-3 exploration well, drilled in 2016,  
confirmed the discovery of oil made in 2012 and enabled progress  
in the preparation of the development plan. The discovery is  
located near OML 138 (20%), where three oil discoveries were  
made in 2014 and 2015 and where the field Usan is producing;  
on OML 130 (24%, operator), the development of the Egina field  
▪
▪
On Block 0 (10%), the second phase of the Mafumeira field  
development project started production in March 2017.  
(
200 kboe/d capacity) launched in 2013 is underway and  
production is expected to start in 2018. The Preowei field was  
assessed in 2017 and should enable the finalization of the studies  
for a satellite development of Egina;  
On Block 48 (50%, operator), TOTAL and Sonangol have  
concluded an agreement in order to jointly explore the block. The  
first phase of this program is expected to last for two years with  
the drilling of one exploration well.  
on OML 102 (40%, operator), the drilling of the 24 additional wells  
(
Ofon, phase 2) on the Ofon oil fields is on progress and should be  
completed in 2018;  
(
(
(
1) Excluding North Africa, which is reported in the zone of the Middle East and North Africa.  
2) Company data.  
3) Stake held by the company Angola Block 14 BV (TOTAL 50.01%).  
4
0
REGISTRATION DOCUMENT 2017  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Exploration & Production segment  
TOTAL is also developing its LNG activities through the Angola LNG  
project (13.6%), which includes a gas liquefaction plant with a total  
capacity of 5.2 Mt/year near Soyo, supplied by gas associated with  
production from Blocks 0, 14, 15, 17 and 18. LNG production  
started in 2013, but various technical incidents required an extended  
shutdown of the plant. LNG production resumed in May 2016.  
Following work to increase the reliability of the facilities, the plant has  
been capable of processing all of the gas supplied since April 2017.  
Taking into account the revised gas price assumptions, an  
impairment on Angola LNG was recognized in the 2016 Consolidated  
Financial Statements.  
pre-emption right on 50% of the interest acquired. The agreement  
remains subject to approval by the Ugandan authorities. Following  
the finalization of the transaction, TOTAL expects to own a 44.1%  
stake in the Lake Albert project.  
In April 2016, the Government of Uganda decided to export the Lake  
Albert oil through a pipeline (EACOP) via Tanzania to the port of  
Tanga on the Indian Ocean. In May 2017, an intergovernmental  
agreement was signed between Uganda and Tanzania in order to set  
out the legal and fiscal framework of the pipeline development  
project. Implementation agreements are being negotiated with each  
of the two governments. Finalization of the front end engineering and  
design (FEED) work for the upstream part of the project and the  
pipeline is underway.  
2
In the Bas-Congo basin, TOTAL is also the operator of exploration  
Block 17/06 (30%).  
In the deep offshore Kwanza basin, TOTAL operates Blocks 25 (35%)  
and 40 (40%). The operating license on Block 39 (7.5%) expired at  
the end of December 2016.  
In Mauritania, TOTAL has increased its exploration in the country  
through the acquisition of two new deep offshore license the Block  
C7 in May 2017 and the Block C8 in August 2017. On the Block C9  
operated by TOTAL since 2012, an exploration well is planned at the  
end of 2018.  
In the Republic of the Congo, the Group’s production, through its  
(1)  
subsidiary Total E&P Congo , was 104 kboe/d in 2017 compared to  
9
0 kboe/d in 2016 and 87 kboe/d in 2015.  
In Senegal, TOTAL signed two agreements to explore the country’s  
deep offshore potential in May 2017 through the acquisition of the  
deep offshore block Rufisque and a research contract in ultra deep  
offshore.  
▪
On the offshore field Moho Bilondo (53.5%, operator), the Phase  
1
b project (capacity of 40 kboe/d) started production in 2015. The  
Moho Nord project (capacity of 100 kboe/d) started production in  
March 2017.  
Rest of the zone of Africa  
▪
Block 14K (36.75%) corresponds to the offshore unitization area  
between the Republic of the Congo (Haute Mer license) and  
Angola (Block 14 located in Angola). The Lianzi field started  
production in 2015. TOTAL’s interests in the unitization area are  
held 26.75% by Total E&P Congo and 10% by Angola Block 14  
BV.  
TOTAL also holds interests in exploration licenses in South Africa,  
Côte d’Ivoire, Kenya, Mozambique, Namibia and the Democratic  
Republic of the Congo.  
Middle East and North Africa  
In 2017, TOTAL’s production in the zone of the Middle East  
and North Africa was 559 kboe/d, representing 22% of the  
Group’s total production, compared to 517 kboe/d in 2016 and  
▪
▪
Total E&P Congo is operator of Djéno (63%), the sole oil terminal in  
the country.  
At the end of 2016, Total E&P Congo returned its interests in the  
Tchibouela, Tchendo, Tchibeli and Litanzi fields (65%) to the  
Republic of the Congo, as the licenses have expired.  
5
31 kboe/d in 2015. The two main producing countries in this  
zone in 2017 were the United Arab Emirates and Qatar.  
In the United Arab Emirates, the Group’s production was  
An impairment was required on several Congo assets and recognized  
in the 2017 Consolidated Financial Statements.  
2
2
90 kboe/d in 2017 compared to 291 kboe/d in 2016 and  
87 kboe/d in 2015. The Group holds, since January 1, 2015, a 10%  
In Gabon, the Group’s production was 54 kboe/d in 2017 compared  
to 58 kboe/d in 2016 and 59 kboe/d in 2015. In October 2017,  
TOTAL finalized the sale to Perenco of stakes in a number of onshore  
and offshore fields with production of 13 kboe/d, and transferred  
operatorship to Perenco on various mature fields (Grondin and Hylia  
sectors). The Group’s activities in Gabon are now exclusively carried  
out by Total Gabon . TOTAL wholly owns and operates the Anguille  
and Torpille sector offshore fields, the Mandji Island sector onshore  
fields and the Cap Lopez oil terminal. In 2017, TOTAL increased its  
stake in the Baudroie-Mérou field from 50% to 100%, in line with its  
strategy of refocusing on the North offshore area. TOTAL is also the  
operator of the Diaba deep offshore license (42.5%), an exploration  
area. Discussions are ongoing with authorities for a renewal of the  
license in 2018.  
stake in the Abu Dhabi Company for Onshore Petroleum  
Operations Ltd. (ADCO, renamed ADNOC Onshore in 2017)  
concession for a period of 40 years, which follows a previous 75-year  
onshore concession. This concession covers the 15 main onshore  
fields of Abu Dhabi and represents more than half of the Emirate’s  
production. TOTAL holds a 75% stake (operator) in the Abu Al  
Bukhoosh field and a 13.3% stake in the Abu Dhabi Marine Areas Ltd  
(ADMA, renamed ADNOC Offshore in 2017) concession, which  
operates two of the main offshore fields in Abu Dhabi (Umm Shaif and  
Lower Zakum). TOTAL also holds a 15% stake in Abu Dhabi Gas  
Industries (GASCO, renamed ADNOC Gas Processing in 2017),  
which produces NGL and condensates from the associated gas  
produced by ADNOC Onshore. In addition, TOTAL holds 5% of the  
Abu Dhabi Gas Liquefaction Company (ADGAS, renamed ADNOC  
LNG in 2017), which processes the associated gas produced by  
ADNOC Offshore in order to produce LNG, NGL and condensates,  
and 5% of National Gas Shipping Company (NGSCO), which owns  
eight LNG tankers and exports the LNG produced by ADNOC LNG.  
(
2)  
In Uganda, TOTAL is present in the Lake Albert project, a major  
project for the Group, via a stake in licenses EA-1, EA-1A, EA-2 and  
EA-3 (Kingfisher). TOTAL is the operator of licenses EA-1 and EA-1A.  
In January 2017, TOTAL signed an agreement to acquire 21.57% of  
the 33.33% interest held by Tullow in the licenses. TOTAL will take  
over operatorship from Tullow of the northern portion of license EA-2,  
enabling significant efficiency gains and synergies for the  
development of the northern part of the project (known as Tilenga).  
China National Offshore Oil Corporation (CNOOC) has exercised its  
TOTAL holds a 24.5% stake in Dolphin Energy Ltd. in partnership  
with Mubadala, a company owned by the government of Abu Dhabi,  
that markets to the United Arab Emirates gas coming from Qatar. The  
operations of Dolphin Energy were not impacted by the evolution of  
the diplomatic relations between the United Arab Emirates and Qatar.  
(
(
1) Total E&P Congo is owned by TOTAL (85%) and Qatar Petroleum (15%).  
2) Total Gabon is a company under Gabonese law, the shares of which are listed on Euronext Paris and owned by TOTAL (58.28%), the Republic of Gabon  
25%) and the public (16.72%).  
(
REGISTRATION DOCUMENT 2017  
41  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
In Qatar, the Group’s production was 170 kboe/d in 2017 compared  
to 134 kboe/d in 2016 and 2015.  
signed in April 2017, a new concession contract (which substitutes  
the previous PSC contract) and a gas agreement for Timimoun were  
signed in December 2017.  
In June 2016, TOTAL signed an agreement granting it a 30% stake in  
the Al Shaheen offshore oil field concession for a period of 25 years  
beginning in July 2017. The Al Shaheen field has been producing  
since 1994 and lies offshore 80 km north of Ras Laffan. Production,  
which represents approximately half of Qatar’s oil production, is  
provided by 30 platforms and 300 wells. Since July 2017, the  
AlꢀꢀShaheen field has been operated by a new operating company,  
North Oil Company, held by TOTAL (30%) and Qatar Petroleum  
In Yemen, the Group had no production in 2017 and 2016  
compared to 17 kboe/d in 2015. Due to the security conditions in the  
vicinity of Balhaf, Yemen LNG, in which the Group holds a stake of  
39.62%, stopped its commercial production and export of LNG in  
April 2015, when Yemen LNG declared force majeure to its various  
stakeholders. The plant is in a preservation mode.  
TOTAL is a partner in Block 5 (Marib basin, Jannah license, 15%) and  
holds various stakes in four onshore exploration licenses.  
(70%).  
TOTAL also operates the Al Khalij field (40%, operator).  
In Iran, TOTAL signed the contract relating to the development and  
production of phase 11 (SP11) of the giant South Pars gas field  
(expected production capacity of 2 Bcf/d, i.e., 400 kboe/d including  
condensates) with the National Iranian Oil Company (NIOC) in  
July 2017. The produced gas will supply the Iranian domestic market.  
This 20-year risked service contract is the first of the new variety of  
contracts referred to as the Iranian Petroleum Contract (IPC). TOTAL  
is the operator and has a 50.1% interest alongside the Chinese  
In addition, the Group participates in the production, processing and  
exporting of gas from the North Field through its stakes in the  
Qatargas 1 and Qatargas 2 LNG plants and in Dolphin Energy for the  
marketing of gas from the Dolphin Block to the United Arab Emirates  
and Oman:  
▪
Qatargas 1: TOTAL holds a 20% stake in the North Field-Qatargas  
1
1
Upstream Block,supplying the three LNG trains (total capacity of  
0 Mt/y) of Qatargas 1 (10%); and  
state-owned company CNPC (30%) and Petropars (19.9%),  
a
wholly-owned subsidiary of NIOC. For information on international  
economic sanctions concerning Iran, refer to point 3.1.9 of chapter 3.  
▪
Qatargas 2: the Group holds a 16.7% stake in train 5, which has  
an LNG production capacity of 8 Mt/y.  
In Syria, TOTAL has had no production and no activity since  
December 2011. The Group has a 100% stake in the Deir Ez Zor  
license, which was operated by the joint venture company DEZPC, in  
which TOTAL and the state-owned company SPC each have a 50%  
share. Additionally, TOTAL is holder of the Tabiyeh contract which  
came into effect in 2009. For information on international economic  
sanctions concerning Syria, refer to point 3.1.9 of chapter 3.  
TOTAL offtakes part of the LNG produced under the 2006  
contracts that provide for the purchase of 5.2 Mt/y of LNG by the  
Group.  
In Oman, the Group’s production was 37 kboe/d in 2017 compared  
to 37 kboe/d in 2016 and 36 kboe/d in 2015. TOTAL participates in  
(1)  
the production of oil principally in Block 6 (4%) , but also in Block 53  
2%). The Group also produces LNG through its investments in the  
(
In Lebanon, TOTAL entered two exploration blocks 4 and 9 (40%,  
operator) located offshore Lebanon, in the eastern part of  
Mediterranean Sea in February 2018.  
(2)  
Oman LNG (5.54%)/Qalhat LNG (2.04%) liquefaction complex, with  
an overall capacity of 10.5 Mt/y.  
In Libya, the Group’s production was 31 kboe/d in 2017 compared  
to 14 kboe/d in 2016 and 2015. This production comes from blocks  
Rest of the zone of the Middle East and North Africa  
TOTAL also holds interests in exploration licenses in Cyprus and  
Egypt.  
(3)  
located on offshore areas 15, 16 and 32 (Al Jurf, 75%ꢀ ), which have  
not been affected by security issues, and also from the El Sharara  
(3)  
fields in onshore area 129 and 130 (30% ), where production  
(3)  
restarted in 2016, and onshore area 130 and 131 (24% ), restarted  
in May 2017. Production as well as exploration activities have been  
Americas  
(3)  
stopped on Mabruk, onshore areas 70 and 87 (75% ) since the end  
of 2014. In March 2018, TOTAL acquired Marathon Oil Libya Limited,  
which holds a 16,33% stake in the Waha Concessions in Libya. This  
acquisition will give TOTAL access to production and an exploration  
potential across the area covered by the concessions in the Sirte  
Basin.  
In 2017, TOTAL’s production in the zone of the Americas was  
348 kboe/d, representing 14% of the Group’s total production,  
compared to 279 kboe/d in 2016 and 255 kboe/d in 2015. The  
two main producing countries in this zone in 2017 were the  
United States and Argentina.  
In the United States, the Group’s production was 123 kboe/d in  
In Iraq, the Group’s production was 16 kboe/d in 2017 compared to  
2017 compared to 86 kboe/d in 2016 and 89 kboe/d in 2015.  
1
8 kboe/d in 2016 and 2015. TOTAL holds a 22.5% stake in the  
Following the acquisition by TOTAL from Chesapeake in late 2016 of  
its 75% stake in a joint venture in which the Group had already held a  
risked service contract for the Halfaya field, located in Missan  
province. Following development studies in 2016, the decision to  
develop phase 3 of the project to increase production to 400 kb/d  
was taken and the contracts were awarded in 2017  
2
5% interest since 2009, the year 2017 was TOTAL’s first full year of  
operating the Barnett shale gas assets. As a result of the work carried  
nd  
out since the 2 quarter of 2017, the decline that started in 2013 has  
In Algeria, TOTAL’s production was 15 kboe/d in 2017 compared to  
been stopped and operated production has started to stabilize at  
around 600 Mcf/d.  
2
3 kboe/d in 2016 and 25 kboe/d in 2015. All of the Group’s  
production in Algeria comes from the Tin Fouyé Tabankort (TFT) field  
35%).  
TOTAL also has a 25% stake in a joint venture operated by  
Chesapeake in the Utica basin (on an acreage mainly located in Ohio)  
that produces shale gas. TOTAL was not involved in the drilling of any  
wells in 2017 and 2016, compared to eight in 2015.  
(
In addition, the development of the Timimoun gas field (37.75%)  
continued in 2017 with activities related to the construction of the  
plant and drilling. Pursuant to the Global Agreement (Accord Global)  
(
(
(
1) TOTAL holds an indirect 4% stake in Petroleum Development Oman LLC, operator of Block 6, via its 10% stake in Private Oil Holdings Oman Ltd.  
2) TOTAL’s indirect stake via Oman LNG’s stake in Qalhat LNG.  
3) TOTAL’s stake in the foreign consortium.  
4
2
REGISTRATION DOCUMENT 2017  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Exploration & Production segment  
In the Gulf of Mexico, TOTAL holds interests in the deep offshore  
fields Tahiti (17%) and Chinook (33.33%). On Tahiti, the  
commissioning of several new in-fill wells drilled since 2015 has  
enabled the field to return to its highest historical levels, in excess of  
The initial results of the pilot development on the Rincón la Ceniza  
Block are encouraging at this stage. The delineation well drilled in  
2016 on the La Escalonada Block in order to test the oil portion of  
the formation has also demonstrated good productivity.  
1
2
00 kboe/d. The Tahiti Vertical Expansion (TVEX) project launched in  
016 in order to extend the production level of the field is expected to  
In Canada, the Group’s production increased to 59 kboe/d in 2017  
compared to 34 kboe/d in 2016 and 14 kboe/d in 2015. This comes  
start production in the second half of 2018. The work continued in  
017, notably with the drilling of three of the four productive wells.  
(2)  
from the ramp-up of Surmont (50%), a project developed by SAGDꢀ  
2
2
and operated by ConocoPhillips. The second phase was  
commissioned in 2015 and Surmont’s total production reached  
approximately 135 kb/d during 2017.  
In exploration in the Gulf of Mexico:  
▪
TOTAL (40%) and its partner Cobalt (60%, operator) continued  
their work to assess the commerciality of the North Platte  
discovery. In May 2017, TOTAL ended its alliance for joint  
deepwater exploration with Cobalt, formed in 2009;  
Construction of the Fort Hills oil sands mining project was more than  
95% complete at year-end 2017. Bitumen production from the first  
train started in January 2018. As a result of a full comparative analysis  
of its global asset portfolio in the context of lower oil prices, the  
Group decided in 2015 to decrease its exposure to Canadian oil  
sands and reduce its stake in Fort Hills from 39.2% to 29.2%. An  
impairment on the part of the asset sold was recognized in the 2015  
Consolidated Financial Statements. A dispute over the funding of the  
cost overrun of the project, of which the operator notified the partners  
in January 2017, was resolved with the sale of an additional 3.15%  
▪
▪
the Group acquired new mining rights on blocks awarded during  
the annual auctions in March and August 2017; and  
an agreement signed in September 2017 covering 16 blocks  
allows for joint drilling on 7 exploration prospects operated by  
Chevron. TOTAL will have stakes of between 25% and 40% in  
these wells. Under this agreement, TOTAL announced in January  
2
018 a major oil discovery in the Ballymore prospect (40%)  
by TOTAL to Suncor and Teck. A further adjustment will be  
located deep offshore, on the Norphlet thematic. A sidetrack well is  
ongoing to confirm the upside potential.  
performed after the final project cost is known. The book value of  
TOTAL’s interest in Fort Hills was adjusted in 2017 to take into  
account the reduction in the expected value of the project following  
the cost increase.  
In January 2018, TOTAL announced the signature of an agreement  
with Samson in December 2017 in order to acquire Samson  
Offshore, LLC, which holds a 12.5% interest in four blocks covering  
the Anchor discovery. The transaction also includes the acquisition of  
a 12.5% interest in the nearby exploration block Green Canyon 761,  
where TOTAL already holds a 12.5% interest.  
On the Joslyn (38.25%, operator) and Northern Lights (50% operator)  
licenses, the projects were suspended in 2014 and work remains  
strictly limited to legal and contractual obligations and maintaining  
safety.  
In 2017, an impairment on assets in the United States was  
recognised in the Consolidated Financial Statements.  
In Bolivia, the Group’s production, mainly gas, was 46 kboe/d in  
2
017 compared to 34 kboe/d in 2016 and 28 kboe/d in 2015.  
(
1)  
TOTAL is active on six licenses, five of which have producing fields:  
San Alberto (15%), San Antonio (15%), Block XX Tarija Oeste (41%),  
and Aquio and Ipati (50%, operator), where the Incahuasi gas field  
started production in August 2016. On the Azero exploration license  
In Argentina, TOTAL operated approximately 30% of the country’s  
gas production in 2017. The Group’s production was 76 kboe/d in  
017 compared to 78 kboe/d in 2016 and 72 kboe/d in 2015:  
2
▪
In Tierra del Fuego, on the CMA-1 concession, TOTAL operates  
the Ara and Cañadon Alfa Complex onshore fields and the Hidra,  
Carina and Aries offshore fields (37.5%). In February 2016, TOTAL  
started production on the Vega Pleyade offshore gas and  
condensates field (37.5%, operator), which has a production  
capacity of 350 Mcf/d. TOTAL also expects to launch the Fenix  
project (37.5%, operator) before the end of 2018;  
(50%), which covers an area of more than 7,800 km² in the Andean  
foothills, a geophysical data acquisition campaign was started at the  
end of 2016. The drilling of a well is expected to follow in 2018/2019.  
The Rio Hondo exploration license was relinquished in June 2017.  
In Venezuela, the Group’s production was 44 kboe/d in 2017  
compared to 47 kboe/d in 2016 and 52 kboe/d in 2015. It comes  
from the Group’s interests in PetroCedeño (30.32%) and Yucal Placer  
▪
In the Neuquén onshore basin, the Group holds interests in  
0ꢀlicenses and operates 6 of them, including Aguada Pichana and  
(
69.5.%). Development of the extra heavy oil field of PetroCedeño  
continues (49 wells were drilled in 2017 compared to 39 in 2016 and  
7 in 2015), as well as the debottlenecking project for the water  
1
San Roque, where production has already started. Three shale gas  
and oil pilot projects were launched: the first on the Aguada  
Pichana Block (27.27%, operator), where production started  
mid-2015; the second on the Rincón la Ceniza Block, located on  
the gas and condensate portion of Vaca Muerta (45%, operator),  
where production started in July 2016; and the third on the  
Aguada San Roque Block (24.71%, operator), which was launched  
in August 2017.  
4
separation and treatment facilities.  
The sale of the 49% stake in offshore exploration Block 4 of  
Plataforma Deltana is awaiting approval from the authorities. For  
information on international economic sanctions concerning  
Venezuela, refer to point 3.1.9 of chapter 3.  
In Brazil, TOTAL acquired in 2013 a 20% stake in the Libra field,  
located in the Santos field in the ultra-deep offshore (2,000 m),  
approximately 170 km off the coast of Rio de Janeiro over an area of  
Following the good results of the Aguada Pichana pilot project and  
a reduction in drilling costs, the first phase of development of the  
giant Vaca Muerta shale play was launched in July 2017 in the  
eastern part of the block. Under this project, all of the Aguada  
Pichana partners, Total Austral S.A. (27.27%, operator), YPF S.A.  
1
,550 km². At year-end 2017, 12 wells had been drilled and the  
production started in November 2017 with the FPSO Pioneiro de  
Libra (50 kb/d capacity) designed to carry out the long-term  
production tests necessary for optimizing future development phases.  
The first development phase (17 wells connected to an FPSO with a  
capacity of 150 kb/d) also started in December 2017.  
(
27.27%), Wintershall Energia S.A. (27.27%) and Panamerican  
Energy LLC (18.18%), signed an agreement that splits the block  
into two parts. This agreement will permit TOTAL to increase its  
participation to 41% in the non-conventional part of the Aguada  
Pichana Este project.  
(
(
1) Source: Department of Federal Planning, Public Investment and Services, Energy Secretariat.  
2) Steam Assisted Gravity Drainage: production by injection of recycled water vapor.  
REGISTRATION DOCUMENT 2017  
43  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
In addition, the Group holds 17 exploration licenses located in the  
Foz do Amazonas, Barreirinhas, Ceará, Espirito Santo and Pelotas  
basins.  
works aimed at maintaining production on the Tunu, Peciko, South  
Mahakam, Sisi-Nubi and Bekapai fields continued. Drilling activities  
on behalf of Pertamina started in July 2017;  
In February 2017, TOTAL and Petrobras signed definitive contracts in  
▪
On the Sebuku license (15%), production from the Ruby gas field is  
routed by pipeline for processing and separation at the Senipah  
terminal (operated by TOTAL).  
relation to  
a package of upstream and downstream gas and  
electricity assets in Brazil and other international opportunities  
contemplated by their strategic alliance agreed in December 2016.  
As part of this strategic alliance, following the granting of the  
necessary authorization in January 2018, TOTAL acquired a 22.5%  
interest in the concession Iara, located in Block BM-S-11A, which is  
currently under development, as well as a 35% interest and the  
operatorship in the Lapa field concession area, located in Block  
BM-S-9A. The Lapa field entered into production in December 2016.  
Technical cooperation between the two companies will be reinforced,  
in particular by the joint assessment of the exploration potential of  
promising areas in Brazil and by the development of new  
technologies, in particular in deep offshore.  
In Thailand, the Group’s production was 58 kboe/d in 2017  
compared to 60 kboe/d in 2016 and 62 kboe/d in 2015. This  
production comes from the Bongkot offshore gas and condensate  
field (33.33%). The Thai state-owned company PTT purchases all of  
the natural gas and condensate production. New investments are  
underway for maintaining the plateau and responding to gas demand.  
In Brunei, the Group’s production was 21 kboe/d in 2017 compared  
to 18 kboe/d in 2016 and 15 kboe/d in 2015. This production comes  
from the Maharaja Lela Jamalulalam offshore gas and condensate  
field on Block B (37.5%, operator). The gas is delivered to the Brunei  
LNG liquefaction plant. On the Maharaja Lela South project, intended  
to increase the field’s production capacity, the new platform has been  
installed and the six planned wells have started production.  
In Mexico, TOTAL was awarded exploration licenses in  
December 2016 on three blocks in offshore Mexico, following the  
country’s first competitive deep water bid round resulting from the  
reform of the energy sector. Located in the Perdido basin, Block 2  
Studies are continuing to reassess the potential of the deep offshore  
exploration Block CA1 (86.9%, operator), which includes the Jagus  
East discovery, the reservoirs of which are connected to those of the  
Gumusut-Kakap field in Malaysia.  
(
50%, operator) covers an area of 2,977 km² at water depths of  
between 2,300 m and 3,600 m. Located in the Salina basin, Block 1  
33.3%) extends over 2,381 km² and Block 3 (33.3%) covers 3,287  
(
km². In June 2017, TOTAL acquired Block 15 (60%, operator) in the  
Sureste basin, which covers an area of 972 km2.  
In Myanmar, the Group’s production was 19 kboe/d in 2017  
compared to 21 kboe/d in 2016 and 19 kboe/d in 2015.  
In Colombia, TOTAL started production on the Niscota field (50%) in  
October 2017. Production for 2017 was less than 1 kboe/d.  
The Yadana field (31.24%, operator), located on the offshore Blocks  
M5 and M6, primarily produces gas for delivery to PTT for use in Thai  
power plants. The Yadana field also supplies the domestic market via  
an offshore pipeline built and operated by MOGE, a Myanmar  
state-owned company. In May 2017, TOTAL started production on  
the Badamyar field, a satellite of the Yadana field. This project is  
expected to make it possible to extend production on this gas field,  
In Guyana, TOTAL enters exploration in the Guyana Basin with three  
exploration licences offshore Guyana. The Group has signed  
agreements in February 2018 to acquire a 35% working interest in  
the Canje Block and a 25% working interest in the Kanuku Block and  
furthermore held an option to purchase a 25% working interest in the  
Orinduik block.  
3
which is 8 Bcf /y, beyond 2020.  
In 2015, TOTAL signed a production sharing contract on deep  
offshore Block YWB (100%, operator), awarded in 2014 during the  
offshore round launched by the local authorities. A 2D seismic survey  
was carried out in May 2016.  
Rest of the zone of the Americas  
TOTAL also has interests in exploration licenses in Aruba and French  
Guyana, where the Guyane Maritime license (100%, operator) was, in  
September 2017, officially extended to mid-2019.  
In 2015, the Group entered exploration license A6 (40%) located in  
the deep offshore area west of Myanmar. Two of the three  
exploration wells drilled since 2015 have resulted in gas discoveries.  
Evaluation of these discoveries is ongoing.  
Asia-Pacific  
In 2017, TOTAL’s production in the zone of Asia-Pacific was  
2
44 kboe/d, representing 9% of the Group’s overall  
production, compared to 265 kboe/d in 2016 and 258 kboe/d in  
015. The two main producing countries in this zone in 2017  
In Australia, the Group’s production was 19 kboe/d in 2017  
compared to 16 kboe/d in 2016 and 4 kboe/d in 2015. This  
production comes from Gladstone LNG (GLNG) (27.5%), an  
integrated gas production, transportation and liquefaction project  
from the Fairview, Roma, Scotia and Arcadia fields with a capacity of  
2
were Indonesia and Thailand.  
In Indonesia, the Group’s production was 112 kboe/d in 2017  
compared to 140 kboe/d in 2016 and 147 kboe/d in 2015. TOTAL’s  
operations in Indonesia were primarily concentrated on the Mahakam  
license (50%, operator), which in particular includes the Peciko and  
Tunu gas fields. The Group also has a stake in the Sisi-Nubi gas field  
7
.8 Mt/y located on Curtis Island, Queensland. Train 1 of the plant  
started production in 2015 and train 2 in May 2016. An impairment  
was recognized in the 2015, 2016 and 2017 Consolidated Financial  
Statements.  
(
47.9%, operator):  
The Ichthys project (30%) involves the development of a gas and  
condensate field located in the Browse Basin. This development  
includes a platform for the production, processing and export of gas,  
an FPSO for processing and exporting the condensate (with 100 kb/d  
condensate capacity), an 889 km gas pipeline and an onshore  
liquefaction plant (with 8.9 Mt/y LNG and 1.6 Mt/y LPG capacities) in  
Darwin. The LNG has already been sold, mainly to Asian buyers,  
under long-term contracts. According to the operator, the production  
▪
On the Mahakam license, which expired end of December 2017,  
the Indonesian government has decided to allocate 100% of the  
participating interest to Pertamina (operator) from January 1, 2018,  
and to give it the possibility to farm out some interests to its current  
partners.  
The Group delivered most of its natural gas production on this  
license to the Bontang LNG plant. These volumes of gas  
represented almost 80% of the plant’s supply in 2017. To this gas  
production was added the operated production of oil and  
condensates from the Handil and Bekapai fields. In addition, the  
st  
is expected to start in the 1 semester of 2018.  
In China, the Group’s production was 15 kboe/d in 2017 compared  
to 10 kboe/d in 2016 and 11 kboe/d in 2015. This production comes  
from the South Sulige Block (49%) in the Ordos Basin of Inner  
Mongolia, where the drilling of tight gas development wells is  
ongoing.  
4
4
REGISTRATION DOCUMENT 2017  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Exploration & Production segment  
In 2017, TOTAL signed a production sharing contract on the Taiyang  
exploration block (49%, operator), located in both Chinese and  
southeast of Port Moresby. The interpretation of the multi-client  
seismic survey performed in late 2016 revealed some promising  
prospects. In October 2017, the authorities awarded TOTAL (100%)  
a second exploration license (PPL589) in this area.  
Taiwanese waters in the China Sea.  
underway.  
A 2D seismic survey is  
In Papua New Guinea, the Group owns a stake in Block PRL-15  
40.1%, operator since 2015). The State of Papua New Guinea  
retains the right to take a stake in the license (when the final  
investment decision is made) at a maximum level of 22.5%. In this  
case, TOTAL’s stake would be reduced to 31.1%.  
Rest of the zone of Asia-Pacific  
(
TOTAL also holds interests in exploration licenses in Malaysia and the  
Philippines. In Cambodia, TOTAL is working to implement an  
agreement entered into in 2009 with the Cambodian government for  
the exploration of Block 3 located in an area of the Gulf of Thailand  
disputed by the governments of Cambodia and Thailand. This  
agreement remains subject to the establishment by both countries of  
an appropriate contractual framework.  
2
Block PRL-15 includes the two discoveries Elk and Antelope. The  
delineation program of these discoveries was completed in April 2017  
and the results of the wells drilled confirmed the resource levels of the  
fields. In 2016, the Group carried out the environmental and societal  
baseline studies in the country that are necessary for the granting of  
authorization to start production in the fields. The development  
studies are ongoing.  
Mærsk Oil acquisition  
Following the finalization of the Mærsk Oil acquisition, Total holds  
interests notably in Fields in United Kingdom (Culzean, 49.99%,  
opérator), Norway (Johan Sverdrup, 8.44%), Denmark (31.2%  
ownership of the Danish Underground Consortium producing assets),  
the US Gulf of Mexico (Jack, 25%), Algeria, Kenya, Kazakhstan,  
Angola and Brazil.  
In March 2017, the acquisition of a 35% stake in exploration license  
PPL339, located in Gulf Province, came into effect.  
Since 2016, TOTAL has held deep offshore exploration license  
PPL576 (100%) in the Offshore Eastern Papuan Foldbelt area  
REGISTRATION DOCUMENT 2017  
45  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
2.1.10 Oil and gas acreage  
2017  
As of December 31,  
Undeveloped  
(a)  
(
in thousands of acres)  
acreage  
Developed acreage  
Europe and Central Asia (excl. Russia)  
Russia  
Gross  
Net  
17,885  
6,567  
730  
165  
Gross  
Net  
3,758  
604  
691  
121  
Africa (excl. North Africa)  
Middle East and North Africa  
Americas  
Gross  
Net  
73,608  
53,518  
32,977  
5,902  
829  
204  
Gross  
Net  
2,879  
445  
Gross  
Net  
20,487  
11,985  
52,477  
34,556  
201,192  
113,219  
1,075  
527  
Asia-Pacific  
Gross  
Net  
885  
321  
TOTAL  
GROSS  
7,002  
1,783  
(
b)  
NET  
(
(
a) Undeveloped acreage includes leases and concessions.  
b) Net acreage equals the sum of the Group’s equity stakes in gross acreage.  
2.1.11 Number of productive wells  
2017  
As of December 31,  
Gross productive  
wells  
Net productive  
(a)  
wells  
(
number of wells)  
Europe and Central Asia (excl. Russia)  
Russia  
Oil  
Gas  
Oil  
436  
244  
114  
90  
297  
55  
Gas  
Oil  
574  
100  
442  
15  
Africa (excl. North Africa)  
Middle East and North Africa  
Americas  
1,590  
75  
Gas  
Oil  
10,197  
168  
628  
41  
Gas  
Oil  
1,044  
3, 422  
131  
346  
2,005  
60  
Gas  
Oil  
Asia-Pacific  
Gas  
OIL  
GAS  
3,053  
13,695  
7,536  
1,108  
1,645  
3,359  
TOTAL  
(
a) Net wells equal the sum of the Group’s equity stakes in gross wells.  
4
6
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Exploration & Production segment  
2.1.12 Net productive and dry wells drilled  
2
017  
2016  
2015  
Net  
productive  
wells  
Net  
Net  
Net dry  
wells  
Net total productive  
Net dry  
wells  
Net total productive  
Net dry  
wells  
Net total  
wells  
2
wells  
wells  
wells  
wells  
As of December 31,  
drilled  
drilled  
drilled  
drilled  
drilled  
drilled  
drilled  
drilled  
drilled  
(a)(b)  
(a)(c)  
(a)(c)  
(a)(b)  
(a)(c)  
(a)(c)  
(a)(b)  
(a)(c)  
(a)(c)  
(
number of wells)  
Exploration  
Europe and Central Asia  
(
excl. Russia)  
0.1  
-
1.8  
-
1.9  
-
1.1  
-
1.0  
-
2.1  
-
1.0  
-
4.6  
-
5.6  
-
Russia  
Africa (excl. North Africa)  
Middle East and North Africa  
Americas  
0.2  
0.6  
1.3  
1.2  
0.5  
0.5  
0.5  
0.7  
4.0  
0.8  
1.1  
1.7  
1.9  
7.4  
0.7  
0.8  
2.1  
1.6  
6.3  
-
0.7  
0.8  
2.9  
1.6  
8.1  
0.2  
0.3  
1.4  
2.0  
4.9  
2.1  
0.5  
0.6  
0.9  
8.7  
2.3  
0.8  
2.0  
2.9  
13.6  
-
0.8  
-
Asia-Pacific  
TOTAL  
3.4  
1.8  
Development  
Europe and Central Asia (excl.  
Russia)  
8.8  
21.5  
-
-
8.8  
21.5  
13.6  
18.7  
0.5  
-
14.1  
18.7  
15.7  
22.9  
0.4  
-
16.1  
22.9  
Russia  
Africa (excl. North Africa)  
Middle East and North Africa  
Americas  
14.4  
-
14.4  
14.6  
-
14.6  
21.4  
-
21.4  
82.0  
-
82.0  
49.3  
1.1  
-
50.4  
36.6  
0.6  
0.1  
-
37.2  
29.2  
0.5  
-
29.7  
35.4  
35.4  
60.6  
60.7  
Asia-Pacific  
132.4  
288.3  
291.7  
132.4  
288.8  
296.2  
151.0  
282.6  
288.9  
-
151.0  
284.2  
292.3  
86.9  
86.9  
TOTAL  
0.5  
4.5  
1.6  
3.4  
244.1  
249.0  
1.1  
9.8  
245.2  
258.8  
TOTAL  
(
(
(
a) Net wells equal the sum of the Group’s equity stakes in gross wells.  
b) Includes certain exploratory wells that were abandoned, but which would have been capable of producing oil in sufficient quantities to justify completion.  
c) For information: service wells and stratigraphic wells are not reported in this table.  
2.1.13 Wells in the process of being drilled (including wells temporarily  
suspended)  
2017  
As of December 31,  
(a)  
Net  
(
number of wells)  
Gross  
Exploration  
Europe and Central Asia (excl. Russia)  
Russia  
6
-
1.9  
-
Africa (excl. North Africa)  
Middle East and North Africa  
Americas  
19  
2
4.7  
0.0  
2.8  
1.9  
11.3  
8
Asia-Pacific  
5
TOTAL  
40  
(b)  
Other wells  
Europe and Central Asia (excl. Russia)  
16  
61  
5.2  
15.2  
Russia  
Africa (excl. North Africa)  
Middle East and North Africa  
Americas  
67  
13.6  
200  
44  
27.5  
18.5  
Asia-Pacific  
809  
1,197  
1,237  
201.5  
281.5  
292.8  
TOTAL  
TOTAL  
(
a) Net wells equal the sum of the Group’s equity stakes in gross wells. Includes wells for which surface facilities permitting production have not yet been constructed. Such  
wells are also reported in the table “Number of net productive and dry wells drilled”, above, for the year in which they were drilled.  
b) Other wells are developments wells, service wells, stratigraphic wells and extension wells.  
(
REGISTRATION DOCUMENT 2017  
47  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Exploration & Production segment  
2.1.14 Interests in pipelines  
(1)  
The table below sets forth the interests of the Group’s entities in TOTAL’s main oil and gas pipelines as of December 31, 2017.  
Pipeline(s)  
Origin  
Destination  
(%) interest  
Operator  
Liquids  
Gas  
Europe and Central Asia  
Azerbaijan  
Ceyhan (Turkey,  
Mediterranean)  
BTC  
Baku (Azerbaijan)  
5.00  
X
Norway  
Frostpipe (inhibited)  
Heimdal to Brae Condensate Line  
Kvitebjorn Pipeline  
Lille-Frigg, Froy  
Heimdal  
Oseberg  
Brae  
36.25  
16.76  
5.00  
X
X
X
Kvitebjorn  
Mongstad  
Teeside  
Norpipe Oil  
Ekofisk Treatment center  
(United Kingdom)  
34.93  
12.98  
3.71  
X
X
X
X
Oseberg, Brage and  
Veslefrikk  
Oseberg Transport System  
Troll Oil Pipeline I and II  
Sture  
Vestprosess  
(Mongstad refinery)  
Troll B and C  
Vestprosess  
(Mongstad refinery)  
Vestprosess  
Kollsnes (Area E)  
5.00  
5.11  
Polarled  
Asta Hansteen/Linnorm  
Nyhamna  
X
Netherlands  
Nogat Pipeline  
F3-FB  
K13A  
Den Helder  
Den Helder  
5.00  
4.66  
X
X
X
WGT K13-Den Helder  
WGT K13-Extension  
United Kingdom  
Alwyn Liquid Export Line  
Bruce Liquid Export Line  
Central Graben Liquid Export Line (LEP)  
Ninian Pipeline System  
Shearwater Elgin Area Line (SEAL)  
SEAL to Interconnector Link (SILK)  
Africa (excl. North Africa)  
Gabon  
Markham  
K13 (via K4/K5)  
23.00  
Alwyn North  
Bruce  
Cormorant  
Forties (Unity)  
ETAP  
100.00  
43.25  
15.89  
16.00  
25.73  
54.66  
X
X
X
X
X
Elgin-Franklin  
Ninian  
Sullom Voe  
Bacton  
Elgin-Franklin, Shearwater  
Bacton  
X
X
Interconnector  
X
X
(
a)  
Mandji Pipes  
Mandji fields  
Cap Lopez Terminal  
100.00  
X
Nigeria  
O.U.R  
Obite  
Rumuji  
Owaza  
40.00  
40.00  
X
X
X
X
NOPL  
Rumuji  
Middle East and North Africa  
Qatar  
Taweelah-Fujairah-Al  
Ain (United Arab  
Emirates)  
Dolphin  
Americas  
Argentina  
TGM  
North Field (Qatar)  
24.50  
32.68  
X
X
TGN  
Uruguyana (Brazil)  
Brazil  
Porto Alegre via São  
Paulo  
TBG  
Bolivia-Brazil border  
9.67  
X
X
Argentina-Brazil border  
(TGM) Porto Alegre  
Uruguyana (Brazil)  
Canoas  
TSB  
25.00  
Asia-Pacific  
Australia  
Fairview, Roma, Scotia,  
Arcadia  
GLNG  
GLNG (Curtis Island)  
27.50  
31.24  
X
X
Myanmar  
Ban-I Tong  
(Thai border)  
Yadana  
Yadana field  
X
(
a) Interest of Total Gabon. The Group holds an interest of 58.28% in Total Gabon.  
(1) Excluding equity affiliates, except for the Yadana and Dolphin pipelines.  
4
8
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Gas Renewables & Power segment  
2.2 Gas, Renewables & Power segment  
The Gas, Renewables & Power segment carries the Group’s ambition  
in low carbon activities through the development of downstream gas  
and renewable energies as well as the energy efficiency businesses.  
The segment employs an integrated business model along the full  
gas and power value chain. The number of its clients is in strong  
growth, notably in B2C, following the acquisition of Lampiris in 2016.  
2
>
>
9
00MWc 15.6Mt $0.4  
B
11,492 1.5  
M
of installed power  
capacity in 2017  
LNG volumes  
managed  
in 2017  
organic  
employees  
present  
sites, of which  
(1)  
(2)  
investments  
in 2017  
2/3 are B2C sites  
2
015 and 2016 data have been restated in line with the new Group organization fully effective since January 1, 2017 (refer to point 1.6.2 of  
(1)  
chapter 1).  
Gas, Renewables & Power segment financial data  
(
M$)  
2017  
2016  
2015  
(
a)  
Adjusted net operating income  
Operating cash flow before working capital changes w/o financial charges  
485  
439  
567  
(
b)  
(
DACF)  
294  
993  
176  
538  
5
Cash flow from operations  
(384)  
(
(
a) Adjusted results are defined as income using replacement cost, adjusted for special items, excluding the impact of changes for fair value.  
b) DACF = debt adjusted cash flow. The operating cash flow before working capital changes w/o financial charges is defined as cash flow  
from operating activities before changes in working capital at replacement cost, without financial charges.  
The adjusted net operating income of the Gas, Renewables & Power segment reached $485 million for fiscal year 2017, a 10% increase  
compared to 2016. This increase is mainly due to the Gas activity and to the inclusion of the Saft Groupe result, which was acquired mid-2016.  
(
2)  
(
(
1) In Group's equity stake.  
2) Organic investments = net investments, excluding acquisitions, divestments and other operations with non-controlling interests (refer to point 2.5.1  
of this chapter).  
REGISTRATION DOCUMENT 2017  
49  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Gas Renewables & Power segment  
2.2.1 Downstream gas and power  
The activities of TOTAL in the gas business have a primary objective  
to contribute to the growth of the Group by ensuring market outlets  
for its current and future natural gas production.  
Long-term Group LNG purchases and sales  
TOTAL acquires long-term LNG volumes mainly from liquefaction  
projects in which the Group holds an interest, including Qatargas 2  
(Qatar), Yemen LNG (Yemen), Nigeria LNG (Nigeria) and Snøhvit  
(Norway), or other projects like Sabine Pass (United States). These  
volumes support the expansion of the Group’s worldwide LNG  
portfolio. Since 2009, a growing portion of the long-term volume  
purchased by the Group that was initially intended for delivery to  
North American and European markets has been diverted to more  
Asian growth markets.  
Beyond the production and liquefaction of natural gas (refer to  
point 2.1.8 of this chapter) and in order to enhance the value of the  
Group’s gas resources, the activities of Gas also include the trading  
and marketing of natural gas, which is sold either by pipeline or in the  
form of liquefied natural gas (LNG), liquefied petroleum gas (LPG) and  
electricity as well as shipping of LNG and LPG. The Group also has  
stakes in infrastructure companies (including regasification terminals,  
natural gas transportation and storage, and power plants) necessary  
to implement its strategy.  
New LNG sources are expected to support the growth of the Group’s  
LNG portfolio, notably in Russia (Yamal LNG), Australia (Ichthys LNG)  
and the United States (train 5 of Sabine Pass LNG, Cameron LNG  
and Corpus Christi). Furthermore, the Group is developing new LNG  
markets by promoting LNG import infrastructure projects.  
Finally, TOTAL aims to pursue the development of expertise in the  
power generation sector, especially through cogeneration and  
combined-cycle power plant projects, against  
increasing global demand for electricity.  
a backdrop of  
TOTAL has entered into several significant long-term agreements  
throughout the world for the sale of LNG from the Group’s global  
LNG portfolio, notably in China, Indonesia, Japan, South Korea and  
Spain.  
2.2.1.1 Purchases, sales and shipping of LNG  
A pioneer in the LNG industry, TOTAL is today one of the world’s  
(
1)  
leading players in the sector and has solid and diversified positions  
both in the upstream and downstream portions of the LNG chain.  
LNG shipping  
LNG development is a key element of the strategy of the Group,  
which is strengthening its positions in most major production zones  
and markets.  
As part of its LNG transport activities, TOTAL uses three long-term  
chartered LNG tankers: since 2006, the Arctic Lady, with a capacity  
of 145,000 m³; since 2011, the Meridian Spirit, with a capacity of  
1
65,000 m³, primarily for the transport of volumes from Snøhvit in  
Through its stakes in liquefaction plants located in Nigeria, Qatar,  
(2)  
Norway; and, since the second half of 2017, the SK Audace, with a  
capacity of 180,000 m . The SK Audace is chartered to fulfill TOTAL  
Gas & Power Limited’s purchasing obligations in Australia and the  
United States. Two additional vessels will be delivered in 2018.  
Australia, Norway, Oman, the United Arab Emirates, Yemen , Angola  
and Russia, and its gas supply agreement with the Bontang plant in  
Indonesia, the Group markets LNG in all global markets. In 2017, the  
share of LNG production sold by TOTAL was 11.2 Mt compared to  
3
1
1 Mt in 2016 and 10.2 Mt in 2015. The growth of LNG production  
sold by TOTAL over the coming years is expected to be ensured by  
the Group’s liquefaction projects under construction in Australia and  
Russia and by projects currently under consideration, including new  
projects in Papua New Guinea and the United States and the  
expansion of the Nigeria LNG plant.  
2.2.1.2 Trading  
In 2017, TOTAL continued its downstream strategy from natural gas  
and LNG production by developing its trading, marketing and  
logistics activities. The aim of this strategy is to optimize access for  
the Group’s current and future production to markets supplied on a  
long-term contractual basis and to markets open to international  
competition (with short-term contracts and spot sales).  
In November 2017, TOTAL signed an agreement with Engie relating  
to the planned acquisition of its portfolio of upstream LNG assets.  
This portfolio includes stakes in liquefaction plants (in particular, in the  
Cameron LNG project in the United States and in the first Idku train in  
Egypt), long-term LNG sale and purchase agreements, a fleet of LNG  
tankers and access rights to regasification terminals in Europe. The  
transaction remains subject to the legal process of informing and  
consulting the relevant employee representative bodies and approval  
by the competent authorities and partners on certain contracts. The  
transaction is expected to be finalized in mid-2018.  
The Group also has operations in electricity trading, marketing of LPG  
and petcoke and is also active in the marketing of sulfur. In 2016, the  
Group stopped its coal trading activities.  
In Mexico, TOTAL has reserved 25% of the regasification capacity of  
the Altamira receiving terminal, i.e., 59 Bcf/y (1.7 Bcm/y), through its  
25% stake in Gas del Litoral.  
In the United States, TOTAL has reserved a regasification capacity  
of approximately 353 Bcf/y (10 Bcm/y) in the Sabine Pass terminal  
(Louisiana) for a 20-year period until 2029. In 2012, TOTAL and  
Sabine Pass Liquefaction (SPL) signed agreements allowing SPL to  
gradually obtain access to TOTAL’s reserved capacity. Access to  
38 Bcf/y commenced in 2012, growing to 195 Bcf/y from the  
start-up of train 3 scheduled in 2017 and plateauing at substantially  
all of TOTAL’s capacity from the start-up of train 5 scheduled in  
Since February 2017, TOTAL holds a stake in Tellurian Inc. (20.53%  
as of December 31, 2017), which aims to develop an integrated gas  
project, from low-cost gas production in the United States to the  
delivery of LNG to international markets, from the Driftwood LNG  
terminal. The terminal is in the technical design phase and a permit  
application was filed with the FERC (Federal Energy Regulation  
Commission) in March 2017.  
2
019. In return, SPL will pay TOTAL a fee linked to the capacity  
assigned.  
The trading teams are located in London, Houston, Geneva and  
Singapore.  
(
(
1) Publicly available information: upstream and downstream LNG portfolios in 2017.  
2) The Yemen LNG plant has been shut down since April 2015. For more information, refer to point 2.1.8 of this chapter.  
5
0
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Gas Renewables & Power segment  
Gas and electricity  
2.2.1.3 Marketing  
TOTAL is pursuing gas and electricity trading operations in Europe  
and North America in order to sell the Group’s production and to  
supply the Group’s marketing subsidiaries and other entities.  
To optimize its position throughout the value chain and to leverage  
the synergies from the Group’s other activities, TOTAL has been  
developing the business of marketing natural gas and electricity to  
end users. As part of its development strategy, TOTAL finalized in  
September 2016 the acquisition of Belgian company Lampiris, which  
is also present on the French market.  
In Europe, TOTAL traded 883 Bcf (25 Bcm) of natural gas in 2017,  
compared to 887 Bcf (25.1 Bcm) in 2016 and 849 Bcf (24.0 Bcm) in  
2
015. The Group also traded 70.2 TWh of electricity in 2017,  
2
compared to 49.1 TWh in 2016 and 41.1 TWh in 2015, mainly from  
external sources.  
In the United Kingdom, TOTAL markets gas and electricity to the  
industrial and commercial segments through its subsidiary Total Gas  
&
Power Ltd. In 2017, the volumes of gas sold were 151 Bcf  
In North America, TOTAL traded 426 Bcf (12.1 Bcm) of natural gas  
in 2017 from its own production or from external resources  
compared to 356 Bcf (10.1 Bcm) in 2016 and 441 Bcf (12.5 Bcm) in  
(
(
4.3ꢀBcm), compared to 143 Bcf (4.0 Bcm) in 2016 and 140 Bcf  
4.0 Bcm) in 2015. Electricity sales were 9.1 TWh in 2017, compared  
to 7.4 TWh in 2016 and 6.0 TWh in 2015.  
2
015.  
In France, TOTAL operates in the natural gas and electricity markets  
for industrial and commercial customers through its marketing  
subsidiary Total Énergie Gaz, the sales of which were 67 Bcf  
LNG  
TOTAL operates LNG trading activities through both spot sales and  
long-term contracts such as those described in point 2.2.2.1 above.  
Significant sale and purchase agreements have permitted appreciable  
development of the Group’s activities in LNG trading, especially in the  
Asian markets (China, South Korea, India, Indonesia and Japan). The  
spot and long-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.  
(
(
1.9ꢀBcm) in 2017, compared to 77 Bcf (2.2 Bcm) in 2016 and 84 Bcf  
2.4 Bcm) in 2015. Electricity sales were 0.9 TWh in 2017. TOTAL  
also operates on the domestic market in France through its  
subsidiary Total Spring (previously known as Lampiris France).  
In Germany, Total Energie Gas GmbH, a marketing subsidiary of  
TOTAL, marketed 40 Bcf (1.2 Bcm) of gas in 2017 to industrial and  
commercial customers, compared to 31 Bcf (0.9 Bcm) in 2016 and  
3
1 Bcf (0.9 Bcm) in 2015. Electricity sales were 0.3 TWh in 2017.  
In 2017, TOTAL purchased 59 contractual cargoes under long-term  
contracts from Qatar, Nigeria and Norway and 49 spot or  
medium-term cargoes, compared to, respectively, 51 and 19 in 2016  
and 64 and 20 in 2015. Deliveries from Yemen LNG have been  
interrupted since April 2015.  
In the Netherlands, TOTAL operates in the natural gas and electricity  
markets for industrial and commercial customers through its  
subsidiary Total Gas & Power Nederland B.V. The volumes delivered  
in 2017 were 11 Bcf (0.3 Bcm). Electricity sales were 0.2 TWh in  
2
017.  
LPG  
In Belgium, TOTAL operates on the natural gas and electricity supply  
markets through its subsidiary Lampiris. The subsidiary operates in  
Belgium under the Lampiris brand for the domestic market and Total  
Gas & Power Belgium for industrial and commercial customers.  
TOTAL is the fourth-largest gas and electricity supplier on the Belgian  
In 2017, TOTAL traded more than 4.9 Mt of LPG (propane and  
butane) worldwide, compared to 5.3 Mt in 2016 and 5.8 Mt in 2015.  
Nearly 32% of these quantities came from fields or refineries operated  
by the Group. This trading activity was conducted by means of seven  
time-chartered vessels. In 2017, 241 voyages were necessary for  
transporting the negotiated quantities, including 156 journeys carried  
out by TOTAL’s time-chartered vessels and 85 journeys by  
spot-chartered vessels.  
(1)  
market , with more than 319,000 gas metering points and more than  
96,000 electricity metering points (B2B and B2C) at year-end 2017.  
4
In 2017, almost 26 Bcf (0.7 Bcm) of gas was delivered, and electricity  
sales were nearly 3.7 TWh.  
In Spain, TOTAL markets natural gas to the industrial and  
commercial segments and electricity since 2017 through a dedicated  
subsidiary. The Group sold its 35% stake in Cepsa Gas  
Comercializadora during 2017 third quarter. In 2017, the volumes of  
gas sold were 14 Bcf (35% share equivalent to 0.4 Bcm), compared  
to 100 Bcf (2.8 Bcm) in 2016 and 105 Bcf (3.0 Bcm) in 2015.  
Petcoke and sulfur  
TOTAL has been trading petcoke produced since 2011 by the Port  
Arthur refinery in the United States. 1 Mt of petcoke were sold on the  
international market in 2017, compared to 1.1 Mt in 2016 and 1.1 Mt  
in 2015.  
In Argentina, the subsidiary Total Gas Marketing Cono Sur oversees  
the marketing of gas on behalf of Total Austral, the Group’s  
production subsidiary in Argentina. In 2017, the volumes of gas sold  
were 147 Bcf (4.2 Bcm), compared to 142 Bcf (4.0 Bcm) in 2016 and  
TOTAL began trading in 2014 petcoke from the Jubail refinery in  
Saudi Arabia. In 2017, 1.1 Mt were sold, compared to 890 kt in 2016  
and 720 kt in 2015.  
1
28 Bcf (3.6 Bcm) in 2015.  
Petcoke is sold to cement producers and electricity producers mainly  
in India, as well as in Mexico, Brazil, other Latin American countries  
and Turkey.  
The Group also holds stakes in the marketing companies that are  
associated with the LNG regasification terminals located at Altamira in  
Mexico and Hazira in India.  
In 2017, TOTAL sold 0.9 Mt of sulfur, mainly from its refineries’  
production, compared to 0.7 Mt in 2016.  
(1) Source: Belgian national regulator statistics and benchmarks (CREG).  
REGISTRATION DOCUMENT 2017  
51  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Gas Renewables & Power segment  
In Côte d’Ivoire, a consortium led by TOTAL (34%, operator) has  
been assigned responsibility for developing and operating a FSRU  
2
.2.1.4 Gas facilities  
Downstream from its natural gas and LNG production activities,  
TOTAL holds stakes in natural gas transport networks (refer to point  
(Floating storage and regasification unit) LNG regasification terminal in  
Abidjan and a start-up scheduled in 2020.  
2
.1.14 of this chapter) and LNG regasification terminals.  
In Brazil, as part of its strategic alliance with Petrobras, the definitive  
contracts of which were signed in February 2017, TOTAL expects to  
proceed with the acquisition from Petrobras of part of the  
regasification capacity at the Bahia LNG terminal.  
LNG regasification  
TOTAL has entered into agreements to obtain long-term access to  
LNG regasification capacity worldwide: in the Americas (United  
States, Mexico and Brazil), Europe (France and the United Kingdom),  
Asia (India) and Africa (Côte d’Ivoire). This diversified market presence  
allows the Group to access new liquefaction projects by becoming a  
Transportation and storage of natural gas  
The Group holds stakes in several natural gas transportation  
companies located in Brazil and Argentina.  
long-term buyer of  
a portion of the LNG produced, thereby  
consolidating TOTAL’s LNG supply portfolio.  
2
.2.1.5 Power generation  
In France, TOTAL holds a 27.5% stake in the company Fosmax and  
has access to a regasification capacity of 78 Bcf/y (2.25 Bcm/y). The  
terminal received 55 vessels in 2017 compared to 54 in 2016 and 46  
in 2015.  
In Abu Dhabi, the Taweelah A1 gas-fired power plant, which is  
owned by Gulf Total Tractebel Power Company (TOTAL, 20%),  
combines electricity generation and water desalination. The plant, in  
operation since 2003, currently has a net power generation capacity  
of 1,600 MW and a water desalination capacity of 385,000 m³ per  
day. The plant’s production is sold to Abu Dhabi Water and Electricity  
Company (ADWEC) as part of a long-term agreement.  
TOTAL holds a 9.99% stake in the Dunkerque LNG receiving terminal  
with a capacity of 459 Bcf/y (13 Bcm/y). Trade agreements have also  
been signed that allow TOTAL to reserve up to 2 Bcm/y of  
regasification capacity over a 20-year term. Commercial operations  
started on January 1, 2017. The terminal received 11 vessels in  
In Brazil, as part of its strategic alliance with Petrobras, TOTAL could  
proceed with the acquisition from Petrobras of a 50% interest in two  
co-generation plants located in the Bahia area.  
2
017.  
In the United Kingdom, through its equity interest in the Qatargas 2  
project, TOTAL holds an 8.35% stake in the South Hook LNG  
receiving terminal with a total capacity of 742 Bcf/y (21 Bcm/y) and  
an equivalent access right to the regasification capacity. The terminal  
received 32 cargoes in 2017, compared to 67 in 2016 and 84 in  
2.2.1.6 End of coal production and trading  
Following completion of the sale in 2015 of its subsidiary Total Coal  
South Africa, the Group ceased its coal production activities. In  
addition, the Group ended its coal trading activities in 2016.  
2
015.  
In India, TOTAL holds a 26% stake in the Hazira receiving terminal,  
with a regasification capacity of 244 Bcf/y (6.9 Bcm/y). Located in the  
Gujarat state, this merchant terminal has operations covering both  
LNG regasification and gas marketing and received 45 vessels in  
2
017, compared to 60 in 2016 and 57 in 2015.  
2.2.2 Renewable energies and energy storage  
As part of its ambition to become the responsible energy major, the  
Group is developing its activities in low-carbon and renewable  
energies businesses. Facing the challenge of climate change, TOTAL  
positions itself on an energy mix with decreasing carbon intensity that  
takes into account the Sustainable Development Scenario (2°C) of  
the IEA.  
2
.2.2.1 Renewable energies  
In 2017, TOTAL set itself the goal of achieving 5 GW of renewable  
power production assets in five years, and it is implementing this  
growth through its three subsidiaries SunPower, Total Solar and Total  
Eren.  
The Group is active along the entire solar photovoltaic value chain  
with SunPower and Total Solar, from the production of photovoltaic  
cells to the development of solar farms or the installation of solar  
facilities in the industrial/commercial and domestic segments.  
SunPower  
TOTAL has held since 2011 a majority interest in SunPower (56.26%  
as of December 31, 2017), an American company listed on Nasdaq  
and based in California.  
In 2017, TOTAL maintained its policy of investing in low-carbon  
businesses by taking an indirect stake of 23% in EREN Renewable  
Energy. This company, which has been renamed Total Eren, will  
enable the Group to boost its development in solar energy and break  
into wind power.  
As an integrated player, SunPower operates over the entire  
photovoltaic solar power value chain. Upstream, it designs,  
manufactures and supplies highly-efficient cells and panels that are  
among the best-performing on the market. Downstream, SunPower  
is mainly active in distributed generation (domestic, industrial and  
commercial).  
In addition, the acquisition of Saft Groupe S.A. in 2016 has allowed  
the Group to become a leading player on the high technology  
batteries market, while examining the opportunity for development in  
stationary energy storage.  
SunPower had a cell production capacity of almost 1,200 MW/y at  
year-end 2017. The cells are assembled into solar panels in plants  
located mainly in Mexico and France. To enlarge its commercial  
offering, SunPower has marketed since 2016 a new range of panels  
to target the most competitive market sectors while continuing to hold  
a technological edge over its competitors. Currently, SunPower is  
finalizing the development of the next generation of its highly efficient  
technology, which significantly reduces costs while retaining the best  
performance on the market.  
5
2
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Gas Renewables & Power segment  
SunPower markets its panels worldwide for applications ranging from  
residential and commercial roof tiles to solar power plants.  
Total Eren  
In September 2017, TOTAL announced that it had signed an  
agreement with EREN Renewable Energy that will enable the Group  
to accelerate its development in renewable power generation. Under  
the agreement, TOTAL holds, since December 2017, an indirect  
stake of 23% in this company, and the Group may take control of it  
after a period of five years. EREN Renewable Energy has been  
renamed Total Eren.  
In 2017, the photovoltaic market remained very dynamic, with  
(1)  
estimated growth of +30% of newly installed capacities .  
SunPower installed more than 1.4 GW in 2017 compared to 1.3 GW  
in 2016 and 1.2 GW in 2015. In 2017, SunPower completed the  
construction of the El Pelicano solar farm in Chile (111 MWp) and the  
Gala solar farm in the United States (69 MWp).  
2
Total Eren owns a diversified set of assets (mainly in solar and wind  
SunPower is one of the leading players in the United States on the  
residential, industrial and commercial rooftop markets, and is  
developing smart energy offerings (a combination of photovoltaic  
solar power, storage and other services) and flexible products  
opening the way for new applications (easy to install ultra-light panels  
that can be used on all buildings, etc.).  
power) representing  
operation or under construction around the world. Its aim is to reach  
an overall installed capacity of more than 3 GW worldwide by 2023.  
a gross installed capacity of 650 MW in  
This acquisition thus supplements the Group’s portfolio of businesses  
in the renewable energy sector, particularly solar, where Total Eren’s  
priority strategy will be growth in emerging countries with abundant  
solar resources and increasing demand for electricity, enabling high  
project profitability.  
SunPower held, as of December 31, 2017, a 36.5% stake in the  
company 8point3 Energy Partners, initially set up with its American  
partner First Solar. In April 2017, First Solar announced its intention to  
sell its shares in the company. In early 2018, First Solar and  
SunPower have agreed to sell their stake in 8point3 Energy Partners,  
to energy investment firm Capital Dynamics, Inc., which has already  
an existing portfolio of solar and wind assets. The transaction could  
be completed in the second or third quarter of 2018 subject to  
conditions precedents being met and regulatory authorizations  
obtained.  
New solar technologies  
In order to strengthen its technological leadership in the crystalline  
silicon value chain, and in addition to its R&D cooperation with  
SunPower, TOTAL partners with leading laboratories and international  
research institutes. This work consists of developing and optimizing  
the photovoltaic solar power chain (from cells through to power  
systems and including modules) by reducing production costs and  
increasing the efficiency and reliability of components. The Group is  
also strengthening its expertise in solar resource and panel capacity  
evaluation and prediction.  
At the end of 2017 in the United States, the International Trade  
Commission (ITC) acknowledged that the import of low-priced panels  
from Asia was detrimental to certain companies in the sector (Suniva  
and Solar World) and recommended that customs barriers be set up  
on all imports, in the form of tariffs or quotas. On January 23, 2018,  
the American administration decided to set custom tariffs on  
polysilicium imported cells or panels. The tariff is 30% on the first year  
and will decrease by 5% per year during the three following years.  
TOTAL is one of the founders and key partners of the Ile-de-France  
Photovoltaic Institute (IPVF), which began operations in 2018.  
Downstream, TOTAL is continuing its research efforts on new  
generations of energy management and control systems for  
commercial applications in particular, in order to differentiate the  
Group entities’ offerings on the electric market and to lower the cost  
of energy consumed for customers.  
However, such tariff shall apply only when  
importation quota is reached.  
a 2.5 GW annual  
Total Solar  
Since 2017, Total Solar, a wholly-owned subsidiary of the Group,  
conducts TOTAL’s own solar development activities with a view to  
accelerating growth in the downstream portion of the value chain and  
increasing solar electricity sales.  
2
.2.2.2 Energy storage  
Energy storage is a major challenge for the future of power grids and  
a vital accompaniment to renewable energies, which is intermittent by  
nature. Large-scale electricity storage is essential to promote the  
growth of renewables and enable them to make up a significant share  
of the electricity mix.  
Total Solar is focused on two market segments:  
▪
decentralized photovoltaic systems aimed at industrial or  
commercial customers (B2B) entering into private PPAs (power  
purchase agreements); and  
The acquisition of 100% of the shares of Saft Groupe S.A. (“Saft”),  
completed in August 2016 following a successful voluntary takeover  
bid, is fully in line with TOTAL’s goal to develop in low-carbon  
businesses, particularly renewable energies.  
▪
ground-mounted solar power plants in targeted geographical areas  
such as Europe, the Middle East, Japan and South Africa.  
Total Solar has an installed capacity of 300 MWp (100% equivalent)  
with the following assets: Shams in Abu Dhabi (20%, total capacity 110  
MWp), PV Salvador in Chile (20%, total capacity 70 MWp), Prieska in  
South Africa (27%, total capacity 86 MWp), Nanao in Japan (39%, total  
capacity 27 MWp) and La Mède in France (100%, total capacity 7  
MWp). Total Solar aims to increase installed capacity by approximately  
Saft is a French company founded in 1918 specializing in the design,  
manufacture and marketing of high technology batteries for industry.  
In 2017, Saft achieved sales of €744 million.  
Saft develops nickel and primary lithium batteries for industrial  
infrastructure, transport and civil and military electronics applications.  
It also develops batteries for space and defense using its lithium-ion  
technologies, which are also deployed in the field of energy storage.  
Building on its technological expertise, Saft is well positioned to  
benefit from growth in renewable energies beyond its current  
activities.  
3
0% in 2018.  
(1) Source: BNEF.  
REGISTRATION DOCUMENT 2017  
53  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Gas Renewables & Power segment  
As of year-end 2017, Saft is present in 18 countries (historically in  
Europe and the United States) and has over 4,000 employees. It is  
achieving steady growth in emerging countries, in particular in Asia,  
South America and Russia, and has 14 production sites and  
approximately 30 sales offices.  
2.2.3 Innovation and energy efficiency  
one of the founders and governing members of the organization. In  
2
.2.3.1 Energy efficiency services  
2
$
017, the OGCI Climate Investments fund, which has access to  
1 billion over 10 years, made its first investments in the priority areas  
The energy efficiency services market is expected to see strong  
growth in the coming years. As a result, the Group is investing in this  
market, with the aim of helping customers optimize their consumption  
and emissions and choose between the best sources.  
of large-scale carbon capture, storage and valuation, reducing  
methane emissions along the entire gas value chain, and improving  
energy efficiency in both transportation and industry. In 2017, the  
fund’s investments included in particular a project that aims to design  
In October 2017, the Group finalized the acquisition of GreenFlex, a  
French company founded in 2009 that has over 600 customers.  
GreenFlex employs around 200 people and recorded sales of €358.6  
million at year-end 2017, compared to €235.5 million at year-end  
a large-scale gas-fired power plant with CO  
2
capture and storage, the  
start-up Achates Power, which is developing innovative engines  
capable of significantly reducing the greenhouse gas emissions  
produced by vehicles, and the start-up Solidia Technologies, which is  
developing an innovative cement that uses CO instead of water to  
2
set concrete.  
2
016.  
This acquisition enables the Group to speed up the development of  
its offerings on the energy efficiency market, alongside the growth of  
its subsidiaries BHC Energy (France) and Tenag (Germany).  
2.2.3.3 Carbon capture, use and storage  
It is fully in line with the Group’s strategy for growth in the energy  
performance sector, in priority in five major European countries  
(CCUS)  
(
France, Germany, Belgium, the Netherlands and the United  
With a view to promoting a new industry in the field of carbon  
capture, utilization and storage, the Group is examining the possibility  
of developing new businesses to enable its industrial, domestic or  
electricity producing customers to capture, store, utilize or neutralize  
Kingdom).  
The Group offers its customers integrated solutions (products and  
services) for responsible energy use. Due to the expertise of its  
subsidiaries GreenFlex, BHC and Tenag, it is able to provide services  
to improve energy and environmental performance to industrial,  
commercial and service companies, mainly in Europe but also in  
Africa and the Middle East on an ad hoc basis. The services offered  
include energy strategy analysis and consulting, support for  
implementing actions to improve energy and environmental  
performance, engineering, installation and funding of assets that  
contribute to energy efficiency, as well as the supply of digital  
solutions for monitoring and controlling energy consumption and  
production and environmental impacts.  
2
their CO emissions.  
TOTAL considers CCUS to be one of the key factors in combating  
global warming, and is particularly interested in the emerging carbon  
capture, utilization and storage value chain and the development of  
new commercial and industrial models related to this.  
The Group intends to participate directly or indirectly (via the OGCI  
fund in particular) in large-scale pilot projects in this area. In  
October 2017, TOTAL thus commenced studies with Statoil and  
Shell for the development of the storage phase of the world’s first  
industrial and commercial project for the capture, transport and  
storage of 1.5 Mt of CO  
2
/y emitted by three industrial sites in the Oslo  
region (Norway).  
2.2.3.2 Total Energy Ventures  
Through its venture capital company Total Energy Ventures (TEV), the  
Group supports the development of companies that offer  
technologies or innovative business models in areas such as  
renewable energies, energy efficiency and flexibility management,  
energy storage, sustainable mobility, etc.  
2.2.3.4 Access to energy  
First launched in four pilot countries in 2011, TOTAL’s solar solutions  
for access to energy were distributed in 45 countries by 2017. By the  
end of 2017, 2.3 million lamps and solar kits had been sold,  
improving the day-to-day lives of nearly 10 million people. The  
distribution channels used are both TOTAL’s traditional networks  
(service stations) and “last mile” networks built with local partners to  
bring these solutions to isolated areas. Reseller networks are then set  
up and economic programs developed with the support of external  
partners to recruit and train young solar resellers.  
For example, in 2017, TEV acquired a stake in two sustainable  
mobility companies, Xee, an open platform for the collection,  
processing and management of data transmitted by connected cars,  
and Ontruck, a platform that optimizes the transport of goods by  
road.  
TEV also operates through independent investment funds. An  
example of this is the investment fund managed by the Oil and Gas  
Climate Initiative (OCGI), an organization that brings together 10 of  
the world’s biggest gas and oil operators with the aim of sharing  
experiences, promoting progress in technical solutions and acting as  
a catalyst for important actions to support changes in the energy mix  
while taking into account the challenges of climate change. TOTAL is  
The model is based on innovative partnerships with various  
stakeholders: in 2017, approximately 50 business partnerships were  
launched with such varied stakeholders as NGOs, development  
agencies, professional customers (retailers, TOTAL key account  
customers, etc.), telecommunications operators or international  
organizations.  
5
4
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Refining & Chemicals segment  
2.3 Refining & Chemicals segment  
Refining & Chemicals is a large industrial segment that encompasses  
refining, base petrochemicals (olefins and aromatics), polymer  
derivatives (polyethylene, polypropylene, polystyrene and hydro-  
carbon resins), the transformation of biomass and the transformation  
of elastomers (Hutchinson). This segment also includes the activities  
of Trading & Shipping.  
2
Among the  
Refining  
capacity of  
One of the  
world’s  
$1.6billion 47,985  
of organic employees  
(2)  
investments present  
in 2017  
leading traders  
1
0 largest  
2
.0 Mb/d  
of oil and refined  
products worldwide  
integrated  
at yearꢂend 2017  
(1)  
producers  
2
015 and 2016 data have been restated in line with the new Group organization fully effective since January 1, 2017 (refer to point 1.6.2 of  
(1) (2)  
chapter 1).  
(
a)  
Refinery throughput  
Refining & Chemicals segment financial data  
(
Kb/d)  
(
M$)  
2017  
2016  
2015  
European refining margin indicator  
2
,023  
1,965  
(ERMI) ($/t)  
40.9  
34.1  
48.5  
1,827  
(a)  
Adjusted net operating income  
3,790  
4,195  
4,839  
Operating cash flow before working  
capital changes w/o financial  
charges (DACF)  
1
,523  
1,471  
(b)  
1,391  
4,728  
7,440  
4,873  
4,585  
5,788  
6,435  
Cash flow from operations  
(
(
a) Adjusted results are defined as income at replacement cost, excluding  
non-recurring items, and excluding the impact of fair value changes.  
b) DACF = debt adjusted cash flow. The operating cash flow before working  
capital changes w/o financial charges is defined as cash flow from operating  
activities before changes in working capital at replacement cost, without  
financial charges.  
5
00  
494  
4
36  
2
015  
2016  
Rest of world  
2017  
Europe  
(
a) Includes share of TotalErg (sold in 2018), as well as refineries in Africa  
and the French Antilles (sold in 2015) that are reported in the Marketing &  
Services segment.  
The Group’s European refining margin indicator (ERMI) increased to  
40.9 $/t on average in 2017, due to elevated petroleum product  
demand. Petrochemicals continued to benefit from  
environment albeit down compared to a year ago.  
a favorable  
Refining & Chemicals adjusted net operating income was $3,790  
million for the full-year 2017, a decrease of 10% compared to 2016,  
notably due to the impact of Hurricane Harvey, the impact of  
modernization work on the Antwerp platform and the sale of Atotech  
in early 2017 as well as lower trading results due to the evolution of  
the market into backwardation.  
Refinery throughput decreased by 7% for the full-year 2017  
compared to 2016 as a result of the definitive ending of distillation  
capacity at La Mède (France) and Lindsey (UK) and the temporary  
shutdown of the Port Arthur refinery in the US due to Hurricane  
Harvey.  
(
(
1) Based on publicly available information, production capacities at year-end 2016.  
2) Organic investments = net investments, excluding acquisitions, divestments and other operations with non-controlling interests (refer to point 2.5.1  
of this chapter).  
REGISTRATION DOCUMENT 2017  
55  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Refining & Chemicals segment  
2.3.1 Refining & Chemicals  
Refining & Chemicals includes refining, base petrochemicals (olefins  
and aromatics), polymer derivatives (polyethylene, polypropylene,  
polystyrene and hydrocarbon resins), biomass conversion and  
elastomer processing (Hutchinson). The electroplating chemistry  
Activities by geographical area  
Europe  
(4)  
TOTAL is the second largest refiner in Western Europe .  
(Atotech) and adhesives (Bostik) activities were sold in 2017 and  
2
015, respectively.  
Western Europe accounts for 72% of the Group’s refining capacity,  
i.e., 1,454 kb/d at year-end 2017, same as at year-end 2016 and  
The volume of its Refining & Chemicals activities places TOTAL  
1
,699 kb/d at year-end 2015, in line with the Group’s target of  
(1)  
among the top 10 integrated chemical producers in the world .  
reducing capacity in Europe.  
The strategy of Refining Chemicals integrates constant  
&
a
The Group operates eight refineries in Western Europe (one in  
Antwerp, Belgium, five in France in Donges, Feyzin, Gonfreville,  
Grandpuits and La Mède, one in Immingham in the United Kingdom  
and one in Leuna, Germany) and owns a stake in the Vlissingen  
requirement of safety, a core value of the Group and priority given to  
respect of the environment. In a context of rising worldwide demand  
for oil and petrochemicals driven by non-OECD countries and the  
entry of new capacities into the market, the strategy involves:  
st  
refinery (Zeeland) in the Netherlands. In the 1 quarter of 2018, the  
▪
▪
▪
improving competitiveness of refining and petrochemicals activities  
by making optimal use of industrial means of production and  
concentrating investments on large integrated platforms;  
Group sold its stake in TotalErg, which held a stake in the Trecate  
refinery in Italy.  
The Group’s main petrochemical sites in Europe are located in  
Belgium, in Antwerp (steam crackers, aromatics, polyethylene) and  
Feluy (polyolefins, polystyrene), and in France, in Carling  
(polyethylene, polystyrene, polypropylene compounds), Feyzin (steam  
cracker, aromatics), Gonfreville (steam crackers, aromatics, styrene,  
polyolefins, polystyrene) and Lavéra (steam cracker, aromatics,  
polypropylene). Europe accounts for 48% of the Group’s  
petrochemicals capacity, i.e., 10,293 kt at year-end 2017, compared  
to 10,383 kt at year-end 2016 and 10,394 kt at year-end 2015:  
developing petrochemicals in the United States and the Middle  
East by exploiting the proximity of cost-effective oil and gas  
resources in order to supply growth markets, in particular Asia; and  
innovating in low-carbon solutions/products by developing biofuels  
and biopolymers as well as materials and solutions contributing to  
the energy efficiency of the Group’s customers, in particular in the  
automotive market.  
▪
In France, the Group continues to improve its operational  
efficiency against the backdrop of stagnation in the demand for  
petroleum products in Europe.  
2
.3.1.1 Refining and petrochemicals  
TOTAL’s refining capacity was 2,021 kb/d as of December 31, 2017,  
compared to 2,011 kb/d at year-end 2016 and 2,247 kb/d at  
year-end 2015. TOTAL has equity stakes in 18 refineries (including 9  
operated by companies of the Group), located in Europe, the Middle  
In 2017, TOTAL continued the significant modernization plan  
announced in April 2015 for its refining facilities in France, in  
particular at La Mède, with an investment decision made in 2015  
for around €275 million to transform the site and in particular  
create the first bio-refinery in France. The first step relating to this  
investment took place at the end of 2016 when the treatment of  
crude oil was ended. The industrial transformation of La Mède is  
expected to allow TOTAL to respond to the growing demand for  
biofuel in Europe as from the second half of 2018. Other activities,  
such as a logistics and storage platform, a solar energy farm and a  
training center were developed on the site in 2017, and an  
(2)  
East, the United States, Asia and Africa .  
The Refining & Chemicals segment manages refining operations  
located in Europe, the Middle East, the United States, Asia and  
Africa with a capacity of 1,977 kb/j at year-end 2017, i.e., 98% of  
(
3)  
the Group’s total capacity.  
The petrochemicals businesses are located mainly in Europe, the  
United States, Qatar, South Korea, Saudi Arabia and the United Arab  
Emirates. Most of these sites are either adjacent to or connected by  
pipelines to Group refineries. As a result, TOTAL’s petrochemical  
operations are integrated within its refining operations, thereby  
maximizing synergies.  
(5)  
AdBlue production plant is expected to be completed in 2018.  
In Donges, the €400 million investment project for the construction  
of intermediate feedstock desulfurization units and hydrogen  
production units is being considered. This program requires the  
re-routing of the railroad track that currently crosses the refinery. A  
three-party memorandum of intent to fund this re-routing work  
between the state, local authorities and TOTAL was signed at the  
end of 2015. Work on the project is expected to begin in 2018.  
Between 2011 and 2016, the Group reduced its production  
capacities in Europe by 20%, thereby fully meeting the target it had  
set itself for 2017. In addition, 2017 saw the completion of the major  
investment project launched in 2013 on the Antwerp platform in  
Belgium with the aim of improving the site’s conversion rate and  
increasing the flexibility of the steam crackers, as well as the  
continuation of the project to convert the La Mède refinery to a  
bio-refinery.  
In petrochemicals, the Group reconfigured the Carling platform in  
Lorraine. Steam cracking ended in October 2015 and new  
hydrocarbon resin and compound polypropylene production units  
were commissioned in 2016.  
(
(
(
1) Based on publicly available information, refining and petrochemicals production capacities at year-end 2016.  
2) In the 1st quarter of 2018, the Group sold its stake in TotalErg, which held a stake in the Trecate refinery in Italy.  
3) Earnings related to certain refining assets in Africa and to the TotalErg joint venture (sold during the 1st quarter of 2018) are integrated in the results of the  
Marketing & Services segment.  
(
(
4) Based on publicly available information, 2016 refining capacities.  
5) Fuel additive intended for road transport and designed to lower nitrogen oxide (NOx) compound emissions.  
5
6
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Refining & Chemicals segment  
▪
▪
In Germany, TOTAL operates the Leuna refinery (100%), where a  
new benzene extraction unit (approximately 60 kt/y) started up in  
late 2017. In 2015, the Group completed the sale of its stake in the  
▪
In Saudi Arabia, TOTAL has a 37.5% stake in the company  
SATORP (Saudi Aramco Total Refining and Petrochemical  
Company), which operates the Jubail refinery. It has been fully  
operational since mid-2014 and technical and financial  
completions were reached in June 2016. This refinery, which has  
an initial capacity of 400 kb/d and is situated close to Saudi  
Arabia’s heavy crude oil fields, should have its capacity increased  
by 10% following the debottlenecking realized in early 2018 during  
its first major shutdown. The refinery’s configuration enables it to  
process these heavy crudes and sell fuels and other light products  
that meet very strict specifications and are mainly intended for  
export. The refinery is also integrated with petrochemical units: a  
Schwedt refinery (16.7%) and acquired  
a majority stake in  
Polyblend, a manufacturer of polyolefin compounds that are mainly  
used in the automotive industry.  
In Belgium, the Group launched a major project in 2013 to  
modernize its Antwerp platform, which started up in late 2017,  
with:  
2
–
new conversion units in response to the shift in demand towards  
lighter petroleum products with a very low sulfur content, and  
7
00 kt/y paraxylene unit, a 200 kt/y propylene unit, and a 140 kt/y  
–
a new unit to convert part of the combustible gases recovered  
from the refining process into raw materials for the  
petrochemical units.  
benzene unit.  
▪
In China, TOTAL holds a 22.4% stake in WEPEC, a company that  
operates a refinery located in Dalian. Discussions are underway to  
sell this stake to the Chinese partners of the joint venture.  
In addition, the Group has developed a project to enable greater  
flexibility on one of the steam-cracking units and has thus been  
processing European ethane since May 2017;  
The Group is also active through its polystyrene plant in Foshan in  
the Guangzhou region and its polystyrene plant in Ningbo in the  
Shanghai region, each with a capacity of 200 kt/y.  
▪
In the United Kingdom, TOTAL decreased the capacity of the  
Lindsey refinery by half in 2016, reducing it to 5.5 Mt/y. The  
investment plan also focuses on improving the conversion ratio,  
adapting logistics and simplifying the refinery’s organization,  
thereby lowering the site’s break-even point.  
▪
In South Korea, TOTAL has a 50% stake in Hanwha Total  
Petrochemicals Co., Ltd. (HTC), which operates a petrochemical  
complex in Daesan (condensate splitter, steam cracker, styrene,  
paraxylene, polyolefins). Following the launch in 2014 of new  
aromatics (paraxylene and benzene) and polymer units (EVA2),  
HTC continued to expand its activities and the steam cracker now  
has an ethylene production capacity of 1.1 Mt/y and a styrene  
production capacity of 1.1 Mt/y. The EVA2 and ARO2 units were  
debottlenecked in 2016 and 2017 respectively. In 2017, the Group  
North America  
The Group’s main sites in North America are located in Texas, at Port  
Arthur (refinery, steam cracker), Bayport (polyethylene) and La Porte  
polypropylene), and in Louisiana, at Carville (styrene, polystyrene).  
At Port Arthur, TOTAL holds at the same site a 100% interest in a  
78 kb/d capacity refinery and 40% stake in BASF Total  
Petrochemicals (BTP), which has a condensate splitter and a steam  
cracker. The Group continues to work on strengthening the synergies  
between these two plants.  
(
benefited from these investments in  
environment. In addition, investments totaling more than  
750 million were approved in 2017 to increase the ethylene  
a favorable economic  
1
a
$
production capacity by 30% and the polyethylene production  
capacity by more than 50%.  
A pipeline connecting the Port Arthur refinery to the Sun terminal in  
Nederland was commissioned in 2014 to facilitate access to all  
domestic crudes, which are priced advantageously compared to the  
international market. Following investments to adapt its furnaces and  
(1)  
▪
In Qatar, the Group holds interests in two ethane-based steam  
crackers (Qapco, Ras Laffan Olefin Cracker-RLOC) and four  
polyethylene lines (Qapco, Qatofin), including the Qatofin linear  
low-density polyethylene plant in Messaied with a capacity of  
th  
the construction of a 10 ethane furnace, which was commissioned  
5
50 kt/y and a 300 kt/y low-density polyethylene line operated by  
in 2014, BTP’s cracker can produce more than 1 Mt/year of ethylene,  
including more than 85% from ethane, propane and butane, which  
are produced in large quantities locally.  
Qapco, which started up in 2012. The Group is considering the  
debottlenecking of these sites to leverage the available supply of  
ethane in the region.  
Finally, in partnership with Borealis and Nova, TOTAL started  
construction in 2017 of a new ethane cracker with an ethylene  
production capacity of 1 Mt/y on the Port Arthur site for an  
investment of $1.7 billion. The partners in the joint venture (TOTAL,  
TOTAL holds a 10% stake in the Ras Laffan condensate refinery,  
the capacity of which increased to 300 kb/d following completion  
of the project to double the refinery’s capacity; the new facilities  
were commissioned in late 2016.  
5
0%) are also considering the development of a new polyethylene  
▪
In the United Arab Emirates, TOTAL has a 33.3% stake in  
ADNOC Fertilizers, which operates a plant producing 2 Mt/y of  
urea in Ruwais.  
unit downstream of the cracker, in addition to the capacities of the  
Bayport site, so that it has operations all along the value chain. This  
integrated development will make it possible to maximize the  
synergies with the existing assets at Port Arthur and Bayport.  
In Africa, the Group holds interests in four refineries (Cameroon,  
Côte d’Ivoire, Senegal, South Africa) after the sale of its interest in the  
refinery in Gabon in 2016. Refining & Chemicals provides technical  
assistance for two of these refineries: the Natref refinery with a  
capacity of 109 kb/d in South Africa and the SIR refinery with a  
capacity of 80 kb/d in Côte d’Ivoire.  
Asia, the Middle East and Africa  
TOTAL is continuing to expand in growth areas and is developing  
sites in countries with favorable access to raw materials. The Group  
has first-rate platforms in these markets, which are ideally positioned  
for growth.  
(1) TOTAL shareholdings: Qapco (20%); Qatofin (49%); RLOC (22.5%).  
REGISTRATION DOCUMENT 2017  
57  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Refining & Chemicals segment  
Crude oil refining capacity  
(a)  
The table below sets forth TOTAL’s crude oil refining capacity :  
As of December 31,  
(
kb/d)  
2017  
2016  
2015  
Nine refineries operated by Group companies  
Normandy-Gonfreville (100%)  
Provence-La Mède (100%)  
Donges (100%)  
253  
253  
247  
153  
(b)  
(b)  
-
-
219  
109  
219  
109  
219  
Feyzin (100%)  
109  
Grandpuits (100%)  
101  
101  
101  
Antwerp (100%)  
338  
338  
338  
Leuna (100%)  
227  
227  
227  
Lindsey-Immingham (100%)  
109  
109  
207  
(
c)  
Port Arthur (100%) and BTP (40%)  
202  
202  
198  
SUBTOTAL  
1,558  
463  
1,558  
453  
1,799  
448  
(
d)  
Other refineries in which the Group has equity stakes  
TOTAL  
2,021  
2,011  
2,247  
(
a) Capacity data based on crude distillation unit stream-day capacities under normal operating conditions, less the average impact of shutdowns for regular repair and  
maintenance activities.  
(
(
(
b) Crude oil processing stopped indefinitely at the end of 2016.  
c) The condensate splitter held by the joint venture between TOTAL 40% and BASF 60% located in Port Arthur refinery has been taken into account since end 2015.  
d) TOTAL’s share as of December 31, 2017 in the 10 refineries in which it has equity stakes ranging from 7% to 55% (one each in the Netherlands, China, Korea, Qatar,  
Saudi Arabia and Italy and four in Africa). In addition to the sale of its participation in the Schwedt refinery in November 2015 and to the sale of its 50% stake in Société  
Anonyme de la Raffinerie des Antilles (SARA) in Martinique in May 2015, TOTAL completed in December 2016 the sale of its stake in the SOGARA refinery in Gabon. In  
2
017, TOTAL also sold a portion of its interests in the SIR refinery in Côte d'Ivoire and SAR refinery in Senegal. In addition, the condensate splitter of Daesan in Korea  
has been taken into account since end 2015, for a capacity of 79 kb/d (in TOTAL share of 50%).  
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)  
2017  
283  
2016  
324  
2015  
346  
Gasoline  
(
b)  
Aviation fuel  
196  
182  
190  
Diesel and heating oils  
Heavy fuels  
726  
795  
825  
115  
140  
131  
Other products  
TOTAL  
438  
430  
439  
1,758  
1,871  
1,931  
(
(
a) For refineries not 100% owned by TOTAL, the production shown is TOTAL’s equity share in the site’s overall production.  
b) Avgas, jet fuel and kerosene.  
5
8
REGISTRATION DOCUMENT 2017  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Refining & Chemicals segment  
Utilization rate  
The tables below set forth the average utilization rates of the Group’s refineries:  
2
017  
2016  
87%  
85%  
2015  
88%  
86%  
(
a)(b)  
On crude and other feedstock  
91%  
88%  
(
a)(c)  
On crude  
2
(
(
(
a) Including equity share of refineries in which the Group has a stake.  
b) Crude + crackers’ feedstock/distillation capacity at the beginning of the year.  
c) Crude/distillation capacity at the beginning of the year.  
Petrochemicals: breakdown of TOTAL’s main production capacities  
2017  
2016  
2015  
As of December 31,  
Asia and  
(a)  
(
in kt)  
Europe  
4,283  
2,903  
1,120  
1,350  
637  
North America  
Middle East  
1,571  
Worldwide Worldwide Worldwide  
(
b)  
Olefins  
Aromatics  
1,525  
1,512  
445  
7,378  
6,909  
2,357  
2,950  
1,745  
63  
7,468  
6,844  
2,338  
2,950  
1,745  
63  
7,433  
6,783  
2,338  
2,950  
1,745  
63  
(
c)  
2,494  
792  
Polyethylene  
Polypropylene  
Polystyrene  
1,200  
700  
400  
408  
(
d)  
Other  
TOTAL  
-
-
63  
10,293  
5,382  
5,727  
21,401  
21,407  
21,312  
(
(
(
(
a) Including interests in Qatar, 50% of Hanwha Total Petrochemicals Co. Ltd. and 37.5% of SATORP in Saudi Arabia.  
b) Ethylene + propylene + butadiene.  
c) Including monomer styrene.  
d) Mainly monoethylene glycol (MEG) and cyclohexane.  
Developing new avenues for the production of fuels and polymers  
TOTAL is exploring new ways to monetize carbon resources,  
conventional or otherwise (natural gas, biomass, waste). These  
projects are part of the Group’s commitment to building a diversified  
Biomass to polymers  
TOTAL is actively involved in developing activities associated with the  
conversion of biomass to polymers. The main area of focus is  
developing drop-in solutions for direct substitutions, by incorporating  
biomass into the Group’s existing units, for example HVO or other  
hydrotreated vegetable oil co-products in a naphtha cracker, and  
developing the production of new molecules such as polylactic acid  
polymer (PLA) from sugar. In 2017, the Group thus set up a joint  
venture with Corbion for the production and marketing of PLA from a  
site in Thailand containing existing lactide units and PLA units under  
construction.  
2
energy mix generating lower CO emissions.  
Regarding biomass development, TOTAL is pursuing several  
industrial and exploratory projects. The scope of these developments  
is broad since they entail defining access to the resource (nature,  
sustainability, location, supply method, transport), the nature of the  
molecules and target markets (fuels, petrochemicals, specialty  
chemicals) and the most appropriate, efficient and environmentally  
friendly conversion processes.  
Biotechnologies and the conversion of biomass  
Biomass to fuels  
TOTAL is exploring a number of opportunities for developing biomass  
and has launched numerous collaborative R&D projects for the  
development of bio-sourced molecules with various academic  
partners (the Joint BioEnergy Institute in the United States, the  
University of Wageningen in the Netherlands and the Toulouse White  
Biotechnology consortium) and industrial partners (Amyris Inc. and  
Novogy in the United States). In addition, TOTAL holds an interest in  
Amyris Inc. (approximately 11% as of December 31, 2017), an  
American company listed on Nasdaq.  
In Europe, TOTAL produces biofuels, notably hydrotreated vegetable  
oils (HVO) for incorporation into diesel, and ether produced from  
ethanol and isobutene (ETBE) for incorporation into gasoline.  
As part of the La Mède refinery transformation program announced in  
2
015, the Group will build the first bio-refinery in France. Work began  
in 2017 with a view to reaching a production capacity of almost  
00 kt/y of biofuel, mainly high-quality biodiesel (HVO), but also biojet  
5
and petrochemical bio-feedstocks. This will therefore allow the La  
Mède plant to meet the growing biofuel market.  
Via its R&D platform at Solaize (France), TOTAL is developing new  
TOTAL engaged in extensive research activity in 2017, which  
targeted the emergence of new biofuel solutions. The BioTFuel  
consortium’s construction of a pilot demonstration unit on the  
Dunkirk site led to the commencement in 2017 of a gasification test  
program for synthesis of biomass into fungible, sulfur-free fuels.  
biocomponents  
methodologies.  
by  
implementing  
predictive  
retrosynthesis  
In the longer term, the Group is also studying the potential for  
developing cost-effective phototrophic process for producing  
a
biofuels through bioengineering of microalgae and microalgae  
cultivation methods. It has several European partners in this field  
(CEA, Wageningen).  
REGISTRATION DOCUMENT 2017  
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2
Refining & Chemicals segment  
2.3.1.2 Elastomer processing (Hutchinson)  
Hutchinson actively contributes to the mobility of the future by  
addressing its customers’ needs (automotive, aerospace and major  
industries – defense, rail, energy) in order to offer a greater level of  
safety, comfort and energy performance, as well as more responsible  
solutions.  
connected solutions: structural sealing solutions, precision sealing,  
management of fluids, materials and structures, anti-vibration  
systems and transmission systems.  
To serve its customers, Hutchinson had 88 production sites across  
the world (of which 55 are located in Europe and 18 in North  
America) and 35,860 employees at December 31, 2017.  
The company draws on wide-ranging expertise and deploys its  
know-how from the custom design of materials to the integration of  
2.3.2 Trading & Shipping  
The activities of Trading & Shipping are focused on serving the  
Group’s needs, and notably include:  
2
.3.2.1 Trading  
In 2017, oil prices dipped during the first half of the year before  
rallying in the second part of the year, resulting in backwardation  
▪
▪
▪
selling and marketing the Group’s crude oil production;  
providing a supply of crude oil for the Group’s refineries;  
(1)  
structures on most oil indexes. TOTAL is one of the world’s largest  
traders of crude oil and petroleum products on the basis of volumes  
traded. The table below presents Trading’s worldwide crude oil sales  
and supply sources and petroleum products sales for each of the  
past three years. Trading of physical volumes of crude oil and  
petroleum products amounted to 6.1 Mb/d in 2017, compared to 5.6  
Mb/d in 2016 and to 5.2 Mb/d in 2015.  
importing and exporting the appropriate petroleum products for  
the Group’s refineries to be able to adjust their production to the  
needs of local markets;  
▪
▪
chartering appropriate ships for these activities; and  
undertaking trading on various derivatives markets.  
In addition, with its acquired expertise, Trading & Shipping is able to  
extend its scope beyond the aforementioned activities.  
Trading & Shipping conducts its activities worldwide through various  
wholly-owned subsidiaries established on strategically important oil  
markets in Europe, Asia and North America.  
(
a)  
Trading’s crude oil sales and supply and petroleum products sales  
(
kb/d)  
2017  
1,346  
1,120  
2,870  
3,990  
1,527  
2,463  
3,990  
2,154  
2016  
1,271  
1,078  
2,444  
3,522  
1,590  
1,932  
3,522  
2,105  
2015  
1,237  
935  
Group’s worldwide liquids production  
Purchased from Exploration & Production  
Purchased from external suppliers  
2,336  
3,271  
1,668  
1,603  
3,271  
1,961  
TOTAL OF TRADING’S CRUDE SUPPLY  
Sales to Refining & Chemicals and Marketing & Services segments  
Sales to external customers  
TOTAL OF TRADING’S CRUDE SALES  
PETROLEUM PRODUCTS SALES BY TRADING  
(
a) Including condensates.  
Trading 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 and options) with the  
aim of adjusting its exposure to fluctuations in the price of crude oil  
and petroleum products. These transactions are entered into with a  
wide variety of counterparties.  
For additional information concerning derivatives transactions by  
Trading & Shipping, see Note 16 (Financial instruments related to  
commodity contracts) to the Consolidated Financial Statements (refer  
to point 8.7 of chapter 8).  
All of TOTAL’s Trading activities are subject to strict internal controls  
and trading limits.  
(1) Backwardation is the price structure where the prompt price of an index is higher than the future price.  
6
0
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Refining & Chemicals segment  
2
.3.2.2 Shipping  
petroleum products, compared to 131 Mt in 2016 and 126 Mt in  
The transportation of crude oil and petroleum products necessary for  
the activities of the Group is coordinated by Shipping. These  
requirements are fulfilled through the balanced use of spot and  
time-charter markets. Additional transport capacity can also be used  
to transport third-party cargo. Shipping maintains a rigorous safety  
policy, mainly through a strict selection of chartered vessels.  
2
015. On December 31, 2017, the mid- and long-term chartered fleet  
amounted to 59 vessels (including 7 LPG vessels), compared to 59 in  
016 and 55 in 2015. Shipping only charters vessels satisfying the  
2
best international standards and the average age of the fleet is  
approximately seven years.  
2
Like a certain number of other oil companies and ship owners, the  
Group uses freight rate derivative contracts to adjust Shipping’s  
exposure to freight rate fluctuations.  
In 2017, Shipping chartered approximately 3,000 voyages (slightly  
higher than 2016 and 2015) to transport 133 Mt of crude oil and  
REGISTRATION DOCUMENT 2017  
61  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Marketing & Services segment  
2
.4 Marketing & Services segment  
The Marketing & Services segment includes worldwide supply and marketing activities of oil products and services.  
#
2 #4 16,630 $1.0 billion 20,932  
distributor branded service of organic employees  
(3) (4)  
of inland stations investments present  
at yearꢂend 2017 in 2017  
major in  
retail outside  
North America  
(1)  
(2)  
lubricants  
2
015 and 2016 data have been restated in line with the new Group organization fully effective since January 1, 2017 (refer to point 1.6.2 of  
(1) (2) (3) (4)  
chapter 1).  
(
a)  
2017 petroleum products sales  
Marketing & Services segment financial data  
(
Kb/d)  
(
M$)  
2017  
2016  
2015  
(a)  
Adjusted net operating income  
1,676  
1,559  
1,591  
1,818  
1,793  
1,779  
Operating cash flow before working  
capital changes w/o financial  
charges (DACF)  
(b)  
2,242  
2,130  
1,966  
1,754  
2,058  
2,323  
1
,092  
Cash flow from operations  
1,093  
1,049  
(
(
a) Adjusted results are defined as income using replacement cost, adjusted for  
special items, excluding the impact of changes for fair value.  
b) DACF = debt adjusted cash flow. The operating cash flow before working  
capital changes w/o financial charges is defined as cash flow from operating  
activities before changes in working capital at replacement cost, without  
financial charges.  
7
26  
700  
730  
2
015  
2016  
Rest of world  
2017  
Marketing & Services results continue to grow in a context of strong  
retail margins. Compared to a year ago, adjusted net operating  
income increased by 8% to $1,676 million for the full-year 2017.  
Europe  
(
a) Excludes trading and refining bulk sales, including share of TotalErg (sold  
in 2018).  
In 2017, petroleum product sales were generally stable compared to  
the previous year, with a move toward Africa and Asia where the  
Group has strong growth. European sales were affected by the  
divestment of mature LPG distribution activities in Belgium and  
Germany.  
(
(
(
(
1) Source IHS, number of service stations for TOTAL, BP, Chevron, Exxon and Shell.  
2) Source IHS.  
3) TOTAL, Total Access, Elf, Elan and AS24, including service stations owned by third parties.  
4) Organic investments = net investments, excluding acquisitions, divestments and other operations with non-controlling interests (refer to point 2.5.1  
of this chapter).  
6
2
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Marketing & Services segment  
2.4.1 Presentation of the segment  
The Marketing & Services (M&S) business segment is dedicated to  
the development of TOTAL’s petroleum products distribution  
activities and related services throughout the world.  
M&S’s three main business areas are:  
▪
Retail, with a network of more than 16,000 Group-branded  
service stations. The Group is refocusing on its key markets in  
Western Europe and continues to develop in Africa, where it is  
present in 40 countries. In addition to the sale of high-performance  
fuels and petroleum products, M&S captures new customers and  
builds customer loyalty by diversifying the product lines in its stores  
and service stations (car wash, food services, car servicing, etc.)  
notably through partnerships with other leading brands and digital  
innovations. These additional offerings support customers in their  
mobility by providing them with all of the products and services  
they need at “one stop shop” service stations;  
Present in more than 130 countries, M&S conveys TOTAL’s brand  
image to its customers, both individual and professional. TOTAL’s  
ambition is to be a leading brand recognized for its proximity to its  
customers and the value that it brings to each of them by creating  
solutions aimed at performance, energy efficiency, mobility, new  
2
(
1)  
energies for mobility and digital transformation. M&S promotes the  
brand’s renown through significant advertising campaigns and a  
strong presence on the ground, with more than 16,000 service  
(2)  
stations and over 200,000 people carrying the Group’s name  
around the world. To best meet its customers’ current and future  
needs, M&S continues its efforts in R&D, which increased by 13%  
between 2014 and 2017, in order to design and develop new  
products, in particular for the engine technologies of the future.  
▪
The production and sales of lubricants, a highly profitable sector  
that accounts for a significant share of M&S’s adjusted net  
operating income. TOTAL intends to pursue growth in this  
business, notably in Asia, particularly by continuing to expand its  
range of premium products. M&S has entered into commercial and  
technological partnerships with car manufacturers. TOTAL has  
41 blending plants and R&D investments enable the Group to  
supply high-quality premium lubricants to its customers worldwide;  
M&S pursues a proactive, primarily organic development strategy  
focused on large growth markets. It continues to consolidate its  
(3)  
market share in key Western European markets , where it has  
reached critical mass and is one of the main distributors of petroleum  
products. M&S continues to develop its activities, particularly in  
▪
The distribution of products and services for professional  
markets. Benefiting from the diversity of its product ranges and its  
worldwide logistics network deployed as closely as possible to its  
customers, TOTAL is a partner of choice and a local supplier of  
products (mainly bulk fuels, aviation fuel, special fluids, LPG,  
bitumens, heavy fuels and marine bunkers). The Group markets  
the Total Ecosolutions product range, made up of diverse energy  
supplies and associated services to enable its customers to  
optimize their energy bills and reduce their environmental footprint.  
The Group also offers solutions that help its customers to manage  
all their energy needs with services such as the maintenance of  
on-site facilities and the optimization of consumption, particularly  
through new platforms and digital innovations.  
(4)  
Africa, where it is the market leader , and in Asia. In 2017, organic  
investments were approximately $1 billion, stable compared to 2016,  
and focused mainly on retail activity.  
M&S is implementing a dynamic portfolio management strategy. In  
2
017, it continued to make targeted acquisitions in order to support  
the development of its activities on growth and promising markets.  
Having made acquisitions in Pakistan, Vietnam and the Dominican  
Republic in 2015 and 2016, M&S finalized the purchase of assets in  
East Africa (Kenya, Uganda and Tanzania) in 2017. M&S has also  
invested in alternative fuel distribution by taking over PitPoint B.V.,  
(5)  
one of the leading NGV service station networks in Europe. It is also  
expanding into large markets such as Mexico, the second largest  
(6)  
Latin American market for petroleum product distribution .  
As part of its business, M&S owns stakes through its subsidiaries in  
four refineries in Africa, following the sale of its minority interest in a  
refinery in Gabon in 2016. With the disposal of its interest in the  
TotalErg joint venture in early 2018, M&S has exited Italian refining.  
In addition, in January 2018, M&S exited the fuel distribution and  
commercial sales businesses in Italy by selling its interest in the  
TotalErg joint venture. M&S sold its mature LPG distribution assets in  
Italy, Belgium, Luxembourg and Germany. It also finalized the sale of  
its stake in Société du Pipeline Méditerranée Rhône (SPMR), which  
operates a network of petroleum product pipelines in the South of  
France.  
(
(
(
(
(
(
1) Electro-mobility, natural gas vehicle (NGV), hydrogen, LNG bunker.  
2) Including owner-operators, lubricant distributors, drivers/haulers, etc.  
3) France, Germany, Belgium, Luxembourg and the Netherlands.  
4) Publicly available information, based on quantities sold in 2015.  
5) NGV including compressed natural gas (CNG) and liquefied natural gas (LNG).  
6) Source IHS.  
REGISTRATION DOCUMENT 2017  
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BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Marketing & Services segment  
2.4.2 Sales of petroleum products  
(1)  
The following table presents M&S petroleum products sales by geographical area:  
(
kb/d)  
2017  
1,049  
519  
530  
431  
45  
2016  
1,093  
541  
552  
419  
55  
2015  
1,092  
541  
551  
423  
85  
Europe  
France  
Europe, excluding France  
Africa  
Middle East  
(
a)  
Asia-Pacific  
Americas  
173  
81  
150  
76  
148  
70  
(
a) Including Indian Ocean islands.  
2.4.3 Service stations  
(a)  
The table below presents the geographical distribution of the Group’s branded service stations:  
As of December 31, 2017  
2016  
8,309  
3,593  
2,585  
4,167  
809  
2015  
8,391  
3,667  
2,608  
4,058  
816  
(
b)  
Europe  
8,194  
3,548  
2,519  
4,377  
821  
of which France  
of which TotalErg  
Africa  
Middle East  
(
c)  
Asia-Pacific  
Americas  
1,864  
555  
1,790  
585  
1,531  
464  
AS24 network (dedicated to heavy-duty vehicles)  
819  
801  
763  
TOTAL  
16,630  
16,461  
16,023  
(
(
(
a) TOTAL, Total Access, Elf, Elan and AS24. Including service stations owned by third-party companies.  
b) Excluding AS24 network.  
c) Including Indian Ocean islands.  
2.4.4 Activities by geographical area  
The information below describes Marketing & Services' principle  
activities presented by geographical zone and main business areas.  
Since its launch in 2011, Total Access enabled the Group to regain  
(3)  
market share of nearly 3% . The Group is diversifying its offering of  
new energies for mobility by extending the roll-out of electric  
charging points and NGV stations. TOTAL intends to create a  
network of 110 TOTAL and AS24 stations offering NGV in France.  
In addition, M&S has commenced a program to switch more than  
500 Elan stations over to the TOTAL brand by 2019.  
Europe  
Retail  
In Western Europe, M&S aims to optimize its activities in the countries  
where it has a large market share, enabling good profitability. It has a  
The Group-branded service stations enjoy close relationships with  
their local customers, meeting their everyday non-fuel needs with a  
multi-service, multi-product offering developed through services in  
restaurants, convenience stores and car wash provided by leading  
brands such as Bonjour and TOTAL Wash, as well as partnerships  
tailored to local requirements.  
(2)  
retail network of nearly 8,200 Group-branded service stations mainly  
spread throughout its key markets: France, Belgium, the Netherlands,  
Luxembourg and Germany. M&S is regaining market shares in  
Western Europe by developing an innovative and diversified line of  
products and services.  
▪
In France, the dense retail network of almost 3,500 stations  
includes over 1,500 TOTAL-branded service stations, nearly 680  
Total Access stations (service stations combining low prices and  
high-quality fuels) and around 1,250 Elan service stations (located  
mainly in rural areas).  
TOTAL has interests in 28 depots in France, 7 of which are  
operated by Group companies. In 2017, TOTAL took a stake in  
Dépôt Rouen Petit-Couronne (DRPC).  
(
1) In addition to M&S’s petroleum product sales, the Group’s sales also include international trading (1,659 kb/d in 2017, 1,690 kb/d in 2016 and 1,538 kb/d in  
2015) and bulk refining sales (581 kb/d in 2017, 700 kb/d in 2016 and 649 kb/d in 2015).  
(
(
2) Excluding AS24 network.  
3) Company data between 2011 and 2017.  
6
4
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Marketing & Services segment  
▪
▪
In Germany, where TOTAL is the country’s fourth-largest  
(1)  
operator with nearly 1,200 Group-branded service stations at the  
Africa  
end of 2017, and in Belgium, where TOTAL is the country’s  
Retail  
(
2)  
largest operator with more nearly 530 Group-branded stations,  
TOTAL’s market share has increased by more than 1% in three  
years.  
TOTAL is the leading marketer of petroleum products in Africa. In the  
countries in which it is present, the Group achieved an average retail  
market share of nearly 18% in 2017, an increase of 1.1% compared  
to 2014. It is pursuing a strategy of profitable growth aiming at  
outpacing market expansion.  
(4)  
In the Netherlands, TOTAL acquired PitPoint B.V. in 2017, in  
order to further develop the Group’s low-carbon businesses  
throughout Europe. This company specializes in the distribution of  
2
(3)  
In the zone of Africa, the retail network was made up of more then  
new energies for mobility and owns cutting-edge NGV technology  
and a network of around 100 NGV stations spread throughout the  
Netherlands, Germany and Belgium.  
4
4
,500 Group-branded service stations in 2017, spread across  
0 countries. The Group has major retail networks in South Africa,  
Nigeria, Egypt and Morocco.  
TOTAL is rolling out a dedicated offering for the growing freight  
transport sector. The AS24 brand has a network of over 800 service  
stations aimed at heavy-duty vehicle customers in 28 European  
countries. AS24 seeks continued growth, primarily in the  
Mediterranean basin and Eastern Europe and through its toll payment  
card service which covers nearly 20 countries. AS24 is also  
addressing the future needs of the heavy-duty vehicles sector by  
diversifying its offering with the gradual introduction of NGV to its  
network in France and certain other European countries. The Group’s  
first service station supplying NGV in France was opened under the  
AS24 brand in 2017.  
In order to achieve its goal of gaining market share in all of the  
countries where it is present in Africa, and in addition to its organic  
growth strategy, TOTAL acquires independent petroleum networks in  
certain countries. In 2017, the Group finalized the purchase of assets  
in Kenya, Uganda and Tanzania, enabling it to strengthen its supply  
and logistics activities in East Africa and boost the growth of the retail  
network with nearly 100 additional service stations, notably in  
Tanzania.  
M&S is diversifying its offering at service stations and is deploying a  
range of products and new services in food services and  
convenience stores. To this end, the Group is developing  
partnerships, particularly with African start-ups, in order to introduce  
new electronic payment solutions capable of improving customer  
experience at the point of sale.  
In 2016, TOTAL also finalized the sale of its network of 450 service  
stations in Turkey, while retaining its brand and lubricants business in  
the country.  
TOTAL is also a major player in the European market for fuel payment  
cards with nearly 3.3 million cards, enabling companies of all sizes to  
improve fuel cost management and access an ever-increasing  
number of services. TOTAL is expanding its fuel card offering for  
professional customers, with an electric charging service across  
Europe and new digital applications.  
Lubricants  
(5)  
TOTAL is the leading distributor on the continent and continues its  
growth strategy. M&S relies in particular on its lubricant production  
plants in Nigeria, Egypt and South Africa. A new production site is  
under construction in Algeria.  
Lubricants  
Professional markets and other specialties  
TOTAL is pursuing its development in Europe, which is mainly  
supported by its lubricant production sites in Rouen (France) and  
Ertvelde (Belgium). In April 2018, a new blending plant in Russia is  
expected to join the Group’s European production network.  
TOTAL acts as a leading partner, notably for mining customers in  
Africa, by delivering complete supply chain and management  
solutions for fuels. TOTAL is developing innovative, low-carbon  
energy solutions as part of hybrid offerings by incorporating solar  
energy into its existing portfolio of products and services.  
In addition, TOTAL resumed lubricants distribution in Portugal in  
January 2017. A network of Speedy service points is currently being  
rolled out in Spain. In Italy, the Group will consolidate its position  
following the purchase from Erg of its shares in the lubricants  
business previously operated by TotalErg.  
M&S also offers a diverse range of products and services aimed at  
professionals in Africa. Among the different products, the bitumen  
offering meets the requirements of the public works sector in this  
continent with a variety of packaging options. Special fluids form an  
integral part of development projects in the petroleum, mining and  
agricultural sectors. Industrial customers also receive support from  
TOTAL for the maintenance of on-site facilities through lubricants in  
service analysis, among others.  
Professional markets and other specialties  
TOTAL produces and markets specialty products in Europe, and  
relies on its industrial facilities to produce special fluids (Oudalle in  
France) and bitumen (Brunsbüttel in Germany).  
In France, TOTAL promotes a large fuel and service offering to  
1
25,000 vehicle fleet managers. As for fuel sales (heavy fuels,  
domestic fuels, etc.), they reach nearly one million customers.  
(
(
(
(
(
1) Source: IHS 2015.  
2) Source: IHS 2015.  
3) NGV, hydrogen, electric charging points.  
4) Company data.  
5) Company data.  
REGISTRATION DOCUMENT 2017  
65  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Marketing & Services segment  
Professional markets and other specialties  
Asia-Pacific & the Middle East  
TOTAL has signed several partnership agreements with industrial  
customers, enabling it to expand its operations on a number of  
markets, such as mining and construction, in several countries in the  
zone. In particular, the Group will supply lubricants to one of the  
world’s leading mining industry service providers on more than 20  
mining sites mostly in Australia, Indonesia and Mongolia.  
M&S markets its products and services in more than 20 countries in  
this zone.  
Retail  
TOTAL has nearly 2,000 Group-branded service stations over the  
Asia-Pacific & Middle East zone at year-end 2017 with service station  
networks in China, Pakistan, the Philippines, Cambodia, Indonesia,  
Jordan and Lebanon. The Group is also a significant player in the  
Pacific islands.  
In specialty products, TOTAL confirmed its position as the number  
(1)  
two player in the LPG market in Vietnam and continues to operate in  
other markets in the region. In India, TOTAL also conducts LPG  
activities, including a network of service stations providing LPG for  
The network has doubled since 2014 in the Asia-Pacific region, with  
growth in Pakistan (purchase of 500 service stations finalized in  
(2)  
transportation. In bitumen sales, the Group is a PMB supplier in the  
country.  
2
015), the Philippines (creation of a joint venture with FilOil, increasing  
its network by more than 200 stations since 2016) and China (more  
than 250 stations operated via a wholly-owned subsidiary and two  
joint ventures with SinoChem). TOTAL now has nearly 175 service  
stations in Jordan as well as Lebanon.  
Americas  
In retail, the Group operates on several Caribbean islands with  
nearly 550 Group-branded service stations at year-end 2017.  
TOTAL is also developing further in the area by offering its  
Excellium-branded premium products, most notably in China in 2017.  
Applying the concept of the “one stop shop” service station, the  
Group also opened its first Café Bonjour outlet in Cambodia and is  
continuing to incorporate stores and restaurants run by local partners  
into its retail network.  
Taking advantage of the reform and liberalization of the Mexican  
energy market, TOTAL entered into a partnership in 2017 with a local  
service station group and will gradually switch a network of nearly  
250 service stations in Mexico over to the TOTAL brand.  
In January 2016, the Group also strengthened its position in the  
Americas with the acquisition of a majority stake of 70% in the fuel  
marketing leader in the Dominican Republic, which operates a  
network of 130 service stations, commercial sales and lubricants  
activities. TOTAL has sold its network of nearly 20 service stations in  
Costa Rica.  
Lubricants  
The lubricants business is driving M&S’s expansion in Asia. The  
capacities of the lubricant blending plants in this zone, spread over  
1
2
1 production sites, increased by almost 50% between 2014 and  
016. M&S relies in particular on its lubricant production plants in  
In lubricants and other specialty products, TOTAL is pursuing its  
strategy of growth across the region, mainly in lubricants, aviation fuel  
and special fluids. To strengthen its special fluids business, the Group  
has built a production plant in Bayport, Texas, which has been  
operational since early 2016.  
Singapore, Tianjin and Dubai, and on the premium product and  
service range widely distributed by its network of Total Quartz Auto  
Care service centers.  
2.4.5 Products and services developments  
The Group develops technologically advanced products, some of  
which are formulated for use in motor sports before being generally  
released on the market, and continues its technical partnerships. The  
Group is notably associated with the PSA group, with which a  
cooperation agreement was renewed in late 2016 relating to R&D,  
include Excellium fuels and Fuel Economy lubricants (refer to  
point 5.2.3.4 of chapter 5). These solutions include a diversified range  
of energy supplies (fuels, gas, solar and wood pellets) as well as  
consumption auditing, monitoring and management services,  
particularly through innovative digital platforms for its industrial  
customers.  
(3)  
business relations with the three PSA brands and motor sports  
(
WRC, WTCC and Rallycross). In 2017, TOTAL also supplied DS  
Overall, TOTAL is accelerating its digital innovation strategy in order  
to develop new offerings for its customers and improve operational  
efficiency. In Africa, TOTAL is continuing to develop new electronic  
payment solutions that will enable it to extend its money transfer and  
smartphone payment services. In Germany, TOTAL has worked with  
a car sharing company to develop an electronic solution enabling a  
connected car to be involved directly in fuel payment. The Total  
Services mobile application has also been deployed in 44 countries.  
Using a centralized digital tool, nearly 4 million customers in 12  
countries can receive personalized offers under the Marketing &  
Services’s customer relationship program.  
(4)  
Performance with lubricants specifically developed for the Formula E  
championship. In addition, TOTAL will be the official supplier of fuel to  
(5)  
various endurance rally championships for the next five years. These  
partnerships demonstrate TOTAL’s technical excellence in the  
formulation of fuels and lubricants under extreme conditions, subject  
to requirements to reduce fuel consumption, for the engines of the  
future.  
In order to respond to developments in world markets and prepare  
for tomorrow’s growth opportunities, TOTAL develops products and  
services in collaboration with its customers that optimize their energy  
bills, such as the products under the Total Ecosolutions label, which  
(
(
(
(
(
1) Company data.  
2) Polymer-modified bitumen.  
3) Peugeot, Citroën, DS.  
4) Formula E: motor racing championship using single-seater electrically-powered cars.  
5) As from 2018, official supplier of fuel for the FIA World Endurance Championship, together with the 24 Hours of Le Mans, the European Le Mans Series and  
the Asian Le Mans Series.  
6
6
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Marketing & Services segment  
The Group is also continuing to carry out research into and deploy  
Work to equip stations with higher power charging points on major  
highways and other roads will continue in the coming years, with  
the aim of covering the Group’s key European markets with a  
network of charging points every 150 km. The Group will also give  
its customers wider access to other operators’ charging networks  
through specific partnerships.  
(
1)  
IoT applications for logistics, maintenance and security. In addition,  
TOTAL offers online domestic heating oil orders in France via the  
fioulmarket.fr web site, as well as its online platform Bitume Online for  
fixed-price bitumen purchases aimed at its professionals customers.  
For the longer term, TOTAL intends to expand into alternatives to  
traditional fuels and has comprehensive commercial offerings in this  
area:  
▪
▪
Hydrogen: TOTAL continues to roll out hydrogen stations under  
the H2 Mobility Germany joint venture that was set up in 2015 with  
its partners Air Liquide, Daimler, Linde, OMV and Shell to build a  
network of around 400 hydrogen stations in Germany. The joint  
venture aims to create an initial network of around 100 stations by  
2
▪
Natural gas for land transportation: TOTAL has broken new  
ground in 2017 with the purchase of PitPoint B.V., a company that  
is expected to enable M&S to grow its NGV business in the coming  
2
019, a third of which will be TOTAL stations.  
(2)  
years. As of today, TOTAL has around 500 stations supplying  
NGV to private individuals and professionals in Asia, Africa and  
Europe. The Group intends to accelerate the development of this  
network to quickly establish coverage that meets its customers’  
expectations, and will initially target the freight transportation  
segment on its key European markets (Germany, Belgium,  
Luxembourg, the Netherlands and France).  
Natural gas for shipping: In order to comply with new emission  
standards for marine fuels that will come into effect in 2020,  
TOTAL is supporting its customers through this transition with its  
subsidiary Total Marine Fuel Global Solution, which offers a  
diversified range of marine fuels and associated services. The  
Group is expanding its product portfolio with bunker fuel, which  
has a sulfur content of 0.5%, and LNG bunker. In 2017, TOTAL  
signed its first partnership agreements in Europe and Asia to  
promote the establishment of LNG as a marine fuel, notably with  
the shipping companies CMA CGM and Brittany Ferries.  
▪
Electro-mobility: TOTAL expects to have more than 100 service  
stations equipped with charging points in Belgium, the  
Netherlands, Luxembourg, France and Germany at year-end 2017.  
(
(
1) Internet of Things: connected objects.  
2) Including PitPoint B.V. NGV stations and excluding NGV stations in Italy. Hosted or operated stations.  
REGISTRATION DOCUMENT 2017  
67  
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Investments  
2.5 Investments  
(1)  
2.5.1 Major investments over the 2015-2017 period  
(
a)  
Gross investments (M$)  
Exploration & Production  
Gas, Renewables & Power  
Refining & Chemicals  
Marketing & Services  
Corporate  
2017  
2016  
16,085  
1,221  
1,861  
1,245  
118  
2015  
24,233  
588  
12,802  
797  
1,734  
1,457  
106  
1,875  
1,267  
70  
TOTAL  
16,896  
20,530  
28,033  
(
b)  
Net investments (M$)  
Exploration & Production  
Gas, Renewables & Power  
Refining & Chemicals  
Marketing & Services  
Corporate  
2017  
10,886  
726  
2016  
13,895  
1,162  
1,773  
821  
2015  
21,353  
170  
(1,086)  
1,044  
66  
(1,619)  
411  
106  
45  
TOTAL  
11,636  
17,757  
20,360  
(
M$)  
2017  
1,476  
714  
2016  
2,033  
780  
2015  
3,441  
2,808  
5,968  
89  
Acquisitions  
(
c)  
including resource acquisitions  
Divestments  
4,239  
(4)  
1,864  
(104)  
Other operations with non-controlling interests  
(
d)  
Organic investments (M$)  
Exploration & Production  
Gas, Renewables & Power  
Refining & Chemicals  
Marketing & Services  
Corporate  
2017  
11,310  
353  
2016  
14,464  
270  
2015  
20,536  
397  
1,625  
1,019  
88  
1,642  
1,003  
105  
851  
1,130  
62  
TOTAL  
14,395  
17,484  
22,976  
(
(
(
(
a) Including acquisitions and increases in non-current loans. The main acquisitions for the 2015-2017 period are detailed in Note 7 to the Consolidated Financial  
Statements (point 8.7 of chapter 8).  
b) Net investments = gross investments – divestments – repayment of non-current loans – other operations with non-controlling interests. The main divestments for the  
2015-2017 period are detailed in Note 7 to the Consolidated Financial Statements (point 8.7 of chapter 8).  
c) Resource acquisitions = acquisition of a participating interest in an oil and gas mining property by way of an assignment of rights and obligations in the corresponding  
permit or license and related contracts, with a view to producing the recoverable oil and gas.  
d) Organic investments = net investments excluding acquisitions, divestments and other operations with non-controlling interests.  
In 2017, the Group’s organic investments and resource acquisitions  
were $15.1 billion compared to $18.3 billion in 2016. This decrease  
follows the completion and start-up of five major production growth  
projects in 2016 and five in 2017. It also resulted from a successful  
capital efficiency program implemented over the past years.  
the Republic of the Congo, Badamyar in Myanmar, Edradour and  
Glenlivet in the United Kingdom, Libra in Brazil and Yamal LNG in  
Russia), the other major projects that are under construction and  
expected to start up in the coming years (Ichthys LNG in Australia,  
Tempa Rossa in Italy, Kaombo in Angola and Egina in Nigeria), as  
well as the projects that were approved in 2017 (Absheron 1 in  
Azerbaijan, Vaca Muerta in Argentina and Halfaya 3 in Iraq).  
In the Exploration & Production segment, most of the organic  
investments were geared toward the development of new  
hydrocarbon production facilities, the maintenance of existing facilities  
and exploration activities. Development investments related in  
particular to the major projects that started up in 2017 (Moho Nord in  
In the Gas, Renewables & Power segment, organic investments  
mainly related to the development of industrial activities at SunPower  
and Saft, together with Total Solar’s solar power plant projects.  
(
1) Following the reorganization of the Group, which has been fully effective since January 1, 2017, the 2016 and 2015 information for the segments has been  
restated on this basis (refer to point 1.6.2 of chapter 1).  
6
8
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Investments  
In the Refining & Chemicals segment, organic investments were  
made, on the one hand, in the safety and maintenance of facilities,  
and, on the other hand, in projects aimed at improving the  
competitiveness of plants. In 2017, the Group completed the  
modernization of the Antwerp refinery in Belgium with the addition of  
a new heavy fuel oil conversion unit and another petrochemical unit  
and continued the transformation of the La Mède refinery in France  
The Group continues to pursue growth in the Gas, Renewables &  
Power segment and, as part of the development of profitable  
low-carbon businesses, TOTAL in 2017 acquired a 23% interest in  
Tellurian Inc., with the aim of developing a low cost LNG project in  
the United States.  
The Group also purchased a 23% stake in EREN Renewable Energy,  
renamed Total Eren, contributing to its development in low-carbon  
energy production. Finally, TOTAL acquired GreenFlex, which  
operates in the field of energy efficiency.  
into  
a bio-refinery. In addition, significant investments were  
2
approved, including the development of petrochemical activities in  
Texas (United States) as part of a joint venture with Borealis and  
Nova, and a project to increase the capacity of the Daesan  
integrated platform in South Korea.  
In the Marketing & Services segment, the Group finalized the  
acquisition of a retail and supply terminal network in Kenya, Uganda  
and Tanzania and signed an agreement in Mexico, the second-  
In the Marketing & Services segment, organic investments in 2017  
mainly concerned retail networks in growth regions in Africa and Asia,  
logistics and specialty products production and storage facilities.  
(3)  
largest Latin American market for petroleum product distribution .  
TOTAL also boosted its growth in natural gas for vehicles in Europe  
with the acquisition of PitPoint B.V. in 2017. In the lubricants  
segment, the Group strengthened its position in Italy by finalizing in  
January 2018 the purchase of Erg’s 51% stake in the TotalErg joint  
venture (consequently, this joint venture has been terminated).  
The Group’s acquisitions in 2017 totaled $1.5 billion, including $714  
million in resource acquisitions, a 25% decrease compared to  
$
2.0 billion in 2016.  
The Group took advantage of favorable market conditions to expand  
its Exploration & Production portfolio. In Brazil, TOTAL and Petrobras  
finalized a major milestone in their strategic alliance with the transfer  
of interests in the Iara and Lapa concessions early January 2018 and  
the Group signed a contract on the development of the South Pars  
The Group’s divestment program of mature and non-core assets,  
totaling $10 billion over the period 2015-2017, has been concluded  
successfully. The divestments finalized in 2017 had a total value of  
$4.2 billion, including the sale of Atotech for $2.7 billion, the sale of  
the SPMR pipeline the disposal of mature assets in Gabon, the sale  
of a part of the Group's interest in Fort Hills in Canada and of the  
interest in the Gina Krog field in Norway. Also in Norway, the Group  
announced in November 2017 the sale of its interest in the Martin  
Linge field. In addition, in Italy, TOTAL finalized in January 2018 the  
disposal of its interest in TotalErg’s distribution, refining and LPG  
activities.  
1
1 field in Iran. Resource acquisitions were $714 million in 2017. The  
Group is preparing for future growth with the announcement of the  
acquisition of Mærsk Oil (finalized in March 2018), which has a  
portfolio mainly located in OECD countries, and an additional 10.8%  
stake in the Lake Albert project in Uganda from Tullow; in addition, it  
has signed a partnership agreement with Sonatrach in Algeria.  
In the frame of its integrated gas strategy, the Group has annouced  
Net investments were $11.6 billion in 2017 compared to $17.8 billion  
in 2016, a decrease of 35%, and $20.4 billion in 2015. This decrease  
is mainly due to the discipline implemented on organic investments  
and the finalization of the asset disposal program.  
(1)  
the acquisition of the majority of Engie’s upstream LNG activities .  
TOTAL is expected to become the second-largest LNG actor in the  
(
2)  
world as a result and will be able to take benefit from a fast growing  
market.  
2.5.2 Major planned investments  
Investments, including resource acquisitions, are expected to be  
between $15 and $17 billion per year for the 2018-2020 period,  
enabling the delivery of profitable future growth for the Group.  
segment’s investment budget will be allocated to growth regions,  
notably Africa, the Middle East and Asia.  
The Group will continue investing to grow its Gas, Renewables &  
Power businesses, as well as in R&D. The growing LNG demand  
support the Group's strategy to develop along the gas value chain as  
illustrated by the announced acquisition of Engie's upstream LNG  
activities.  
Investments in the Exploration & Production segment will largely be  
allocated to major development projects under construction,  
including trains 2 and 3 of Yamal LNG in Russia, Ichthys LNG in  
Australia, Kaombo in Angola, Egina in Nigeria, Libra 1 in Brazil and  
South Pars 11 in Iran. Determined to take benefit from the current  
favourable cost environment, the Group will launch new projects in  
TOTAL self-finances most of its investments with cash flow from  
operating activities and occasionally accesses the bond market when  
financial market conditions are favorable. Investments for joint  
ventures between TOTAL and external partners are generally funded  
through specific project financing.  
2
018. A portion of the funds will also be allocated to assets already in  
production, in particular for maintenance capital expenditures and  
in-fill wells.  
In the Refining & Chemicals segment, the transformation of the  
LaꢀMède refinery into a bio-refinery, the construction of a side cracker  
at the Port Arthur refinery in the United States and the project to  
increase the capacity of the Daesan integrated platform in South  
Korea are some of the major investments expected in 2018. The  
Group is also examining projects for growth in Qatar and Saudi  
Arabia. A significant portion of the segment’s investment budget will  
also be allocated to safety and maintenance.  
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 the Group’s off-balance  
sheet commitments and contractual obligations appear in Note 13 to  
the Consolidated Financial Statements (point 8.7 of chapter 8). The  
Group believes that neither these guarantees nor the other  
off-balance sheet commitments of TOTAL S.A. or of any other Group  
company have, or could reasonably have in the future, a material  
effect on the Group’s financial position, income and expenses,  
liquidity, investments or financial resources.  
The Marketing & Services segment’s investment budget will finance,  
in particular, the service station network, logistics, specialty products  
production and storage facilities, particularly lubricants. Most of the  
(
(
(
1) The finalization of the transaction is subject to the granting of the necessary authorizations.  
2) Based on quantities managed, publicly available information.  
3) Company data and publicly available information.  
REGISTRATION DOCUMENT 2017  
69  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Research & Development  
2.6 Research & Development  
In 2017, the Group invested $912 million in R&D, compared to  
1,050 million in 2016 and $980 million in 2015. There were 4,132  
people dedicated to R&D activities in 2017 compared to 4,939 in  
The portfolio is aimed at:  
$
▪
▪
▪
▪
▪
understanding the impact of the Group’s operations and products  
on environments and ecosystems (such as water, soil, air,  
biodiversity);  
(1)  
2
016 and 4,248 in 2015 .  
TOTAL invested $656 million in 2017 in innovation and R&D for its oil  
mastering digital and electronic technologies (data science,  
high-performance computing, artificial intelligence) applied to the  
Group’s businesses;  
(
2)  
and gas activities . The expenses dedicated to these activities  
increased by 2% between 2015 and 2017.  
The Group has 18 R&D sites worldwide and has entered into  
approximately 1,000 partnership agreements with other industrial  
groups, along with academic or highly specialized research institutes.  
developing and industrializing carbon capture, use and storage  
(CCUS), solar and biomass technologies to help prepare for future  
energy needs and to continue addressing climate issues;  
R&D at TOTAL focuses on two major areas:  
acquiring knowledge and developing tools and technologies to  
discover and exploit increasingly complex oil and gas resources to  
meet the growing global demand for energy;  
▪
prioritizing the development of activities and programs that directly  
impact TOTAL’s objective of becoming the responsible energy  
major; and  
designing and producing practical, innovative and competitive  
products and materials that meet customers’ needs by delivering  
better performance and helping to improve energy efficiency and  
reduce environmental impacts; and  
▪
anticipating technological breakthroughs in order to seize  
opportunities for development relating to the evolution of the  
energy mix.  
▪
mastering and using innovative technologies such as materials  
sciences, nanotechnology and new analytic techniques.  
To this end, the Group is committed to optimizing R&D resources in  
terms of human talent, infrastructure and regional centers of  
excellence, and to working with selected partners that bring specific  
and high-level skills to every project.  
In addition, each business segment is actively developing an  
intellectual property activity aimed at protecting its innovations,  
allowing its activity to develop, and promoting its technological assets  
among its partners. In 2017, more than 200 patent applications were  
filed by the Group.  
To achieve the Group’s 20-year ambition, the portfolio of R&D  
programs is divided between transverse programs developed at all of  
the R&D centers and vertical programs specific to the different  
businesses.  
2.6.1 Transverse programs  
The eight transverse programs are divided into three categories:  
strategic programs, support programs and anticipation programs.  
▪
Gas, such as, for example, the partnership signed in late 2017  
between TOTAL and GTC Technology (a major American player  
that operates in petrochemical process engineering on a global  
scale) to develop a process for converting natural gas into high  
added-value molecules such as olefins and aromatic precursors.  
Strategic programs cover the following areas:  
▪
▪
▪
Health, safety and environment (HSE), such as, for example, the  
BIOMEM process, which is based on the use of microorganisms to  
remove dissolved hydrocarbons from water used for production  
Support programs cover all of the Group’s R&D activities:  
(
water quality, cost, weight and space reduction). Several  
▪
Digital technology, such as, for example, the creation of algorithms  
and computer codes to take into account technological  
developments in high-performance computing (HPC). The two  
technologies currently being studied will be three times more  
energy efficient than the supercomputer Pangea, which is one of  
the ten most powerful computers in the world and installed at  
TOTAL’s Technical Center in Pau.  
Exploration & Production subsidiaries have expressed an interest in  
installing a BIOMEM pilot on site.  
Carbon capture, use and storage (CCUS), such as the large-scale  
Northern Lights research project in Norway, in which the Group is  
involved alongside Shell and Statoil. The first phase of the project  
relates to a storage capacity of around 1.5 Mt/y. TOTAL is also  
part of TCM (Technology Center Mongstad), one of the world’s  
largest carbon capture technology development center.  
▪
▪
Analysis and measurements, including, for example, the  
partnership with the Namur surface analysis platform in Belgium,  
which was used to characterize DLC (diamond-like carbon)  
coating, a world first.  
Energy efficiency, through, for example, the creation by the French  
National Center for Scientific Research (CNRS) and TOTAL of an  
exploratory research program known as PEPS (Projets  
Exploratoires Premier Soutien) for a period of four years as from  
Understanding process and product performance (U3P), such as,  
for example, analyzing corrosion issues.  
2
017. This program makes it possible to launch calls for projects  
The anticipation program is carried out by forward-looking  
laboratories that aim to assess the impact on the Group’s businesses  
of new technologies, such as nanotechnology, robotics or the  
mobility of the future.  
with laboratories belonging in particular to the CNRS on the topic  
of energy efficiency in industrial processes. The first call for projects  
led to the identification of six projects covering a wide variety of  
subjects.  
(
1) Figures for 2016 and 2015 concerning the Group’s R&D investments and employees were not restated following the sale of Atotech (finalized in January  
017).  
2
(2) Excluding R&D budgets of Hutchinson, SunPower and Saft Groupe.  
7
0
REGISTRATION DOCUMENT 2017  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
Research & Development  
2.6.2 Vertical programs  
innovation by initiating several programs relating in particular to  
research into electrochemistry, new materials and improving  
production processes and battery management systems and  
software. In addition, a significant portion of R&D work is dedicated  
to creating new products to meet specific customer requirements.  
Saft invests approximately 9% of its sales in R&D each year.  
2
.6.2.1 Exploration & Production segment  
All of the R&D projects aim to combine environmental performance,  
improved safety and economic viability of operations. A major asset  
for R&D lies in the remarkable high-performance computing  
capabilities of the Pangea supercomputer developed by the Group.  
2
R&D continues its efforts in geology, with the continued goal of  
optimizing geological concept modeling and improving assessment of  
the potential of new sedimentary basins or new plays in known  
basins.  
2.6.2.3 Refining & Chemicals segment  
Refining & Chemicals (excluding Hutchinson)  
In geophysics, R&D is also investing in efficient, low environmental  
impact, low-cost breakthrough technologies to improve delineation of  
promising exploration areas. The aim is to quickly obtain high-quality  
R&D’s goal in this area is to support the medium and long-term  
development of Refining & Chemicals. In doing so, it contributes to  
the technological differentiation of this business through the  
development, implementation and promotion of new, more efficient  
solutions and paves the way for the industrialization of knowledge,  
processes and technologies.  
3
D images of the subsurface in hard-to-reach areas.  
In order to improve reservoir management, R&D aims to address the  
entire chain of innovations necessary to maximize reserves and field  
production at a lower cost.  
R&D places special emphasis on the three major challenges facing  
Operations on wells, from drilling to closure, account for a significant  
share of Exploration & Production’s R&D costs. New R&D projects  
are under way to improve well productivity and further increase  
operational safety.  
Refining & Chemicals: managing the environmental footprint;  
achieving excellence in processes and operations; and developing  
innovative products, including biosourced products.  
It is developing solutions to limit the impact of emissions and improve  
the energy efficiency of both industrial facilities and private homes.  
In deep offshore, R&D continued to focus on reducing development  
costs through the creation of fully underwater developments.  
R&D designs technologies that will make it possible to recycle  
polymers (particularly polystyrene) under acceptable conditions in  
terms of end product quality, cost and environmental impact. One of  
the remaining challenges is retaining the suitability of the recycled  
product for use in contact with foodstuffs.  
In addition, a new project was launched in 2017 aimed at designing a  
new generation of more profitable conventional developments, with  
stripped-down facilities operated by robots that will no longer require  
a permanent human presence.  
R&D is developing expertise and technologies to improve the  
performance of its assets. Research is focused on the integrity,  
availability and improved output of refining and petrochemicals  
2.6.2.2 Gas, Renewables & Power segment  
facilities. As  
a result, advanced modeling of feedstocks and  
Solar  
processes is used to optimize processing from the monthly supply of  
the platforms to the real-time monitoring of the facilities’ constraints.  
Research conducted on catalysts and their selection is helping to  
increase performance, improve stability and extend their service life at  
a lower cost.  
The R&D effort covers the entire solar value chain, from silicon to  
photovoltaic electricity management systems.  
At the upstream end of the solar value chain, TOTAL is a founding  
partner of the Ile-de-France Photovoltaic Institute (IPVF), an 8,000 m²  
research institute with 4,000 m² of laboratories on the Paris-Saclay  
campus that is expected to host more than 150 academic and  
industrial researchers as of 2018. Backed by this technical platform  
and a very high-quality scientific support structure, the Institute aims  
to identify and develop the solar technologies of the future, more  
efficiently and less costly than those currently available. TOTAL’s  
solar R&D will have a private laboratory within the Institute that it uses  
to provide shorter term support for technical developments by the  
Group’s subsidiaries (Total Solar, Total Eren, SunPower).  
In order to take advantage of different types of feedstock, R&D  
examines new processes, such as in the field of deep conversion in  
refining or heavy crude processing in petrochemicals. It studies the  
catalytic solutions of the future, paving the way for nanocatalysis.  
The offer of innovative products is a key aspect of research on  
polymers. R&D draws on its knowledge of metallocenes and  
bimodality to develop different types of mass consumption polymers  
that have exceptional properties allowing them to replace heavier  
materials and compete with technical polymers. High added-value  
niche polymers are also being developed, both in the form of blends  
and composites.  
At the downstream end of the solar value chain, activities are focused  
on developing software tools and algorithms for intelligent electricity  
production and consumption management. The solutions developed  
are aimed at the domestic, commercial and industrial markets, as  
well as consumers of hybrid solutions (combining several energy  
sources) for facilities that may or may not be connected to the grid.  
The efficient use of resources is a major challenge for sustainable  
development, and Refining  
& Chemicals’ R&D is developing  
technologies enabling more efficient use of biosourced molecules.  
The aim is to produce higher added-value chemical compounds,  
whether through biotechnologies or thermochemical processes.  
Research in this field is focused on examining conversion processes  
using vegetable oils, sugar or lignocellulose. The goal is to produce  
bioplastics and biofuels and to extend the range of feedstocks that  
can be used in existing facilities. R&D is also particularly mindful of  
issues related to blends and product quality raised by the use of  
biomolecules.  
Energy storage  
Energy storage R&D is more particularly carried out by the teams of  
Saft Groupe (Saft). Building on the success of its nickel and primary  
lithium batteries, the subsidiary has launched a development program  
based on new advanced lithium-ion technologies that can be used to  
manufacture more efficient products. Saft continues to invest in  
REGISTRATION DOCUMENT 2017  
71  
 
BUSINESS OVERVIEW FOR FISCAL YEAR 2017  
2
Property plant and equipment  
Elastomer processing (Hutchinson)  
A new “fluids for electric vehicles” program has been set up, together  
with an internal technology watch to identify the requirements of  
future forms of mobility and modes of transport for goods and  
people, in order to customize future areas of research.  
R&D is an important factor in innovation and differentiation for  
Hutchinson, which is present along the entire value chain, from  
designing custom materials (e.g., rubber, thermoplastics, composites)  
to incorporating connected solutions (e.g., complex solutions,  
mechatronics, connected objects).  
In the field of heavy-duty vehicles, TOTAL is involved in the FALCON  
project (Flexible & Aerodynamic truck for Low CONsumption) as part  
of a consortium of 12 partners led by Renault Trucks with a view to  
With  
a
corporate research and innovation center, more than  
number of university partnerships  
developing  
a complete demonstration vehicle to validate the  
2
5ꢀtechnical centers and  
a
ambitious aim of reduced fuel consumption (-13%) and therefore CO  
2
worldwide, Hutchinson is equipped to rise to the challenge of  
contributing to a safer, more comfortable, and more responsible  
mobility of the future.  
emissions, through innovative designs.  
Several new families of engine detergent for future Total Excellium fuel  
ranges have been identified as a result of academic and industrial  
partnerships. Engine tests have been performed to compare the  
relative performances of these new solutions and prepare for future  
pilot and industrial development.  
Weight reduction, increased energy efficiency and improved  
diagnostic and control functionality are common preoccupations  
across all of Hutchinson’s markets (e.g., automotive, aerospace,  
defense, railways). Hutchinson designs innovative solutions that put  
its customers ahead of the game, and transposes those solutions  
between markets, adopting a cross-fertilization approach.  
In the field of refinery additives, work is under way to improve  
properties in cold temperatures, particularly for high renewable  
fraction diesel fuels.  
2
.6.2.4 Marketing & Services segment  
With respect to bitumen, work has been focused on designing  
bitumen in solid form for easier transport and developing methods to  
measure the resistance to oxidation and aging of bituminous binders.  
Research has also contributed to the first industrial production runs of  
a bitumen-polymer binder using a new process developed in house.  
In 2017, the R&D activities of Marketing & Services continued to  
implement its roadmap in line with its ambitions, which are focused  
on reducing the environmental footprint of products, particularly CO  
emissions, and increasing energy efficiency by improving the  
durability of customers’ equipment.  
2
The first projects carried out by the “Chemicals and biocomponent  
processes” laboratory shared by the Marketing & Services and  
Refining & Chemicals segments, which opened in 2016, relate, on the  
one hand, to the synthesis of renewable lubricants under an industrial  
cooperation agreement, and, on the other hand, to the development  
of processes to prepare biosourced hydrocarbons that can be used  
in various industrial solvent applications, as monomers for polymers  
or as fuel components.  
The roadmap is broken down into two areas: energy savings for  
customers; and competitive advantage and new product ranges for  
the consumer and professional markets, while anticipating changes in  
legislation and incorporating biosourced molecules.  
The Fuel Economy range of lubricants, which now covers all fields of  
application (automotive, marine and manufacturing), has been  
extended with new products designed to comply with the  
specifications of manufacturers targeted by Total Lubrifiants. The key  
innovative work is focused at the top of the chain on designing and  
incorporating breakthrough components in formulations. Significant  
success has been achieved with the development of new lubricant  
base stocks that are undergoing registration and industrialization, and  
through the approval of a new viscosity improver polymer concept in  
partnership with a number of academic laboratories. Further up the  
chain, research is also being carried out into various novel  
technologies such as nanotechnology in order to maximize the  
performance of future generations of Fuel Economy lubricants.  
In 2017, the Solaize research center in France opened its Innovation  
Building, which includes an interactive showroom for unveiling major  
innovations and technological advances resulting from Marketing &  
Services’ research into fuels, lubricants, bitumens and special fluids.  
The Asia-Pacific Technical Center based in Mumbai, India, has  
continued to grow and now has dedicated teams for its areas of  
expertise, namely lubricants (particularly for textiles and two-wheeled  
vehicles), special fluids and fuel additives.  
2
.7 Property, plant and equipment  
The companies of the Group have 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 (Exploration & Production, Gas, Renewables & Power,  
Refining & Chemicals and Marketing & Services).  
Note 7 to the Consolidated Financial Statements (point 8.7 of  
chapterꢀꢀ8).  
Minimum royalties from finance lease agreements regarding  
properties, service stations, vessels and other equipment are  
presented in Note 13 to the Consolidated Financial Statements (point  
8
.7 of chapter 8).  
Information about the objectives of the Company’s environmental  
policy, in particular those related to the Group’s industrial sites or  
facilities, is presented in chapter 5.  
A summary of the Group’s property, plant and equipment and their  
main related expenses (depreciation and impairment) is included in  
7
2
REGISTRATION DOCUMENT 2017  
 
3
RISKS AND CONTROL  
3.1 Risk Factors  
74  
3.3 Internal control and risk management  
procedures  
88  
3
3
3
3
3
.1.1 Risks related to market environment  
and other financial risks  
74  
76  
78  
78  
3.3.1 Fundamental elements of the internal  
control and risk management systems  
88  
88  
90  
.1.2 Industrial and environmental risks  
and risks related to climate issues  
3.3.2 Control environment  
.1.3 Risks related to critical IT systems  
security  
3.3.3 Risk assessment and management  
3
.3.4 Main characteristics of the internal  
control and risk management  
.1.4 Risks related to the development  
of major projects and reserves  
procedures relating to the preparation  
and processing of accounting  
and financial information  
.1.5 Risks related to equity affiliates  
and management of assets operated  
by third parties  
93  
79  
80  
81  
81  
81  
86  
3
3
.4 Insurance and risk management  
95  
3
3
3
3
.1.6 Risks related to political or economic  
factors  
3
3
3
.4.1 Organization  
95  
.1.7 Risks related to competition and lack  
of innovation  
.4.2 Risk and insurance management policy 95  
.4.3 Insurance policy  
96  
.1.8 Ethical misconduct and non-compliance  
risks  
.5 Vigilance Plan  
96  
.1.9 Countries targeted by economic  
sanctions  
3
3
.5.1 Introduction  
96  
97  
.5.2 Severe impact risk mapping  
3
.2 Legal and arbitration proceedings  
3.5.3 Action Principles  
98  
3
3
3
3
3
.5.4 Organization  
99  
.5.5 Assessment procedures  
.5.6 Awareness and training actions  
.5.7 Whistleblowing mechanisms  
.5.8 Monitoring procedures  
100  
101  
102  
102  
REGISTRATION DOCUMENT 2017  
73  
 
RISKS AND CONTROL  
3
Risk Factors  
3.1 Risk Factors  
The Group conducts its activities in an ever-changing environment  
and is exposed to risks that, if they were to occur, could have a  
material adverse effect on its business, financial condition, including  
its operating income and cash flow, reputation or outlook.  
of other risks that could, or other risks may not have been considered  
by the Group as being likely to, have a material adverse impact on the  
Group, its business, financial condition, including its operating income  
and cash flow, reputation or outlook.  
The Group employs a continuous process of identifying and analyzing  
risks in order to determine those that could prevent it from achieving  
its objectives. This chapter presents the significant risks to which the  
Group believes it is exposed as of the date of this Registration  
Document. However, as of such date, the Group may not be aware  
The main internal control and risk management procedures, in  
particular those relating to the preparation and processing of  
accounting and financial information, are described in point 3.3 of this  
chapter.  
3
.1.1 Risks related to market environment and other financial risks  
The financial performance of TOTAL is sensitive to a number  
of market environment related factors, the most significant  
being hydrocarbon prices, refining margins and exchange  
rates.  
operating income by approximately $2.3 billion and annual cash flow  
from operations by approximately $2.8 billion.  
The impact of changes in crude oil and gas prices on downstream  
operations depends upon the speed at which the prices of finished  
products adjust to reflect these changes. The Group estimates that a  
decrease in its European Refining Margin Indicator (“ERMI”) of  
$10ꢀꢀper ton would decrease annual adjusted net operating income  
by approximately $0.5 billion and annual cash flow from operations  
by approximately $0.6 billion. Conversely, an increase in its ERMI of  
Generally, a decline in hydrocarbon prices has a negative effect on  
the Group’s results due to a decrease in revenues from oil and gas  
production. Conversely, a rise in hydrocarbon prices increases the  
Group’s results.  
In 2017, oil prices, which had strengthened progressively at the end  
of 2016 notably due to the OPEC/non-OPEC agreement concluded  
in November 2016, were stable during the first quarter of the year  
before decreasing and reaching their lowest point in June. Prices  
then continuously strengthened during the second half, notably due  
to strong demand and the respect by producing countries of their  
quota commitments. The market remains highly volatile.  
$
10ꢀꢀper ton would increase annual adjusted net operating income by  
approximately $0.5 billion and annual cash flow from operations by  
approximately $0.6 billion.  
All of the Group’s activities are, for various reasons and to varying  
degrees, sensitive to fluctuations in the dollar/euro exchange rate.  
The Group estimates that a decrease of $0.10 per euro  
strengthening of the dollar versus the euro) would increase annual  
(
For the year 2018, according to the scenarios retained below, the  
Group estimates that an increase of $10 per barrel in the price of  
adjusted net operating income by approximately $0.1 billion and have  
a limited impact on annual cash flow from operations. Conversely, an  
increase of $0.10 per euro (weakening of the dollar versus the euro)  
would decrease adjusted net operating income by approximately  
(1)  
Brent crude would increase annual adjusted net operating income  
by approximately $2.3 billion and annual cash flow from operations  
by approximately $2.8 billion. Conversely, a decrease of $10 per  
barrel in the price of Brent crude would decrease annual adjusted net  
$
0.1 billion and have a limited impact on annual cash flow from  
operations.  
Estimated impact  
on adjusted net  
operating income  
Estimated impact  
on cash flow  
from operations  
(
a)  
Market impact environment 2018  
Scenario retained  
50 $/b  
Change  
Brent  
+/-10 $/b  
+/-10 $/t  
+/-2.3 B$  
+/-0.5 B$  
-/+0.1 B$  
+/-2.8 B$  
+/-0.6 B$  
≈ 0 B$  
European Refining Margin Indicator (ERMI)  
/€  
35 $/t  
$
1.2 $/€  
+/-0.1 $ per €  
(
a) Sensitivities revised once per year upon publication of the previous year’s fourth quarter results. Indicated sensitivities are approximate and based upon TOTAL’s current  
view of its 2018 portfolio. Results may differ significantly from the estimates implied by the application of these sensitivities. The impact of the $/€ sensitivity on adjusted  
net operating income is primarily attributable to Refining & Chemicals.  
(1) Adjusted results are defined as income at replacement cost, excluding non-recurring items and the impact of fair value changes.  
7
4
REGISTRATION DOCUMENT 2017  
 
RISKS AND CONTROL  
Risk Factors  
In addition to the adverse effect on the Group’s revenues,  
margins and profitability, a prolonged period of low oil and  
natural gas prices could lead the Group to review its projects  
and the evaluation of its assets and oil and natural gas  
reserves.  
Conversely, in a high oil and gas price environment, the Group can  
experience significant increases in cost and government take, and,  
under some production-sharing contracts, the Group’s production  
rights could be reduced. Higher prices can also reduce demand for  
the Group’s products.  
Prices for oil and natural gas may fluctuate widely due to many  
factors over which TOTAL has no control. These factors include:  
The Group’s earnings from its Refining & Chemicals and Marketing &  
Services segments are primarily dependent upon the supply and  
demand for petroleum products and the associated margins on sales  
of these products, with the impact of changes in oil and gas prices on  
earnings on these segments being dependent upon the speed at  
which the prices of petroleum products adjust to reflect movements  
in oil and gas prices. In 2017, the negative effects of lower oil and gas  
prices on the Group’s results were partially offset by the results of the  
Refining & Chemicals segment. During 2017, the Group’s refining  
margins improved during the first nine months of the year before  
dropping significantly in December 2017. In 2018, they could  
experience some volatility depending on the evolution of the price of  
crude.  
▪
▪
variations in global and regional supply of and demand for energy;  
global and regional economic and political developments in natural  
resource-producing regions, particularly in the Middle East, Africa  
and South America, as well as in Russia;  
▪
▪
the ability of the OPEC and other producing nations to influence  
global production levels and prices;  
3
prices of unconventional energies as well as evolving approaches  
for developing oil sands and shale oil, which may affect the  
Group’s realized prices, notably under its long-term gas sales  
contracts and asset valuations, particularly in North America;  
The activities of Trading & Shipping (oil, gas and power trading and  
shipping activities) are particularly sensitive to market risk and more  
specifically to price risk as a consequence of the volatility of oil and  
gas prices, to liquidity risk (inability to buy or sell cargoes at market  
prices) and to counterparty risk (when a counterparty does not fulfill  
its contractual obligations). The Group uses various energy derivative  
instruments and freight-rates instruments to reduce its exposure to  
price fluctuations of crude oil, petroleum products, natural gas, power  
and freight-rates. Although TOTAL believes it has established  
appropriate risk management procedures, large market fluctuations  
may adversely affect the Group’s activities and financial condition,  
including its operating income and cash flow.  
▪
▪
▪
▪
cost and availability of new technologies;  
regulations and governmental actions;  
global economic and financial market conditions;  
the security situation in certain regions, the magnitude of  
international terrorist threats, wars or other conflicts;  
▪
▪
changes in demographics, notably population growth rates, and  
consumer preferences; and  
adverse weather conditions that can disrupt supplies or interrupt  
operations of the Group’s facilities.  
Prolonged periods of low oil and natural gas prices may reduce the  
economic viability of projects in production or in development, and  
reduce the Group’s liquidity, thereby decreasing its ability to finance  
capital expenditures and/or causing it to cancel or postpone  
investment projects.  
For more detailed information on the impact of oil and gas prices on  
the Group’s 2017 results, financial condition (including impairments)  
and outlook, refer to point 1.4 of chapter 1.  
TOTAL is exposed to other financial risks related to its  
financing and cash management activities.  
If TOTAL were unable to finance its investment projects, the Group’s  
opportunities for future revenue and profitability growth would be  
reduced, which could materially impact the Group’s financial  
condition, including its operating income and cash flow.  
The Group is exposed to changes in interest rates and foreign  
exchange rates. Even though the Group generally seeks to minimize  
the currency exposure of each entity to its functional currency  
(primarily the dollar, the euro, the pound sterling and the Norwegian  
Prolonged periods of low oil and natural gas prices may reduce the  
Group’s reported reserves and cause the Group to revise the price  
assumptions upon which asset impairment tests are based that could  
have a significant adverse effect on the Group’s results in the period  
in which it occurs. For additional information on impairments  
recognized on the Group’s assets, refer to Note 3 to the  
Consolidated Financial Statements (point 8.7 of chapter 8).  
krone), the Group’s financial condition, including its operating income  
and cash flow, could be impacted by a significant change in the value  
of these currencies.  
In addition, as TOTAL mostly turns to financial markets for its  
financing, its financial condition and operations could be materially  
impacted if access to those markets were to become more difficult.  
For further information on financial risks, refer to Notes 15 and 16 to  
the Consolidated Financial Statements (point 8.7 of chapter 8).  
REGISTRATION DOCUMENT 2017  
75  
RISKS AND CONTROL  
3
Risk Factors  
3
.1.2 Industrial and environmental risks and risks related to climate issues  
TOTAL is exposed to risks related to the safety and security of  
its operations.  
the Group’s financial condition, including its operating income and  
cash flow, and its reputation.  
The Group’s activities involve a wide range of operational risks, such  
as explosions, fires, accidents, equipment failures, leakage of toxic  
products, emissions or discharges into the air, water or soil, that can  
potentially cause death or injury, or impact natural resources and  
ecosystems.  
Crisis management systems are necessary to effectively  
respond to emergencies, avoid potential disruptions to the  
Group’s business and operations and minimize impacts on  
third parties or the environment.  
The Group has crisis management plans in place to deal with  
emergencies (refer to point 3.3 of this chapter). However, these plans  
cannot exclude the risk that the Group’s business and operations  
may be severely disrupted in a crisis situation or ensure the absence  
of impacts on third parties or the environment. TOTAL has also  
implemented business continuity plans to continue or resume  
operations following a shutdown or incident. An inability for the Group  
to resume its activities in a timely manner could prolong the impact of  
any disruption and thus could have a material adverse effect on its  
financial condition, including its operating income and cash flow.  
The industrial event that could have the most significant impact is a  
major industrial accident, e.g., blow out, explosion, fire, leakage of  
highly toxic products or massive leakage, resulting in death or injury  
and/or accidental pollution on a large-scale or at an environmentally  
sensitive site.  
Acts of terrorism or malicious acts against the Group’s or  
contractors’ employees, plants, sites, pipelines and transportation or  
computer systems could also disrupt the Group’s business activities  
and could cause harm or damage to people, property and the  
environment.  
TOTAL is subject to increasingly stringent environmental,  
health and safety laws and regulations in numerous countries  
and may incur material related compliance costs.  
Certain activities of the Group face additional specific risks. TOTAL’s  
Exploration & Production activities are exposed to risks related to the  
physical characteristics of oil and gas fields, particularly during drilling  
operations, which can cause blow outs, explosions, fires or other  
damage, in particular to the environment, and lead to a disruption of  
the Group’s operations or reduce its production. In addition to the  
risks of explosions and fires, the activities of the Gas, Renewables &  
Power, Refining & Chemicals and Marketing & Services business  
segments entail risks related to the overall life cycle of the products  
manufactured, as well as the materials used. With regard to  
transportation, the likelihood of an operational accident depends not  
only on the hazardous nature of the products transported, but also  
on the volumes involved and the sensitivity of the regions through  
which they are transported (quality of infrastructure, population  
density, environmental considerations).  
The Group’s activities are subject to numerous laws and regulations  
pertaining to the environment, health and safety. In most countries  
where the Group operates, particularly in Europe and the United  
States, sites and products are subject to increasingly stringent laws  
governing the protection of the environment (e.g., water, air, soil,  
noise, protection of nature, waste management, impact  
assessments), health (e.g., occupational safety, chemical product  
risk), and the safety of personnel and residents. Product quality and  
consumer protection are also subject to increasingly strict  
regulations. The Group’s entities ensure that their products meet  
applicable specifications and abide by all applicable consumer  
protection laws. Failure to do so could lead to personal injury,  
property damage, environmental harm and loss of customers, which  
could negatively impact the Group’s financial condition, including its  
operating income and cash flow, and its reputation.  
TOTAL’s workforce and the public are exposed to risks inherent to  
the Group’s operations, which could lead to legal proceedings  
against the Group’s entities and legal representatives, notably in  
cases of death, injury and property and environmental damage. Such  
proceedings could also damage the Group’s reputation. In addition,  
like most industrial groups, TOTAL is concerned by declarations of  
occupational illnesses.  
TOTAL incurs, and will continue to incur, substantial expenditures to  
comply with increasingly complex laws and regulations aimed at  
protecting health, safety and the environment. Such expenditures  
could have  
condition.  
a material adverse effect on the Group’s financial  
To manage the operational risks to which it is exposed, the Group  
has adopted a preventive and remedial approach by putting in place  
centralized HSE (health, safety and environment) and security  
management systems that seek to take all necessary measures to  
reduce the related risks (refer to point 3.3.3.3 of this chapter). In  
addition, the Group maintains third-party liability insurance coverage  
for all its subsidiaries. TOTAL also has insurance to protect against  
the risk of damage to Group property and/or business interruption at  
its main refining and petrochemical sites. TOTAL’s insurance and risk  
management policies are described in point 3.4 of this chapter.  
However, the Group is not insured against all potential risks. In  
certain cases, such as a major environmental disaster, TOTAL’s  
liability may exceed the maximum coverage provided by its  
third-party liability insurance. The Group cannot guarantee that it will  
not suffer any uninsured loss and there can be no guarantee,  
particularly in the event of a major environmental disaster or industrial  
accident, that such loss would not have a material adverse effect on  
The introduction of new laws and regulations could compel the  
Group to curtail, modify or cease certain operations or implement  
temporary shutdowns of sites, which could diminish its productivity  
and have a material adverse impact on its financial condition.  
Moreover, most of the Group’s activities will eventually, at site  
closure, require decommissioning followed by environmental  
remediation after operations are discontinued, in compliance with  
applicable regulations. Costs related to such activities may materially  
exceed the Group’s provisions and adversely impact its operating  
results. With regard to the permanent shutdown of an activity, the  
Group’s environmental contingencies and asset retirement  
obligations are addressed in the “Asset retirement obligations” and  
“Provisions for environmental contingencies” sections of the Group’s  
consolidated balance sheet (refer to Note 12 to the Consolidated  
Financial Statements, point 8.7 of chapter 8). Future expenditures  
related to asset retirement obligations are accounted for in  
accordance with the accounting principles described in the same  
Note.  
7
6
REGISTRATION DOCUMENT 2017  
 
RISKS AND CONTROL  
Risk Factors  
Laws and regulations related to climate change as well as  
growing concern of stakeholders may adversely affect the  
Group’s business and financial condition.  
(including electricity generated internally at the facilities). The 2014  
update to the EU-ETS list of sectors exposed to carbon leakage  
confirmed that refining activities in Europe are an exposed sector and  
should continue to benefit from free allocations partially covering its  
deficits. Based on available information, the Group has estimated that  
approximately 25% of its emissions subject to the EU-ETS will not be  
covered by free allowances during the period 2013-2020 and at least  
Global concern over greenhouse gas (“GHG”) emissions and climate  
change, which notably led to the signature of the Paris Agreement on  
December 12, 2015 as part of the United Nations Climate Change  
Conference (COP 21), is likely to lead to further regulation in these  
areas. These additional regulatory requirements could lead the Group  
to curtail, change or cease certain of its operations, and submit the  
Group’s facilities to additional compliance obligations, which could  
adversely affect the Group’s businesses and financial condition,  
including its operating income and cash flow.  
3
0% during the period 2021-2030. The financial risk related to the  
foreseeable purchase of CO  
emission allowances on the market is  
expected to rise due to the effects of the ongoing reform of the  
EU-ETS. At year-end 2017, the price of CO emission allowances  
stood at approximately €7.5/t CO . The forecast for 2020 indicates  
that the price could rise to approximately €15/t CO  
2
2
2
(3)  
2
due to the  
Regulations designed to gradually limit fossil fuel use may, depending  
on the GHG emission limits and time horizons set, negatively and  
significantly affect the development of projects, as well as the  
economic value of certain of the Group’s assets. Internal studies  
establishment of a “market stability reserve” as from 2019. The Group  
believes that the price of CO2 emission allowances could rise to at  
least €30/t during phase 4 (2021-2030).  
3
In addition, the growing concern of all stakeholders with regard to  
climate change could potentially have an impact on certain external  
financing of the Group’s projects or influence certain investors  
involved in the oil and gas sector.  
conducted by TOTAL have shown that a long term CO  
2
price of  
(
1)  
$
40/t applied worldwide would have a negative impact of around  
% on the discounted value of the Group’s assets (upstream and  
5
(
2)  
downstream) . In addition, the average reserve life of the Group’s  
proved and probable reserves is approximately 20 years and the  
discounted value of proved and probable reserves with a reserve life  
of more than 20 years is less than 10% of the discounted value of the  
Group’s upstream assets. In response to these possible  
developments, natural gas, which is the fossil energy that emits the  
least amount of GHG, represented nearly 48% of TOTAL’s  
production in 2017, compared to approximately 35% in 2005, and  
the Group’s objective is to grow this percentage over the long term  
with the expected growth of gas markets. In addition, the Group  
ceased its coal production activities and is developing its activities in  
the realms of solar energy production and energy from biomass  
Finally, the Company and several of its affiliates have received claims  
issued by public entities in certain countries in view of financing the  
protective measures to be implemented in order to limit the  
consequences of climate change. The Group is subject to the risk of  
judicial actions in this area.  
The physical effects of climate change may adversely affect  
the Group’s business.  
TOTAL’s businesses operate in varied locales where the potential  
physical impacts of climate change, including changes in weather  
patterns, are highly uncertain and may adversely impact the results of  
the Group’s operations.  
(renewable energies).  
In Europe, the regulations concerning the market for CO  
2
emission  
Climate change potentially has multiple effects that could harm the  
Group’s operations. The increasing scarcity of water resources may  
negatively affect the Group’s operations in some regions of the world,  
high sea levels may harm certain coastal activities, and the  
multiplication of extreme weather events may damage offshore and  
onshore facilities. These climate risk factors are continually assessed  
in TOTAL’s management and risk management plans.  
allowances, the EU Emissions Trading System (EU-ETS), entered a  
third phase on January 1, 2013. This phase marks the end of the  
overall free allocation of emission allowances: certain emissions, such  
as those related to electricity production, no longer benefit from free  
allowances, while for others free allowances have been significantly  
reduced. Free allocations are now established based on the emission  
level of the top-performing plants (i.e., the least GHG-emitting) within  
the same sector (“top 10 benchmark”). Lower-performing plants must  
purchase, at market price, the necessary allowances to cover their  
emissions over these free allocations. The plants also need to  
indirectly bear the cost of allowances for all electricity consumed  
The Group believes that it is impossible to guarantee that the  
contingencies or liabilities related to the matters mentioned in this  
point 3.1.2 would not have a material adverse impact on its business,  
financial condition, including its operating income and cash flow,  
reputation or outlook, if such risks were to occur.  
(
(
1) As from 2021 or the current price in a given country.  
2
2) Sensitivity calculated for a crude oil price of $60/$80/b compared to a reference scenario that takes into account a CO price in the regions already covered  
by a carbon pricing system.  
(3) Company data.  
REGISTRATION DOCUMENT 2017  
77  
RISKS AND CONTROL  
3
Risk Factors  
3
.1.3 Risks related to critical IT systems security  
Disruption to or breaches of TOTAL’s critical IT services or  
information security systems could adversely affect the  
Group’s operations.  
The adoption of new technologies, such as the Internet of things (IoT)  
or the migration to the cloud, as well as the evolution of architectures  
for increasingly interconnected systems, are all areas where cyber  
security is a very important issue.  
The Group’s activities depend heavily on the reliability and security of  
its information technology (IT) systems. Integrity of IT systems could  
be compromised due to, for example, technical failure, cyber-attack  
As a result, the Group’s activities and assets could sustain serious  
damage, services to clients could be interrupted, material intellectual  
property could be divulged and, in some cases, personal injury,  
property damage, environmental harm and regulatory violations could  
occur, potentially having a material adverse effect on the Group’s  
financial condition, including its operating income and cash flow.  
(viruses, computer intrusions), power or network outages or natural  
disasters. The cyber threat is constantly evolving. Attacks are  
becoming more sophisticated with regularly renewed techniques as  
the digital transformation amplifies exposure to these cyber threats.  
3
.1.4 Risks related to the development of major projects and reserves  
The Group’s production growth and profitability depend on the  
delivery of its major development projects.  
In addition, TOTAL’s ability to discover, acquire and develop new  
reserves successfully is uncertain and can be negatively affected by a  
number of factors, including:  
Growth of production and profitability of the Group rely heavily on the  
successful execution of its major development projects that are  
increasingly complex and capital-intensive. These major projects may  
face a number of difficulties, including, in particular, those related to:  
▪
the geological nature of oil and gas fields, notably unexpected  
drilling conditions including pressure or unexpected heterogeneities  
in geological formations;  
▪
economic or political risks, including threats specific to a certain  
country or region, such as terrorism, social unrest or other conflicts  
▪
the risk of dry holes or failure to find expected commercial  
quantities of hydrocarbons;  
(
refer to point 3.1.6 of this chapter);  
▪
▪
equipment failures, fires, blow-outs or accidents;  
▪
negotiations with partners, governments, local communities,  
suppliers, customers and other third parties;  
shortages or delays in the availability or delivery of appropriate  
equipment;  
▪
▪
▪
obtaining project financing;  
▪
▪
the Group’s inability to develop or implement new technologies  
that enable access to previously inaccessible fields;  
controlling capital and operating costs;  
earning an adequate return in  
environment;  
a
low oil and/or gas price  
the Group’s inability to anticipate market changes in a timely  
manner;  
▪
▪
adhering to project schedules; and  
▪
▪
adverse weather conditions;  
the timely issuance or renewal of permits and licenses by public  
agencies.  
the inability of the Group’s partners to execute or finance projects  
in which the Group holds an interest or to meet their contractual  
obligations;  
Poor delivery of any major project that underpins production or  
production growth could adversely affect the Group’s financial  
condition, including its operating income and cash flow.  
▪
▪
the inability of service companies to deliver contracted services on  
time and on budget;  
The Group’s long-term profitability depends on cost-effective  
discovery, acquisition and development of economically viable  
new reserves; if the Group is unsuccessful, its financial  
condition, including its operating income and cash flow, could  
be materially and adversely affected.  
compliance with both anticipated and unanticipated governmental  
requirements, including U.S. and EU regulations that may give a  
competitive advantage to companies not subject to such  
regulations;  
▪
▪
economic or political risks, including threats specific to a certain  
country or region, such as terrorism, social unrest or other conflicts  
A large portion of the Group’s revenues and operating results are  
derived from the sale of oil and gas that the Group extracts from  
underground reserves developed as part of its Exploration  
(refer to point 3.1.6 of this chapter);  
&
competition from oil and gas companies for the acquisition and  
development of assets and licenses (refer to point 3.1.7 of this  
chapter);  
Production activities. The development of oil and gas fields, the  
construction of facilities and the drilling of production or injection wells  
is capital intensive and requires advanced technology. Due to  
constantly changing market conditions and environmental challenges,  
cost projections can be uncertain. For Exploration & Production  
activities to continue to be profitable, the Group needs to replace its  
reserves with new proved reserves (i.e., reserves that can be  
developed and produced in an economically viable manner).  
▪
▪
increased taxes and royalties, including retroactive claims and  
changes in regulations and tax reassessments; and  
disputes related to property titles.  
These factors could lead to cost overruns and/or could impair the  
Group’s ability to complete development project or make  
a
production economical. Some of these factors may also affect the  
Group’s projects and facilities further down the oil and gas chain.  
7
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RISKS AND CONTROL  
Risk Factors  
If TOTAL fails to develop new reserves cost-effectively and in  
sufficient quantities, the Group’s financial condition, including its  
operating income and cash flow, could be materially affected.  
available geological, technical and economic data. Consequently,  
estimates of reserves are not exact measurements and are subject to  
revision.  
The Group’s oil and gas reserves data are estimates only and  
subsequent downward adjustments are possible. If actual  
production from such reserves proves to be lower than current  
estimates indicate, the Group’s financial condition, including  
its operating income and cash flow, could be negatively  
impacted.  
A variety of factors that are beyond the Group’s control could cause  
such estimates to be adjusted downward in the future, or cause the  
Group’s actual production to be lower than its currently reported  
proved reserves indicate. Such factors include:  
▪
a prolonged period of low prices of oil or gas, making reserves no  
longer economically viable to exploit and therefore not classifiable  
as proved;  
The Group’s proved reserves figures are estimates prepared in  
accordance with SEC rules. Proved reserves are those reserves  
which, by analysis of geoscience and engineering data, can be  
estimated with reasonable certainty to be economically recoverable –  
from a given date forward, from known reservoirs and under existing  
economic conditions, operating methods and government regulations  
▪
an increase in the price of oil or gas, which may reduce the  
reserves to which the Group is entitled under production sharing  
and risked service contracts and other contractual terms;  
3
▪
▪
changes in tax rules and other regulations that make reserves no  
longer economically viable to exploit; and  
–
prior to the time at which contracts providing the right to operate  
expire, unless evidence indicates that renewal is reasonably certain,  
regardless of whether deterministic or probabilistic methods are used  
for the estimation. Reserves are estimated by teams of qualified,  
experienced and trained geoscientists and petroleum, gas and  
project engineers, who rigorously review and analyze in detail all  
available geoscience and engineering data (e.g., seismic data,  
electrical logs, cores, fluids, pressures, flow rates, facilities  
parameters). This process involves making subjective judgments,  
including with respect to the estimate of hydrocarbons initially in  
place, initial production rates and recovery efficiency, based on  
the actual production performance of the Group’s deposits.  
The Group’s reserves estimates may therefore require substantial  
downward revisions should its subjective judgments prove not to  
have been conservative enough based on the available geoscience  
and engineering data, or the Group’s assumptions regarding factors  
or variables that are beyond its control prove to be incorrect over  
time. Any downward adjustment could indicate lower future  
production amounts, which could adversely affect the Group’s  
financial condition, including its operating income and cash flow.  
3
.1.5 Risks related to equity affiliates and management  
of assets operated by third parties  
Many of the Group’s projects are conducted by equity  
affiliates or are operated by third parties. For these projects,  
the Group’s degree of control, as well as its ability to identify  
and manage risks, may be reduced.  
financial capacity to fully indemnify the Group or third parties in the  
event of an incident.  
With respect to joint ventures, contractual terms generally provide  
that the operator, whether an entity of the Group or a third party,  
assumes full liability for damages caused by its gross negligence or  
willful misconduct.  
A significant number of the Group’s projects are conducted by equity  
(
1)  
affiliates or operated by third parties. In cases where the Group’s  
company is not the operator, such company may have limited  
influence over, and control of, the behavior, performance and costs of  
the partnership, its ability to manage risks may be limited and it may,  
nevertheless, be prosecuted by regulators or claimants in the event of  
an incident.  
In the absence of the operator’s gross negligence or willful  
misconduct, other liabilities are generally borne by the joint venture  
and the cost thereof is assumed by the partners of the joint venture in  
proportion to their respective ownership interests.  
With respect to third-party providers of goods and services, the  
amount and nature of the liability assumed by the third party depends  
on the context and may be limited by contract. Contracts may also  
contain obligations to indemnify TOTAL or for TOTAL to indemnify  
partners or third parties.  
Additionally, the partners of the Group may not be able to meet their  
financial or other obligations to the projects, which may threaten the  
viability of a given project. These partners may also not have the  
(1) For additional information, refer to Note 8 to the Consolidated Financial Statements (point 8.7 of chapter 8).  
REGISTRATION DOCUMENT 2017  
79  
 
RISKS AND CONTROL  
3
Risk Factors  
3
.1.6 Risks related to political or economic factors  
TOTAL has significant production and reserves located in  
politically, economically and socially unstable areas, where the  
likelihood of material disruption of the Group’s operations is  
relatively high.  
that are historically characterized by political, social and economic  
instability.  
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 and/or cause certain investors to reduce their  
holdings of TOTAL’s securities.  
A significant portion of TOTAL’s oil and gas production and reserves  
is located in countries that are not part of the Organisation for  
Economic Co-operation and Development (OECD). In recent years, a  
number of these countries have experienced varying degrees of one  
or more of the following: economic or political instability, civil war,  
violent conflict, social unrest, actions of terrorist groups and the  
application of international economic sanctions. Any of these  
conditions alone or in combination could disrupt the Group’s  
operations in any of these regions, causing substantial declines in  
production or revisions to reserves estimates.  
TOTAL, like other major international energy 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 political and economic risks. However, there  
can be no assurance that such events will not have a material  
adverse impact on the Group.  
Intervention by host country authorities can adversely affect  
the Group’s activities and its operating results.  
In Africa (excluding North Africa), which represented 25% of the  
Group’s 2017 combined liquids and gas production, certain of the  
countries in which the Group has production have recently suffered  
from some of these conditions, including Nigeria, which is one of the  
main contributing countries to the Group’s production of  
hydrocarbons (refer to point 2.1.9 of chapter 2).  
TOTAL has significant exploration and production activities, and in  
some cases refining, marketing or chemicals operations, in countries  
whose governmental and regulatory framework is subject to  
unexpected change and where the enforcement of contractual rights  
is uncertain. 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 risks of renegotiation that, in certain cases, can reduce or  
challenge the protections offered by the initial legal framework and/or  
the economic benefit to TOTAL.  
The Middle East and North Africa zone, which represented 22% of  
the Group’s 2017 combined liquids and gas production, has in recent  
years suffered increased political volatility in connection with violent  
conflict and social unrest, including Syria, where European Union (EU)  
and U.S. economic sanctions have prohibited TOTAL from producing  
oil and gas since 2011, or Libya. In Yemen, the deterioration of  
security conditions in the vicinity of Balhaf caused the company  
Yemen LNG, in which the Group holds a stake of 39.62%, to stop its  
commercial production and export of LNG and to declare force  
majeure to its various stakeholders in 2015. The plant has been put in  
preservation mode. In Iran, following the suspension on January 16,  
In addition, the Group’s exploration and production activities in such  
countries are often undertaken in conjunction with state-owned  
entities, for example as part of a joint venture in which the state has a  
significant degree of control. In recent years, in various regions  
globally, TOTAL has observed governments and state-owned  
enterprises impose more stringent conditions on companies pursuing  
exploration and production activities in their respective countries,  
increasing the costs and uncertainties of the Group’s business  
operations. TOTAL expects this trend to continue.  
2
016 of UN economic sanctions, most U.S. secondary sanctions and  
most EU economic sanctions, the Group has engaged in certain  
activities. However, sanctions could be reinstated unilaterally in the  
event of  
a dispute over Iran’s compliance with its nuclear  
commitments or in certain other cases.  
In South America, which represented 6% of the Group’s 2017  
combined liquids and gas production, certain of the countries in  
which TOTAL has production have recently suffered from some of the  
above-mentioned conditions, including Brazil and Venezuela.  
Potential increasing intervention by governments in such countries  
can take a wide variety of forms, including:  
▪
▪
▪
▪
▪
▪
the award or denial of exploration and production interests;  
the imposition of specific drilling obligations;  
Since July 2014, international economic sanctions have been  
adopted against certain Russian persons and entities, including  
various entities operating in the financial, energy and defense sectors.  
As of December 31, 2017, TOTAL held 21% of its proved reserves in  
Russia, where from the Group had 12% of its combined oil and gas  
production in 2017.  
price and/or production quota controls and export limits;  
nationalization or expropriation of assets;  
unilateral cancellation or modification of license or contract rights;  
increases in taxes and royalties, including retroactive claims and  
changes in regulations and tax reassessments;  
For additional information concerning international economic  
sanctions applicable notably to Cuba, Iran, Russia, Syria and  
Venezuela, refer to point 3.1.9.1 of this chapter.  
▪
▪
▪
▪
the renegotiation of contracts;  
the imposition of increased local content requirements;  
payment delays; and  
Furthermore, in addition to current production, TOTAL is also  
exploring for and developing, or is participating in the exploration  
and/or development of, new reserves in other regions of the world  
currency exchange restrictions or currency devaluation.  
8
0
REGISTRATION DOCUMENT 2017  
 
RISKS AND CONTROL  
Risk Factors  
If a host government were to intervene in one of these forms in a  
country where TOTAL has substantial operations, including  
exploration, the Group could incur material costs or the Group’s  
production or asset value could decrease, which could potentially  
have a material adverse effect on its financial condition, including its  
operating income and cash flow.  
For example, the Nigerian government has been contemplating new  
legislation to govern the petroleum industry which, if passed into law,  
could have an impact on the existing and future activities of the  
Group in that country through increased taxes and/or operating costs  
and could adversely affect financial returns from projects in that  
country.  
3
.1.7 Risks related to competition and lack of innovation  
The Group operates in a highly competitive environment. Its  
competitiveness could be adversely impacted if the Group’s  
level of innovation lagged behind its competitors.  
could be affected if this discrepancy persists and if it should prove  
difficult to invoke price revision clauses.  
3
The Group’s activities are carried out in a constantly changing  
environment with new products and technologies continuously  
emerging. The Group may not be able to anticipate these changes,  
identify and integrate technological developments in order to maintain  
TOTAL’s main competitors are comprised of national and  
international oil companies. The evolution of the energy sector has  
opened the door to new competitors and increased market price  
volatility.  
its competitiveness, maintain  
a high level of performance and  
operational excellence, and best meet the needs and demands of its  
customers. The Group’s innovation policy requires significant  
investment, notably in R&D, of which the expected impact cannot be  
guaranteed.  
TOTAL is subject to competition 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. In the gas sector, major producers increasingly compete in  
the downstream value chain with established distribution companies.  
Increased competitive pressure could have a significant negative  
effect on the prices, margins and market shares of the Group’s  
companies.  
In the field of R&D, the multiplication of research partnerships, in  
particular in related technical fields, may make it difficult for the Group  
to track technical information exchanged with research partners and  
monitor related contractual restrictions (e.g., confidentiality, limited  
use). New and increasingly complex digital technologies as well as  
the multiplication of partnerships are all likely to increase  
contamination risks, which could, as a result, limit TOTAL’s ability to  
exploit innovations.  
The pursuit of unconventional gas development, particularly in the  
United States, has contributed to falling hydrocarbon market prices  
and a marked difference between spot and long-term contract prices.  
The competitiveness of long-term contracts indexed to oil prices  
3
.1.8 Ethical misconduct and non-compliance risks  
Ethical misconduct or breaches of applicable laws by  
employees of the Group could expose TOTAL to criminal and  
civil penalties and be damaging to TOTAL’s reputation and  
shareholder value.  
penalties and could be damaging to TOTAL’s reputation and  
shareholder value.  
Further measures could, depending on applicable legislation (notably,  
the U.S. Foreign Corrupt Practices Act, the UK Bribery Act or the  
French law n° 2016-1691 dated December 9, 2016 relating to  
transparency, the fight against corruption and modernization of the  
economy), be imposed by competent authorities, such as the review  
and reinforcement of the compliance program under the supervision  
of an independent third party. Generally, entities of the Group could  
potentially be subject to administrative, judicial or arbitration  
proceedings that could have a material adverse impact on the  
Group’s financial condition and reputation (refer to point 3.2 of this  
chapter).  
The Group’s Code of Conduct, which applies to all of its employees,  
defines TOTAL’s commitment to business integrity and compliance  
with applicable legal requirements and high ethical standards. This  
commitment is supported by a “zero tolerance” principle. Ethical  
misconduct (notably with respect to human rights) or non-compliance  
with applicable laws and regulations (including corruption, fraud and  
competition laws) by TOTAL or any third party acting on its behalf  
could expose TOTAL and/or its employees to criminal and civil  
3
.1.9 Countries targeted by economic sanctions  
TOTAL has activities in certain countries targeted by economic  
sanctions. If the Group’s activities are not conducted in  
accordance with applicable laws and regulations, TOTAL could  
be sanctioned.  
activities or presence in certain targeted countries are outlined below  
in points 3.1.9.1 and 3.1.9.2, respectively.  
3
.1.9.1 U.S. and European legal restrictions  
TOTAL closely monitors applicable international economic sanctions  
regimes, changes to such regimes and possible impacts on the  
Group’s activities. TOTAL, ensuring compliance with applicable  
sanctions, does not believe that its activities in targeted countries are  
in violation of applicable economic sanctions regimes administered by  
the United States and the European Union (“EU”). However,  
the Group cannot assure that current or future regulations or  
Various members of the international community have targeted  
certain countries, including Cuba, Iran, Syria and Venezuela, as well  
as certain economic sectors in Russia, with economic sanctions and  
other restrictive measures. U.S. and European restrictions relevant to  
the Group and certain disclosure concerning the Group’s limited  
REGISTRATION DOCUMENT 2017  
81  
 
RISKS AND CONTROL  
3
Risk Factors  
developments related to economic sanctions will not have a negative  
impact on its business, financial condition or reputation. A violation by  
the Group of applicable laws or regulations could result in criminal,  
civil and/or material financial penalties.  
insurance companies. These measures are generally still in effect  
despite the JCPOA sanctions relief. If TOTAL’s activities in Iran were  
determined to fall within the scope of these prohibitions, and in the  
absence of any available exemptions, certain U.S. institutions holding  
interests in TOTAL may be required to sell their interests.  
Restrictions against Cuba  
Concerning certain activities of the Group in Iran, notably the project  
to develop phase 11 of the South Pars gas field for the National  
Iranian Oil Company (“NIOC”) according to the risked service  
contract (IPC) signed in July 2017, refer to point 3.1.9.2, below.  
U.S. sanctions against Cuba prohibit any person subject to the  
(5)  
(1)  
jurisdiction of the United States from taking part in a transaction in  
connection with Cuba. These sanctions prohibit, on the one hand,  
the use of the U.S. dollar for almost all transactions related to Cuba,  
and, on the other hand, to export all goods subject to Export  
Restrictions against Russia  
(2)  
Administration Regulations to Cuba with exceptions (for example,  
certain medical equipment), and all Cuban good to the United States.  
Cuba is not subject to European sanctions. TOTAL intends to  
continue the development of its activities in Cuba.  
Since July 2014, international economic sanctions have been  
adopted against certain Russian persons and entities, including  
various entities operating in the financial, energy and defense sectors.  
The economic sanctions adopted by the EU since 2014 do not  
materially affect TOTAL’s activities in Russia. TOTAL has been  
formally authorized by the French government, which is the  
competent authority for granting authorization under the EU sanctions  
regime, to continue all its activities in Russia (on the Kharyaga and  
Termokarstovoye fields and the Yamal LNG project).  
Restrictions against Iran  
On July 14, 2015, the EU, China, France, Russia, the United  
Kingdom, the United States and Germany reached an agreement  
with Iran, known as the Joint Comprehensive Plan of Action (the  
“
JCPOA”), regarding limits on Iran’s nuclear activities and relief under  
The United States has adopted economic sanctions targeting notably  
certain U.S., EU and UN economic sanctions regarding Iran. On  
January 16, 2016, the International Atomic Energy Agency (“IAEA”)  
confirmed that Iran had met its initial nuclear compliance  
commitments under the JCPOA. Therefore, as from that date, UN  
economic sanctions, most U.S. secondary sanctions (i.e., those  
(6)  
PAO Novatek (“Novatek”), as well as entities in which Novatek  
individually or with other similarly targeted persons or entities  
collectively) owns an interest of at least 50%, including OAO Yamal  
(
(7)  
(8)  
LNG (“Yamal LNG”) and Terneftegas . These sanctions notably  
prohibit U.S. persons from transacting in, providing financing for or  
otherwise dealing in debt issued by these entities after July 16, 2014  
of greater than 90 days maturity (duration reduced to 60 days as from  
the end of November 2017). Consequently, the use of the U.S. dollar  
for such financing, including for Yamal LNG, is effectively prohibited.  
The Yamal LNG project’s financing was finalized in successive steps  
in 2016 in compliance with applicable regulations.  
(3)  
covering non-U.S. persons ) and most EU economic sanctions were  
(
4)  
suspended . Sanctions could, however, be reinstated unilaterally by  
any participant in the event of a dispute over Iran’s compliance with  
its nuclear commitments or in certain other cases. TOTAL is closely  
monitoring developments in this regard.  
With respect to the Group’s activities conducted under the sanctions  
framework that was in place prior to the entry into force of the  
JCPOA, the U.S. Department of State made a determination on  
September 30, 2010 that certain historical activities would not be  
deemed sanctionable and that, so long as TOTAL acts in accordance  
with its commitments related to this determination, it will not be  
regarded as a company of concern for its past Iran-related activities.  
Since 2011, TOTAL has had no production in Iran.  
TOTAL’s activities in Russia are not materially affected by restrictive  
measures adopted by the United States in August 2015 imposing  
export controls and restrictions relating to the export of certain  
goods, services, and technologies destined for projects located in  
Russia in the field of oil exploration. They are also not materially  
affected by restrictive measures adopted by the United States in  
August 2017 relating to Russian exportation pipelines transactions.  
Certain U.S. states have adopted legislation with respect to Iran  
requiring, in certain conditions, state pension funds to divest  
securities in any company with active business operations in Iran and  
state contracts not to be awarded to such companies. State  
regulators have adopted similar initiatives relating to investments by  
As of December 31, 2017, TOTAL held 21% of its proved reserves in  
Russia, where from the Group had 12% of its combined oil and gas  
production in 2017.  
(
(
(
1) Cuban Assets Control Regulations (CACR), 31 CFR Part. 515.  
2) Export Administration Regulations (EAR) § 734.3.  
3) For purposes of this chapter, “U.S. person” means any U.S. citizen and permanent resident alien wherever he/she is in the world, entity organized under the  
laws of the United States or any jurisdiction within the United States, including foreign branches, or any person or entity located in the United States.  
(
(
(
(
4) Certain limited U.S. and EU human rights-related and terrorism-related sanctions remain in force.  
5) NIOC was removed on January 16, 2016 from the U.S. and EU sanctions designation lists.  
6) A Russian company listed on the Moscow and London stock exchanges and in which the Group held an interest of 18.9% as of December 31, 2017.  
7) A company jointly owned by PAO Novatek (50.1%), Total E&P Yamal (20%), CNODC (20%), a subsidiary of China National Petroleum Corporation (“CNPC”)  
and Silk Road Fund (9.9%).  
(8) A company jointly owned by PAO Novatek (51%) and Total Termokarstovoye BV (49%).  
8
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REGISTRATION DOCUMENT 2017  
RISKS AND CONTROL  
Risk Factors  
Restrictions against Syria  
Iran-related activities, including those targeted under the Iran  
Sanctions Act of 1996, as amended (“ISA”), without regard to  
whether such activities are sanctionable under ISA, and any  
transaction or dealing with the government of Iran that is not  
The EU adopted measures in 2011 regarding trade with and  
investment in Syria that are applicable to European persons and to  
entities constituted under the laws of an EU Member State, including,  
notably, a prohibition on the purchase, import or transportation from  
Syria of crude oil and petroleum products. The United States also has  
adopted comprehensive measures that broadly prohibit trade and  
investment in Syria. Since 2011, the Group has ceased activities that  
contribute to oil and gas production in Syria and has not purchased  
hydrocarbons from Syria.  
conducted pursuant to  
a specific authorization of the U.S.  
government. While neither TOTAL S.A. nor any of its affiliates have  
engaged in any activity that would be required to be disclosed  
pursuant to subparagraphs (B) or (C) of Section 13(r) (1), affiliates of  
the Company may be deemed to have engaged in certain  
transactions or dealings with the government of Iran that would  
require disclosure pursuant to Section 13(r) (1) (A) and (D), as  
discussed below.  
Restrictions against Venezuela  
Statements in this section concerning affiliates intending or expecting  
to continue described activities are subject to such activities  
continuing to be permissible under applicable international economic  
sanctions regimes.  
3
In August 2017, the United States adopted economic sanctions  
relating to Venezuela and certain state-owned entities, including  
Petroleos de Venezuela, S.A. (“PdVSA”) as well as entities in which  
PdVSA (individually or with other similarly targeted persons or entities  
collectively) owns an interest of at least 50%, including Petrocedeño  
S.A., a company in which the Group held an interest of 30.32% as of  
December 31, 2017. These sanctions prohibit U.S. persons from  
transacting in, providing financing for or otherwise dealing in debt  
issued by these entities on or after August 25, 2017 of greater than  
Exploration & Production  
Following the suspension of certain international economic sanctions  
against Iran on January 16, 2016 (as described in point 3.1.9.1 of this  
chapter), the Group commenced various business development  
activities in Iran. TOTAL entered into  
a
memorandum of  
90 days maturity. Consequently, the use of the U.S. dollar for such  
understanding (“MOU”) on January 28, 2016 with NIOC, pursuant to  
which NIOC provided technical data on certain oil and gas projects  
so that TOTAL could assess potential developments in Iran in  
compliance with the remaining applicable international economic  
sanctions. TOTAL subsequently proposed to develop and operate  
the South Pars Phase 11 gas field offshore Iran in the Persian Gulf  
along the international border with Qatar. This resulted in the  
financing, including for Petrocedeño S.A., is effectively prohibited.  
Since November 13, 2017, Venezuela has also been subject to  
European sanctions, which mainly provide for the freezing of assets  
of certain individuals and entities considered responsible for human  
rights violates, repressive acts against civil society or attacks on  
Venezuelan democracy and rule of law, as well as persons and  
entities associated with them. These sanctions prohibit the Group  
from entering into a commercial relationship with the persons and  
entities concerned.  
negotiation of  
a
Heads of Agreement (“HOA”) signed in  
November 2016 by NIOC, Total E&P South Pars S.A.S. (“TEPSP”) (a  
wholly-owned affiliate), CNPC International Ltd. (“CNPCI”) (a  
wholly-owned affiliate of China National Petroleum Company) and  
Petropars Ltd. (“Petropars”) (a wholly-owned affiliate of NIOC)  
concerning the development and operation of the field. These parties  
then negotiated and signed a 20-year risked service contract on  
July 3, 2017 (the “Risked Service Contract”) for the development and  
production of phase 11 of the giant South Pars gas field (“SP11”).  
The project is expected to have a production capacity of 2 Bcf/d or  
As of this date, the activities of TOTAL in Venezuela are not  
significantly impacted by these measures.  
3
.1.9.2 Information concerning certain  
limited activities in Iran and Syria  
Information concerning TOTAL’s activities related to Iran that took  
place in 2017 provided in this section is disclosed according to  
Section 13(r) of the Securities Exchange Act of 1934, as amended  
4
00,000 boe/d including condensate, and to supply the Iranian  
domestic market starting in 2021. TEPSP (50.1%) is the operator of  
the SP11 project alongside CNPCI (30%) and Petropars (19.9%).  
(
“U.S. Exchange Act”). In addition, information for 2017 is provided  
These companies entered into  
a joint operating agreement in  
concerning the payments made by Group affiliates to, or additional  
cash flow that operations of Group affiliates generate for, the  
government of any country identified by the United States as a state  
July 2017 concerning, among other things, the governance of their  
obligations under the Risked Service Contract and the designation of  
TEPSP as the project’s operator. A branch office of TEPSP was  
opened in 2017 in Tehran for this purpose.  
(1)  
sponsor of terrorism (currently, Iran, North Korea, Syria and Sudan)  
or any entity controlled by those governments. TOTAL believes that  
these activities are not sanctionable and has not been informed that it  
is at risk of possible imposition of sanctions for activities previously  
disclosed. For more information on certain U.S. and EU restrictions  
relevant to TOTAL in these jurisdictions, refer to point 3.1.9.1 of this  
chapter.  
The SP11 project is expected to be developed in two phases. The  
first phase, with an estimated cost of approximately $2 billion  
equivalent, consists of 30 wells and 2 wellhead platforms connected  
to existing onshore treatment facilities by 2 subsea pipelines. Since  
the November 2016 HOA signature, TOTAL has conducted  
engineering studies on behalf of the consortium and it initiated calls  
for tender during the third quarter of 2017 in order to award the  
contracts required to start developing the project in early 2018. At a  
later stage, once required by reservoir conditions, a second phase is  
expected to be launched involving the construction of offshore  
compression facilities.  
Iran  
The Iran Threat Reduction and Syria Human Rights Act of 2012  
(“ITRA”) added Section 13(r) to the U.S. Exchange Act, which  
requires TOTAL S.A. to disclose whether the Company or any of its  
affiliates has knowingly engaged during the calendar year in certain  
(
1) TOTAL is not present in North Korea. In Sudan, other than the payment of fees related to patents, the Group is not aware of any of its activities in 2017  
having resulted in payments to, or additional cash flow for, the government of that country.  
REGISTRATION DOCUMENT 2017  
83  
RISKS AND CONTROL  
3
Risk Factors  
The total required investment for the SP11 project is expected to be  
approximately $4 billion equivalent, of which TEPSP would finance  
TOTAL expects similar types of payments to be made by these  
affiliates in 2018 albeit in higher amounts due to increased business  
development activity in Iran.  
5
0.1% via equity contributions and payments in non-U.S. currency. In  
the event of new or reinstated international economic sanctions, if  
such sanctions were to prevent TEPSP from performing under the  
Risked Service Contract, TEPSP expects to be able to withdraw from  
the Contract and recover its past costs from NIOC (unless such  
recovery is prevented by sanctions).  
Furthermore, Total E&P UK Limited (“TEP UK”), a wholly-owned  
affiliate, holds a 43.25% interest in a joint venture at the Bruce field in  
the UK with BP Exploration Operating Company Limited (37%,  
operator), BHP Billiton Petroleum Great Britain Ltd (16%) and  
Marubeni Oil & Gas (North Sea) Limited (3.75%). This joint venture is  
party to an agreement (the “Bruce Rhum Agreement”) governing  
certain transportation, processing and operation services provided to  
a joint venture at the Rhum field in the UK that is co-owned by BP  
(50% operator) and the Iranian Oil Company UK Ltd (“IOC”), a  
subsidiary of NIOC (50%). In 2017, TEP UK liaised directly with IOC  
concerning its interest in the Bruce Rhum Agreement and it provided  
services to IOC under the Bruce Rhum Agreement. TEP UK is also  
party to an agreement with BP whereby TEP UK shall under certain  
conditions use reasonable endeavors to evacuate Rhum NGL from  
the St Fergus Terminal. TEP UK conducts activities pursuant to this  
agreement only when the Rhum Owners’ primary evacuation route for  
Rhum NGL is not available, and subject to BP having title to all of the  
Rhum NGL to be evacuated and BP having a valid OFAC license for  
the activity. In 2017, the aforementioned activities generated for TEP  
UK gross revenue of approximately £3.9 million and net profit of  
approximately £2.3 million. TEP UK expects to continue these  
activities in 2018.  
Also in 2017, the MOU entered into between TOTAL and NIOC in  
January 2016 to assess potential developments in Iran (including  
South Azadegan) was amended to extend the MOU’s duration and  
include North Azadegan. NIOC provided TOTAL in 2017 with  
technical data on the Azadegan oil field so that it could assess  
potential development of this field. Representatives of TOTAL held  
technical meetings in 2017 with representatives of NIOC and its  
affiliated companies and carried out  
a technical review of the  
Azadegan (South & North) oil field as well as the Iran LNG Project (a  
project contemplating a 10 Mt/y LNG production facility at Tombak  
Port on Iran’s Persian Gulf coast), the results of which were partially  
disclosed to NIOC and relevant affiliated companies. In addition,  
TOTAL signed an MOU in 2017 with an international company to  
evaluate the Azadegan oil field opportunity with NIOC.  
During 2017, in connection with anticipated activities under the  
aforementioned Risked Service Contract and MOUs, and to discuss  
other new project opportunities, representatives of TOTAL attended  
meetings with the Iranian oil and gas ministry and several Iranian  
companies with ties to the government of Iran. After the signing  
ceremony of the Risked Service Contract, senior management of  
TOTAL attended a meeting with the President of Iran. In connection  
with travel to Iran in 2017 by employees of the Group, TOTAL made  
payments to Iranian authorities for visas, airport services, exit fees  
and similar travel-related charges. In addition, representatives of  
TOTAL had a meeting in France with the Iranian ambassador and  
hosted official visits in France of representatives from the Iran Ministry  
of Petroleum, NIOC and affiliates of NIOC for demonstrations of  
TOTAL’s technical capabilities and expertise.  
Other segments  
The Group does not own or operate any refineries or chemical plants  
in Iran and did not purchase Iranian hydrocarbons prior to 2016 when  
prohibited by applicable EU and U.S. economic sanctions (refer to  
point 3.1.9.1 of this chapter).  
The Group continued its trading activities with Iran in 2017 via its  
wholly-owned affiliate TOTSA TOTAL OIL TRADING SA, which  
purchased approximately 58 Mb of Iranian crude oil for nearly  
€
2.6ꢀbillion pursuant to a mix of spot and term contracts. In  
connection with these purchases, CSSA Chartering and Shipping  
Services SA, a wholly-owned affiliate, chartered vessels owned by an  
entity with ties to the government of Iran to transport this crude oil. It  
is not possible to estimate the gross revenue and net profit related to  
these purchases, because most of this crude oil was used to supply  
the Group’s refineries. However, approximately 6.6 Mb of this crude  
oil were sold to entities outside of the Group. In addition, in 2017  
approximately 14 Mb of petroleum products were bought from/sold  
to entities with ties to the government of Iran. These activities  
generated gross revenue of nearly €1.1 billion and a net loss of  
approximately €5.7 million. The affiliates expect to continue these  
activities in 2018.  
Following the signature of a confidentiality agreement in late 2016  
among the Oman Ministry of Oil and Gas, NIGEC (a subsidiary of  
NIOC) and a group of international companies, including TOTAL,  
representatives of the Group attended meetings in 2017 with the  
parties to the agreement, including NIGEC, to discuss a potential  
project for the construction, operation and maintenance of a pipeline  
to supply natural gas from Iran to Oman as well as to market such  
gas.  
Neither revenues nor profits were recognized from any of the  
aforementioned activities in 2017, except that TEPSP received  
payments of approximately $15 million equivalent from its partners  
under the Risked Service Contract, including NIOC, for the  
reimbursement of their respective shares of past costs incurred by  
TEPSP under the HOA and their respective shares of the costs and  
expenditures incurred in 2017 under the Risked Service Contract.  
Saft Groupe S.A. (“Saft”), a wholly-owned affiliate, in 2017 sold  
signaling and backup battery systems for metros and railways as well  
as products for the utilities and oil and gas sectors to companies in  
Iran, including some having direct or indirect ties with the Iranian  
government. In 2017, this activity generated gross revenue of  
approximately €3.2 million and net profit of approximately  
Concerning payments to Iranian entities in 2017, Total Iran BV (100%)  
and TEPSP (on behalf of SP11 Project JV Partners) collectively made  
€
0.4 million. Saft expects to continue this activity in 2018.  
(1)  
payments of approximately IRR 7 billion (approximately $210,000 ) to  
i) the Iranian administration for taxes and social security contributions  
Saft also attended the Iran Oil Show in 2017, where it discussed  
business opportunities with Iranian customers, including those with  
direct or indirect ties with the Iranian government. Saft expects to  
conduct similar business development activities in 2018.  
(
concerning the personnel of the aforementioned branch office and  
residual buyback contract-related obligations, and (ii) Iranian public  
entities for payments with respect to the maintenance of the  
aforementioned branch office (e.g., utilities, telecommunications).  
(
1) Unless otherwise indicated, currencies converted to USD in this point 3.1.9.2 were converted using the average exchange rate for fiscal year 2017, as  
published by Bloomberg.  
8
4
REGISTRATION DOCUMENT 2017  
RISKS AND CONTROL  
Risk Factors  
Total Eren, a company in which Total Eren Holding holds an interest  
of 68.76% (TOTAL S.A. owns 33.86% of Total Eren Holding), had  
preliminary discussions in 2017 for possible investments in renewable  
energy projects in Iran, including meetings with ministries of the  
Iranian government. Neither revenues nor profits were recognized  
from this activity in 2017, and the company expects to continue this  
activity in 2018.  
six employees (“TMS”), and TRC paid in 2017 fees totaling  
approximately €4,000 to Iranian authorities related to various  
patents . Similar payments are expected to be made in 2018.  
(1)  
The Company paid fees in 2017 of approximately €2,000 to Iranian  
authorities related to the maintenance and protection of trademarks  
and designs. Similar payments are expected to be made in 2018.  
Until December 2012, at which time it sold its entire interest, the  
Group held a 50% interest in the lubricants retail company Beh Total  
In relation to a non-binding MOU signed in 2016 with National  
Petrochemical Company (“NPC”),  
a company owned by the  
(now named Beh Tam) along with Behran Oil (50%), a company  
government of Iran, to consider a project for the construction in Iran  
of a steam cracker and polyethylene production lines, representatives  
of Total Raffinage Chimie (“TRC”), a wholly-owned affiliate, made  
several visits to Iran in 2017 to discuss the project with  
representatives of NPC. In addition, the Iranian Ministry of Petroleum  
issued in January 2017 a resolution allocating to the potential project  
certain amounts of ethane, ethylene and polyethylene. This resolution  
was renewed by the Ministry of Petroleum in July 2017. No revenue  
or profit from these activities was recognized in 2017 and similar  
activities are expected to continue in 2018.  
controlled by entities with ties to the government of Iran. As part of  
the sale of the Group’s interest in Beh Tam, TOTAL S.A. agreed to  
license the trademark “Total” to Beh Tam for an initial 3-year period  
for the sale by Beh Tam of lubricants to domestic consumers in Iran.  
In 2014, Total E&P Iran (“TEPI”), a wholly-owned affiliate, received, on  
behalf of TOTAL S.A., royalty payments of approximately  
IRRꢀ24 billion (nearly $1 million ) from Beh Tam for such license.  
These payments were based on Beh Tam’s sales of lubricants during  
the previous calendar year. In 2015, royalty payments were  
suspended notably due to a procedure brought by the Iranian tax  
authorities against TEPI. As of the end of 2017, no royalty payments  
had been received since 2015, but the payment of outstanding  
royalties in favor of TOTAL S.A. is expected in 2018. In addition,  
representatives of Total Oil Asia-Pacific Ltd, a wholly-owned affiliate,  
made several visits to Behran Oil during 2017 regarding the potential  
purchase of 50% of the share capital of Beh Tam. As of the end of  
2017, no agreement had been reached and no money was paid or  
received by either company. Further discussions are expected to take  
place in 2018.  
3
(2)  
The company Le Joint Français,  
a wholly-owned affiliate, sold  
vehicular O-ring seals in 2017 to Iran Khodro, a company in which  
the government of Iran holds a 20% interest and which is supervised  
by Iran’s Industrial Management Organization. This activity generated  
gross revenue of approximately €700,000 and net profit of  
approximately €34,000. The company expects to continue this  
activity in 2018.  
Paulstra S.N.C., a wholly-owned affiliate, obtained in 2017 an order  
from Iran Khodro to sell vehicular anti-vibration systems over a 5-year  
period. In 2017, this activity generated gross revenue of  
approximately €270,000 and net profit of approximately €20,000.  
Paulstra S.N.C. also sold vehicular anti-vibration systems in 2017 to  
Saipa, an Iranian company in which the Industrial & Development  
Organization of Iran holds a 35.75% interest. This activity generated  
gross revenue of approximately €3,000 and net profit of  
approximately €900. The company expects to continue these  
activities in 2018.  
Total Marketing Middle East FZE, a wholly-owned affiliate, sold  
lubricants to Beh Tam in 2017. The sale in 2017 of approximately  
392 t of lubricants and special fluids generated gross revenue of  
approximately AED 8.1 million (approximately $2.2 million) and net  
profit of approximately AED 3.7 million (approximately $1 million). The  
company expects to continue this activity in 2018.  
Total Marketing France (“TMF”), a company wholly-owned by TMS,  
provided in 2017 fuel payment cards to the Iranian embassy and  
delegation to UNESCO in France for use in the Group’s service  
stations. In 2017, these activities generated gross revenue of  
approximately €17,000 and net profit of approximately €1,000. The  
company expects to continue this activity in 2018.  
Hutchinson S.N.C., a wholly-owned affiliate, sold vehicular body  
sealing and hoses in 2017 to Iran Khodro. This activity generated  
gross revenue of approximately €2.7 million and net profit of  
approximately €171,000. The company expects to continue these  
activities in 2018.  
TMF also sold jet fuel in 2017 to Iran Air as part of its airplane  
refueling activities in France. The sale of approximately one million  
liters of jet fuel generated gross revenue of approximately €450,000  
and net profit of approximately €9,500. The company expects to  
continue this activity in 2018.  
Industrielle Desmarquoy S.N.C.,  
a wholly-owned affiliate, sold  
vehicular plastic sealing in 2017 to Iran Khodro. This activity  
generated gross revenue of approximately €7,400 and net profit of  
approximately €600. The company expects to continue this activity in  
2
018.  
Total Belgium,  
a wholly-owned affiliate, provided in 2017 fuel  
Hanwha Total Petrochemicals (“HTC”), a joint venture in which Total  
Holdings UK Limited (a wholly-owned affiliate) holds a 50% interest  
and Hanwha General Chemicals holds a 50% interest, purchased  
nearly 44 Mb of condensates from NIOC for approximately  
KRWꢀ2,600 billion (approximately $2.3 billion). These condensates are  
used as raw material for certain of HTC’s steam crackers. HTC also  
chartered seven tankers of condensates with National Iranian Tanker  
payment cards to the Iranian embassy in Brussels (Belgium) for use in  
the Group’s service stations. In 2017, these activities generated  
gross revenue of approximately €1,500 and net profit of  
approximately €300. The company expects to continue this activity in  
2018.  
Proxifuel, a wholly-owned affiliate, sold in 2017 domestic heating oil  
to the Iranian embassy in Brussels. In 2017, these activities  
generated gross revenue of less than €1,000 and net profit of less  
than €100. The company expects to continue this activity in 2018.  
Company (NITC),  
a
subsidiary of NIOC, for approximately  
KRWꢀ16 billion (approximately $14.2 million). The company expects  
to continue these activities in 2018.  
Total Research & Technology Feluy, a wholly-owned affiliate, Total  
Marketing & Services, a company wholly-owned by TOTAL S.A. and  
(
1) Section 560.509 of the U.S. Iranian Transactions and Sanctions Regulations provides an authorization for certain transactions in connection with patent,  
trademark, copyright or other intellectual property protection in the United States or Iran, including payments for such services and payments to persons in  
Iran directly connected to intellectual property rights, and TOTAL believes that the activities related to the patent applications described in this point 3.1.9.2  
are consistent with that authorization.  
(2) Based on an average daily exchange rate of $1 = IRR 0.000039 during 2014, as published by Bloomberg.  
REGISTRATION DOCUMENT 2017  
85  
RISKS AND CONTROL  
3
Legal and arbitration proceedings  
Caldeo, a company wholly-owned by TMS, sold in 2017 domestic  
heating oil to the Iranian embassy in France, which generated gross  
revenue of approximately €1,100 and net profit of less than €200.  
The company expects to continue this activity in 2018.  
waiver pursuant to Section 1245 (d)(4)(d) of the National Defense  
Authorization Act (“NDAA”). TOIPL has not paid the supplier for the  
shipments due to a contract dispute. The total value of the two  
contracts was $8.85 million, and the value of the shipment delivered  
aboard the Scoter was approximately $7.1 million. TOIPL’s LPG is  
stored in limited capacity storage facilities and contain LPG received  
from multiple suppliers. Therefore, it is not possible to provide a  
precise amount of gross revenue attributable to these spot contracts.  
Total Lubrifiants, a company owned 99.99% by TMS (the remaining  
shares being held by one employee and five non-Group individual  
shareholders), received in 2017 three payments totaling €350,000  
(from NITC) in payment of unpaid invoices from 2010. The company  
may receive similar payments in 2018.  
Syria  
As a result of legal proceedings initiated in the United Kingdom by  
one of its suppliers against a TOTAL S.A. affiliate based in India, Total  
Oil Private Limited (“TOIPL”), TOTAL S.A. has recently concluded an  
investigation into the transactions, including into the facts and  
circumstances that follow. In January 2014, TOIPL received two spot  
contract shipments of LPG from a supplier based in Dubai. The  
vessel Scoter, which was owned by the National Iranian Tanker  
Company, was used to transport one of the shipments received by  
TOIPL. At the time of these transactions, India was the recipient of a  
Since early December 2011, TOTAL has ceased its activities that  
contribute to oil and gas production in Syria and maintains a local  
office solely for non-operational functions. In late 2014, the Group  
initiated a downsizing of its Damascus office and reduced its staff to a  
few employees. Taxes and contributions for public services rendered  
in 2017 in relation to the maintenance of the aforementioned office  
and its personnel are expected to be paid to Syrian government  
agencies in 2018.  
3
.2 Legal and arbitration proceedings  
There are no governmental, legal or arbitration proceedings, including  
any proceeding of which the Company is aware that are pending or  
threatened against the Company, that could have, or could have had  
during the last 12 months, a material impact on the Group’s financial  
situation or profitability.  
In connection with the same facts, and 15 years after the  
aforementioned exploration and production contract was rendered  
null and void (“caduc”), a Russian company, which was held not to  
be the contracting party to the contract, and two regions of the  
Russian Federation that were not even parties to the contract,  
launched an arbitration procedure against the aforementioned former  
subsidiary of Elf Aquitaine that was liquidated in 2005, claiming  
alleged damages of $22.4 billion. The arbitral tribunal issued its  
decision on June 19, 2017 and entirely dismissed this claim.  
Described below are the main administrative, legal and arbitration  
proceedings in which the Company and the other entities of the  
Group are involved.  
Alitalia  
The Group has lodged a criminal complaint to denounce the  
fraudulent claim of which the Group believes it is a victim and, has  
taken and reserved its rights to take all actions and measures to  
defend its interests.  
In the Marketing & Services segment, a civil proceeding was initiated  
in Italy, in 2013, against TOTAL S.A. and its subsidiary Total  
Aviazione Italia Srl before the competent Italian civil court. The plaintiff  
claims against TOTAL S.A., its subsidiary and other third parties,  
damages that it estimates to be nearly €908 million. This proceeding  
follows practices that had been condemned by the Italian competition  
authority in 2006. The parties have exchanged preliminary findings.  
The existence and the assessment of the alleged damages in this  
procedure involving multiple defendants remain contested.  
FERC  
The Office of Enforcement of the U.S. Federal Energy Regulatory  
Commission (FERC) began in 2015 an investigation in connection  
with the natural gas trading activities in the United States of Total Gas  
& Power North America, Inc. (TGPNA), a U.S. subsidiary of the  
Group. The investigation covered transactions made by TGPNA  
between June 2009 and June 2012 on the natural gas market.  
TGPNA received a Notice of Alleged Violations from FERC on  
September 21, 2015. On April 28, 2016, FERC issued an order to  
show cause to TGPNA and two of its former employees, and to  
TOTAL S.A. and Total Gas & Power Ltd., regarding the same facts.  
TGPNA contests the claims brought against it.  
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. On June 30,  
A class action was launched to seek damages from these three  
companies and was dismissed by a judgment of the U.S. District  
court of New York issued on March 15, 2017. The claimants have  
appealed this judgment.  
2
011, the Court of Appeal of Paris dismissed as inadmissible the  
Grande Paroisse  
claim of Blue Rapid and the Russian Olympic Committee against Elf  
Aquitaine, notably on the grounds of the contract having lapsed. The  
judgment of the Court of Appeal of Paris is now final and binding  
following two decisions issued on February 18, 2016 by the French  
Supreme Court to put an end to this proceeding.  
On September 21, 2001, an explosion occurred at the industrial site  
of Grande Paroisse (a former subsidiary of Atofina which became a  
subsidiary of Elf Aquitaine Fertilisants on December 31, 2004). The  
explosion caused the death of 31 people, including 21 workers at the  
8
6
REGISTRATION DOCUMENT 2017  
 
RISKS AND CONTROL  
Legal and arbitration proceedings  
site, injured many others and caused significant damage on the site  
and to property in the city of Toulouse.  
granted  
a
motion to dismiss on November 9, 2016, thereby  
terminating the procedure directed at the Company, which can no  
longer be pursued in the United States for these same facts.  
After many years, the investigating magistrate brought charges  
against Grande Paroisse and the former Plant Manager before the  
Toulouse Criminal Court. On November 19, 2009, this tribunal  
acquitted both the former Plant Manager and Grande Paroisse due to  
the lack of reliable evidence for the explosion. 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.  
With respect to the same facts, TOTAL was placed under formal  
investigation in France in 2012. In October 2014, the investigating  
magistrate decided to refer the case to trial. The hearing is expected  
to take place during the fourth quarter of 2018.  
Italy  
As part of an investigation led by the Public Prosecutor of the  
Potenza Court in 2007, Total Italia and also certain Group employees  
were the subjects of an investigation related to alleged irregularities in  
connection with the purchase of lands and the award of calls for  
tenders in relation to the preparation and development of an oil field  
located in the south of Italy.  
On September 24, 2012, the Court of Appeal of Toulouse declared  
criminally responsible and convicted Grande Paroisse and the former  
Plant Manager.  
3
On January 13, 2015, the French Supreme Court (Cour de cassation)  
fully quashed the decision of September 24, 2012. The case was  
referred back to the Court of Appeal of Paris, which, on October 31,  
Pursuant to a judgment issued on April 4, 2016, the Potenza Criminal  
Court found four employees to be guilty of corruption, with two of  
these employees also being found guilty of misappropriation in  
connection with the purchase of land. The procedure with respect to  
Total Italia was sent back to the public prosecutor due to the  
imprecision of the terms of prosecution. The four employees decided  
to challenge the judgment before the Court of Appeal.  
2
017, convicted Grande Paroisse and the former Plant Manager.  
Both have decided to appeal this decision before the French  
Supreme Court (Cour de cassation).  
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.  
remains booked in the Group’s Consolidated Financial Statements as  
of December 31, 2017.  
A €11.9 million reserve  
On February 20, 2018, the Court of Appeal of Potenza recorded the  
termination of the proceedings directed towards the four employees  
prosecuted for corruption because of the expiration of the statute of  
limitation.  
Iran  
In 2003, the Securities and Exchange Commission (SEC) followed by  
the Department of Justice (DoJ) issued a formal order directing an  
investigation against TOTAL, and other oil companies, for alleged  
violations of the Foreign Corrupt Practices Act (FCPA) and the  
Company’s accounting obligations in connection with the pursuit of  
business in Iran in the 1990s.  
Oil-for-Food Program  
Several countries have launched investigations concerning possible  
violations of the UN resolutions relating to the Iraqi Oil-for-Food  
Program implemented as from 1996.  
Pursuant to a French criminal investigation, certain current or former  
Group employees were placed under formal criminal investigation for  
possible charges as aiding and abetting the misappropriation of  
corporate assets and/or as aiding and abetting the corruption of  
foreign public agents. In 2010, TOTAL S.A. was indicted on bribery  
charges as well as aiding and abetting and concealing the influence  
peddling.  
In late May 2013, and after several years of discussions, TOTAL  
reached settlements with the U.S. authorities (a Deferred Prosecution  
Agreement with the DoJ and a Cease and Desist Order with the  
SEC). These settlements, which put an end to these investigations,  
were concluded without admission of guilt and in exchange for  
TOTAL respecting a number of obligations, including the payment of  
On July 8, 2013, TOTAL S.A. and the persons who were prosecuted  
were cleared of all charges by the Paris Criminal Court, which found  
that none of the offenses for which they had been prosecuted was  
established. The Prosecutor’s office appealed the parts of the  
Criminal Court’s decision acquitting TOTAL S.A. for corruption of  
foreign public agents. On February 26, 2016, the Court of Appeal of  
Paris overturned the Criminal Court’s decision and TOTAL S.A. was  
convicted and ordered to pay a fine of €750,000. The Company has  
decided to appeal this decision before the French Supreme Court  
a
$
fine and civil compensation for an aggregate amount of  
398.2 million. By virtue of these settlements, TOTAL also accepted  
the appointment of an independent compliance monitor to review the  
Group’s compliance program and to recommend possible  
improvements.  
In July 2016, the monitor submitted his third and final report, in which  
he certified that TOTAL had devised and implemented an appropriate  
compliance program. As a result of this certification, the U.S.  
authorities, after having reviewed the monitor’s report, concluded that  
TOTAL had fulfilled all of its obligations, thus bringing an end to  
the monitoring process. As a result, a court in the State of Virginia  
(Cour de cassation). On March 14, 2018, the French Supreme Court  
rejected the appeal.  
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3.3 Internal control and risk management procedures  
The following information was prepared with the support of several  
functional divisions of the Company, and in particular the Audit &  
Internal Control, Legal and Finance Divisions. It was examined by the  
Audit Committee, then approved by the Board of Directors.  
3
.3.1 Fundamental elements of the internal control and risk management  
systems  
The Group is structured around business segments to which the  
Group’s operational entities report. The business segments’  
management are responsible, within their area of responsibility, for  
ensuring that operations are carried out in accordance with the  
strategic objectives defined by the Board of Directors and General  
Management. The functional divisions at the Holding level help  
General Management define norms and standards, oversee their  
application and monitor activities. They also lend their expertise to the  
operational divisions.  
The Group’s internal control and risk management systems are  
therefore based on the five components of this framework: control  
environment, risk assessment, control activities, monitoring, and  
information and communication.  
The Group’s risk management system draws on the main  
international standards (COSO Enterprise Risk Management  
integrated framework, ISO 31000: 2009 – Risk management) as well  
as on French standards (Reference framework of the French Financial  
Markets Authority). The internal Risk Management, Internal Control  
and Audit Charter forms the common framework on which the Group  
relies to ensure control of its activities.  
The Group’s internal control and risk management systems are  
structured around this three-level organization  
– Holding level,  
business segments, operational entities – where each level is directly  
involved and accountable in line with the level of delegation  
determined by General Management.  
The Group’s internal control and risk management systems cover the  
processes of the fully consolidated entities.  
The principles of control fit into the framework of the rules of  
corporate governance. In particular, these rules task the Board of  
Directors’ Audit Committee with monitoring the efficiency of the  
internal control and risk management systems and of the internal  
audit performed to assess the risk management systems at all levels  
of the organization and make recommendations for their  
improvement. The Audit Committee also monitors the process of  
producing accounting and financial information, in order to guarantee  
its integrity.  
General Management constantly strives to maintain an efficient  
internal control system across the Group, based on the framework 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 objectives related  
to operations, reporting and compliance with applicable laws and  
regulations are achieved. As for any internal control system, it cannot  
provide an absolute guarantee that all risks are completely controlled  
or eliminated.  
Approximately 400 employees monitor the internal control systems  
within the Group. The assessment of the internal control and risk  
management system is mainly overseen by the Audit & Internal  
Control Division, which was composed of 70 people in 2017 and  
carried out more than 150 internal audits.  
The COSO framework is considered equivalent to the reference  
framework of the French Financial Markets Authority (Autorité des  
marchés financiers). The Group has also chosen to rely on this  
framework as part of its obligations under the Sarbanes-Oxley Act.  
3
.3.2 Control environment  
Integrity and ethics  
TOTAL’s control environment is based primarily on its Code of  
Conduct, which sets forth its priority actions in terms of safety,  
security, protection of health and the environment, integrity and  
respect for human rights. The principles of the Code of Conduct are  
set forth in a number of guides, such as the Business Integrity Guide  
and the Human Rights Guide. These documents are distributed to  
employees and are available on the intranet. They also set out the  
rules of individual behavior expected of all employees in the countries  
where the Group has a presence. Similarly, a Financial Code of Ethics  
sets forth the obligations applicable to the Chairman and Chief  
Executive Officer, the Chief Financial Officer, the Vice President of the  
Corporate Accounting Division and the financial and accounting  
officers of the principal Group activities.  
As a priority of General Management, the Group deploys an ethics  
policy and compliance programs, in particular for the prevention of  
corruption, fraud and competition law infringement. These programs  
include reporting and control actions (review and audit missions).  
Assessments of ethics are also conducted (refer to point 5.3.5.2 of  
chapter 5). In these areas, the Group also relies on the Compliance  
network and the Ethics Committee, the role of which is to listen and  
provide assistance.  
Structures, authorities and responsibilities  
General Management ensures that the organizational structure and  
reporting lines plan, execute, control and periodically assess the  
Group’s activities. It regularly reviews the relevance of the organizational  
structures so as to be able to adapt them quickly to changes in the  
activities and in the environment in which they are carried out.  
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The Group has also defined central responsibilities that cover the  
three lines of internal control: (1) operational management, which is  
responsible for implementing internal control, (2) support functions  
components of this internal control and risk management system  
within their area of responsibility. A representation letter process  
deployed at the various levels of the organization reinforces the  
effectiveness of the internal control system, particularly over financial  
reporting.  
(such as Finance, Legal, Human Resources, etc.), which prescribe  
the internal control systems, verify their implementation and  
effectiveness and assist operational employees, and (3) internal  
auditors who, through their internal control reports, provide  
recommendations to improve the effectiveness of the system.  
The Corporate Audit & Internal Control Division pursues a continual  
process aimed at strengthening the assessment of the role and  
involvement of all employees in terms of internal control. Training  
initiatives tailored to the various stakeholders involved in the internal  
control process are regularly launched within the Group.  
In addition, an accountability system is defined and formalized at all  
levels of the organization, through organization notes, organization  
charts, appointment notes, job descriptions and delegations of  
powers. Each business segment has established, in accordance with  
the Group’s instructions, clear rules applicable to its own scope.  
Control activities and assessment  
3
Any activity, process or management system may be the subject of  
an internal audit conducted by Group Audit, in accordance with the  
international internal audit framework of internal audits and its Code  
of Conduct. The Group’s Audit & Internal Control Division also  
conducts joint audits with third-party auditors and provides  
assistance (advice, analysis, input regarding methodology). The audit  
plan, which is based on an analysis of the risks and risk management  
systems, is submitted annually to the Executive Committee and the  
Audit Committee.  
Policies and procedures  
TOTAL has a framework of Group standards that are completed by a  
series of practical recommendations and feedback. Like the Group’s  
organization, this framework has a three-level structure: a Group  
level, with the REFLEX Group framework and the technical framework  
set out by the Group Technology Committee, frameworks for each  
business segment, and a specific framework for each significant  
operational entity.  
The Group regularly examines and assesses the design and  
effectiveness of the key operational, financial and information  
technology controls related to internal control over financial reporting,  
in compliance with the Sarbanes-Oxley Act. In 2017, this assessment  
was performed with the assistance of the Group’s main entities and  
Audit & Internal Control Division. The system used covers:  
The main applicable procedures regarding finance at Group level  
cover acquisitions and sales, capital expenditure, financing and cash  
management, budget control and financial reporting. Disclosure  
controls and procedures concerning information to be published are  
in place (refer to point 3.3.4 below). At the operating levels, these  
procedures mainly pertain to health, safety, industrial safety, IT  
security and the environment, as well as integrity and fraud and  
corruption prevention.  
▪
the most significant entities, which assess the key operational  
controls of their significant processes and respond to a Group  
questionnaire for assessing the internal control system; and  
These documents, all of which are published on the Group’s intranet,  
are reviewed regularly and their implementation is monitored.  
▪
other less significant entities, which respond only to the Group  
questionnaire for assessing the internal control system.  
At the business segment or operational entity levels, control activities  
are organized around the main operational processes: exploration  
and reserves, procurement, capital expenditures, production, sales,  
oil and gas trading, inventories, Human Resources, financing and  
cash management, and account closing process.  
These two categories of entities, which include the central functions  
of the business segments and the Holding, account for approximately  
8
0% and 10%, respectively, of the financial aggregates in the  
Group’s Consolidated Financial Statements.  
The statutory auditors also review the internal controls that they deem  
necessary as part of their certification of the financial statements. In  
Training and employee retention  
2
017, they reviewed the implementation of the Group’s internal  
The Group’s Human Resources policy sets out rules and practices  
that reflect its commitment in terms of social responsibility and its  
expectations of employees, particularly in terms of competencies.  
Job descriptions within the Group’s various entities define the  
competencies and expertise required for employees to effectively  
carry out their functions.  
control framework and the design and effectiveness of key internal  
controls at its main entities regarding financial reporting. Based on  
their review, the statutory auditors stated that they had no remarks on  
the information presented on internal control and risk management  
procedures.  
The reports on the work performed by the Group Audit and statutory  
auditors are periodically summarized and presented to the Audit  
Committee and, thereby, to the Board of Directors. The Senior Vice  
President, Audit & Internal Control attended all Audit Committee  
meetings held in 2017. The Audit Committee also meets with the  
In addition, the Human Resources function shapes and regularly  
updates policies aimed at attracting new talents, including employee  
training, assessment and retention policies (annual appraisals, training  
programs, compensation policies and career management – refer to  
point 5.1 of chapter 5).  
statutory auditors at least once  
representatives present.  
a year without any Company  
Accountability  
If areas of improvement are identified by these internal audits and  
operational controls, then corrective action plans are drawn up and  
shared with operational management, who along with the Group’s  
Audit & Internal Control Division, monitor their implementation closely.  
The Board of Directors, with the support of the Audit Committee,  
ensures that the internal control functions are operating properly. The  
Audit Committee ensures that General Management implements  
internal control and risk management procedures based on the risks  
identified, such that the Group’s objectives are achieved.  
Based on the internal reviews, General Management has reasonable  
assurance of the effectiveness of the Group’s internal control.  
The general managements of the business segments and operational  
entities are responsible for designing and deploying specific  
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.3.3 Risk assessment and management  
the risk and improve the risk management systems. The GRMC can  
request that actions be taken.  
3
.3.3.1 General principles  
To implement its strategy, General Management ensures that clear  
and precise objectives are defined at the various levels of the  
organization with regard to operations, reporting and compliance.  
The work of the GRMC is led by the Audit & Internal Control Division,  
which assists contributors in preparing the presentations and acts as  
the committee’s secretary. In this capacity, the Audit & Internal  
Control Division reports regularly on the work of the GRMC to the  
Executive Committee, and once a year to the Audit Committee in the  
presence of the Executive Committee member who chairs the  
GRMC.  
Operational objectives focus on the definition and efficient use of  
human, financial and technical resources. In particular, they are  
defined during the budgetary processes and in the long-term plan,  
and are regularly monitored as part of the self-assessment process.  
The monitoring of operational objectives (financial and non-financial)  
helps in decision-making and monitoring performance of activities at  
each level of the organization.  
The Risk Committee  
The Risk Committee is chaired by a member of the Executive  
Committee, the Senior Vice President Strategy & Innovation or the  
Chief Financial Officer. It is made up of representatives from the  
Strategy & Climate, Finance, Legal, Insurance and HSE corporate  
divisions.  
The Group implements  
a risk-management system that is an  
essential factor in the deployment of its strategy, based on  
responsible risk-taking.  
This system relies on a continuous process of identifying and  
analyzing risks in order to determine those that could prevent the  
attainment of TOTAL’s goals.  
The Risk Committee meets on the same schedule as the Executive  
Committee. Any project submitted to the Executive Committee (and  
therefore giving rise to a financial commitment that exceeds certain  
thresholds) is first presented to the Risk Committee by the relevant  
operational division.  
The Executive Committee, with the assistance of the Group Risk  
Management Committee (GRMC), is responsible for identifying and  
analyzing internal and external risks that could impact the  
achievement of the Group’s objectives. The main responsibilities of  
the GRMC include ensuring that the Group has a map of the risks to  
which it is exposed and that efficient risk management systems are in  
place. The GRMC’s work focuses on continuously improving risk  
awareness and the risk management systems.  
Following the review by the Risk Committee of the risks associated  
with the project submitted, the Strategy & Climate Division sends the  
Executive Committee a memorandum stating its opinion in light of the  
Risk Committee’s comments.  
Risk mapping, which has been carried out since the 2000s, is a  
dynamic process that has taken shape over the years. The Group’s  
risk map is included in the inputs of the audit plan, which is based on  
an analysis of the risks and the risk management systems, together  
with the work of the GRMC.  
The Audit & Internal Control Division  
The Risk Team of the Audit & Internal Control Division is responsible  
for producing and continuously updating the Group’s risk map. To  
this end, it uses all of the risk mapping work carried out across the  
Group, in the business segments and within the functional divisions;  
the results of all audits and internal control activities; the action plans  
resulting from this work and the monitoring of their implementation;  
structured feedback; benchmarks and other external information  
sources; regular interviews with the Group’s executive officers; and all  
information gathered during GRMC meetings and the preparation for  
these meetings.  
The GRMC relies on the work carried out by the business segments  
and functional divisions, which concurrently establish their own risk  
mapping. The business segments are responsible for defining and  
implementing a risk management policy suited to their specific  
activities. However, the handling of certain transverse risks is more  
closely coordinated by the respective functional divisions.  
Regarding commitments, General Management exercises operational  
control over TOTAL’s activities through the Executive Committee’s  
approval of investments and expenses that exceed defined  
thresholds. The Risk Committee is tasked with reviewing these  
projects in advance, and in particular verifying the analysis of the  
various associated risks.  
The Audit & Internal Control Division reports regularly on its work on  
the Group’s risk map to the Executive Committee, and annually to the  
Audit Committee.  
3
.3.3.3 Systems in place  
Financial risks  
3
.3.3.2 Implementation of the  
organizational framework  
The management and conditions of use of financial instruments are  
governed by strict rules that are defined by the Group’s General  
Management, and which provide for centralization by the Treasury  
Division of liquidity, interest and exchange rate positions,  
management of financial instruments and access to capital markets.  
The Group’s financing policy consists of incurring long-term debt at a  
floating rate or at a fixed rate depending on the Group’s general  
needs and interest rates. Debt is mainly incurred in dollars or euros.  
The Group Risk Management Committee (GRMC)  
The GRMC is chaired by a member of the Executive Committee, the  
Group’s Chief Financial Officer, and includes the Senior Vice  
Presidents of the corporate functions together with the chief  
administrative officers or chief financial officers of the business  
segments. The Chief Financial Officer attends all meetings of the  
Board of Directors’ Audit Committee, thus strengthening the link  
between the GRMC and the Audit Committee.  
The Group’s cash balances, which mainly consist of dollars and  
euros, are managed to maintain liquidity based on daily interest rates  
in the given currency. Maximum amounts are set for transactions  
exceeding one month, with placements not to exceed 12 months.  
TOTAL S.A. also has confirmed credit facilities granted by  
international banks. These credit facilities, along with the Group’s net  
cash position, allow it to continually maintain a high level of liquidity in  
accordance with targets set by General Management.  
The GRMC meets six times a year. At each meeting, the participants  
share any potential risks they have identified and presentations are  
given on one or more risk-related topics, during which the members  
of the GRMC are invited to cast a critical eye over the subject,  
question the work done and, if applicable, provide additional  
information or clarification in order to enhance the understanding of  
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In terms of counterparty risk in financial transactions, the Group  
adheres to a cautious policy, and only makes commitments with  
institutions featuring a high degree of financial soundness, as based  
on a multi-criteria analysis. An overall credit limit is set for each  
authorized financial counterparty and allocated among the Group’s  
subsidiaries. In addition, to reduce market value risk on its  
commitments, the Treasury Division has entered into margin call  
contracts with its counterparties.  
In addition, performance indicators (particularly 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  
(refer to point 5.2 of chapter 5).  
Although the emphasis is on preventing risks, TOTAL takes regular  
steps to prepare for crisis management based on identified risk  
scenarios. The Group has a crisis management process that relies on  
a permanent on-call system, regular drills, training courses in crisis  
management and a set of dedicated tools. The organization set up in  
the event of a crisis is deployed at two closely coordinated levels:  
The Group seeks to minimize its currency exposure, on the one hand,  
by financing its long-term assets in the functional currency of the  
entity to which they belong and, on the other hand, by systematically  
hedging the currency exposure generated by commercial activity.  
These risks are managed centrally by the Treasury Division, which  
operates within a set of limits defined by General Management.  
▪
at the local level (country, site or entity), a crisis unit is responsible  
for ensuring operational management and implementing  
emergency plans; and  
3
▪
at the head office level, a crisis unit consisting of a multidisciplinary  
team is tasked with assessing the situation and overseeing crisis  
management. This central unit provides the necessary expertise  
and mobilizes additional resources to assist the local crisis unit  
when necessary and intervene directly when the situation cannot  
be handled locally.  
The policy for managing risks related to financing and cash  
management activities as well as the Group’s currency exposure and  
interest rate risks is described in detail in Note 15 to the Consolidated  
Financial Statements (point 8.7 of chapter 8).  
Industrial and environmental risks and risks related  
to climate issues  
Concerning the area of security, the Group has put in place the  
means to monitor and analyze threats and risks at a central level in  
order to anticipate and take all necessary preventive measures so as  
to diminish its exposure to security risks in the countries where it  
operates.  
The Group has developed a Safety Health Environment Quality  
Charter that sets out the basic principles applicable to the protection  
of people, property and the environment and also covers the aspects  
of safety and health (H3SEQ). This Charter is implemented at several  
levels within the Group through its management systems.  
In addition, TOTAL has developed emergency plans and procedures  
to respond to an oil spill or leak. These plans and procedures are  
specific to each subsidiary and adapted to its organization, activities  
and environment, and are consistent with the Group’s antipollution  
plan. They are reviewed regularly and tested through drills (refer to  
point 5.2.2.2ꢁof chapter 5).  
Along these lines, TOTAL implements management systems such as  
the internal MAESTRO system, which meets the requirements of the  
standards ISO 14001, ISO 9001 and OHSAS 18001, as well as the  
new ISO 45001. The Group performs regular assessments, following  
various procedures, of the risks and impacts of its activities in the  
areas of industrial safety (particularly process safety), the environment  
and the protection of workers and local residents:  
In the event of accidental pollution, the Group’s companies have  
access to internal human and physical resources (Fast Oil Spill Team,  
(1)  
Oil Spill Response Limited, Cedre ) and also benefit from assistance  
▪
▪
▪
prior to approving new investment, acquisition and disposal  
projects;  
agreements with the main third-party organizations specialized in the  
management of hydrocarbon spills.  
during operations (safety studies, environmental impact  
assessments, health impact studies);  
With regard to risks related to climate issues, TOTAL, in accordance  
with its Safety Health Environment Quality Charter, is committed to  
managing its energy consumption and develops processes to  
improve its energy performance and that of its customers.  
prior to releasing new substances on the market (toxicological and  
ecotoxicological studies, life cycle analyses).  
In its decision-making process, the risks and associated climate  
issues (flaring, greenhouse gas emissions, CO price sensitivity) are  
2
assessed prior to the presentation of the projects to the Executive  
Committee.  
These assessments incorporate the regulatory requirements of the  
countries where the Group’s activities are carried out and generally  
accepted professional practices.  
In countries where prior administrative authorization and supervision  
are required, projects are not undertaken without the authorization of  
the relevant authorities based on the studies provided to them.  
In order to ensure the viability of its projects and long-term strategy in  
light of the challenges raised by climate change, the Group  
integrates, into the financial evaluation of investments presented to  
In particular, TOTAL has developed a common methodology for  
analyzing technological risks that is being gradually applied to all  
activities carried out by the companies of the Group (refer to  
point 5.2.2.2 of chapter 5). TOTAL develops risk management  
measures based on risk and impact assessments. These measures  
involve facility and structure design, the reinforcement of safety  
devices and environmental remediation.  
the Executive Committee, either a long-term CO price of $30 to $40  
per ton (depending on the price of crude), or the actual price of CO2  
in a given country if higher. The Group performs sensitivity tests to  
assess the ability of its asset portfolio to withstand an increase in the  
price per ton of CO2.  
2
In addition, TOTAL takes into account the Sustainable Development  
Scenario (2°C) of the International Agency for Energy (IAE) in its  
analysis of changes in energy markets (notably that of hydrocarbons)  
and its development strategy. As a result, the Group is prioritizing its  
projects and focusing on hydrocarbon assets with moderate  
production and processing costs that meet the highest environmental  
and safety standards.  
In addition to developing management systems as described above,  
the Group strives to minimize industrial, safety and environmental  
risks inherent in its operations by conducting thorough inspections  
and audits, training personnel and raising awareness among all those  
involved.  
(1) Association to improve the fight against water pollution.  
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Finally, the Group assesses the vulnerability of its facilities to climatic  
events so that their consequences do not affect the integrity of the  
facilities or the safety of individuals. More generally, natural hazards  
Awareness-raising and training actions are regularly taken for all  
employees and the most exposed functions in support of this  
program. For more information, refer to point 5.3.5.1 of chapter 5.  
(
climate-related risks as well as seismic, tsunami, soil strength and  
In addition, more than 360 Compliance Officers have been appointed  
and trained within the business segments and operational entities.  
Their role is to ensure that the program is implemented at the local  
level.  
other risks) are taken into account in the conception of industrial  
facilities, which are designed to withstand both normal and extreme  
conditions. The Group carries out a systematic assessment of the  
possible repercussions of climate change on its future projects.  
These analyses include a review by type of risk (e.g., sea level,  
storms, temperature, permafrost) and take into account the lifespan  
of the projects and their capacity to gradually adapt. These studies  
have not identified any facilities that cannot withstand the  
consequences of climate change known today.  
Since the certification of its compliance program in 2016 at the end of  
a monitoring period jointly requested by the Securities and Exchange  
Commission (SEC) and the Department of Justice (DoJ), the Group is  
still committed and pursuing its efforts in a bid to ensure the  
sustainability, development and continuous improvement of this  
compliance program.  
Risks related to information systems  
Fraud prevention  
In order to maintain information systems that are appropriate to the  
organization’s needs and limit the risks associated with information  
systems and their data, TOTAL’s IT Division has developed and  
distributed governance and security rules that describe the  
recommended infrastructure, organization and procedures. These  
rules are implemented across the Group under the responsibility of  
the various business segments. To address cyber threats, the Group  
conducts specific risk analyses permitting to define and put in place  
appropriate security controls concerning information systems.  
The Group deploys an anti-fraud and fraud prevention program and  
has implemented a 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 values of individual behavior  
described in the Group’s Code of Conduct and other standards  
applied by the Group’s business segments.  
The Group has issued a directive for handling incidents of fraud that  
has been widely distributed to employees, and has created an alert  
system that employees can use to report acts including those that  
may constitute fraud.  
The Group has also developed control activities at various levels of  
the organization relating to areas where information systems cover all  
or part of the processes. Information Technology General Controls  
aim to guarantee that information systems function and are available  
as required, and that data integrity and confidentiality are guaranteed  
and changes controlled.  
An antifraud compliance program has been deployed since 2015,  
including e-learning modules for all Group employees, a Guide to the  
“Prevention and the fight against fraud”, a map of the risks of fraud in  
the Group, a guide to the types of risk of fraud that includes  
descriptions of the main risks and was published in 2016, and a  
campaign to raise awareness of four major risks of fraud, launched  
end of 2016. This program is deployed by the network of fraud risk  
coordinators in the business segments and operational entities. The  
role of coordinator is usually performed by the Compliance Officer.  
Fraud risk analyses are also carried out in the subsidiaries.  
Information Technology Automated Controls aim to ensure the  
integrity and confidentiality of data generated or supported by  
business applications, particularly those that impact financial flows.  
The outsourcing of some components of the Group’s IT infrastructure  
to service providers poses specific risks and requires the selection  
and development of additional controls of the completeness,  
accuracy and validity of the information supplied and received from  
such service providers. Accordingly, to ensure continuous  
improvement, the Group assesses whether suitable controls are  
implemented by the service providers concerned and what controls  
are necessary within its own organization to maintain these risks at an  
acceptable level.  
Prevention of risks of non-compliance with international  
economic sanctions regimes  
The Group’s activities in certain sanctioned countries (refer to  
point 3.1.9 of this chapter) are subject to an analysis of compliance  
with the various applicable economic sanctions regimes. With respect  
to Iran, a specific compliance program has been put in place.  
In-depth investigations, carried out by specialized service providers,  
are conducted on the Group’s stakeholders in Iran, in order to identify  
possible links with companies or persons listed under international  
sanctions (Specially Designated Nationals (SDN) lists, Single List of  
Frozen Assets of the EU and the UN, etc.). U.S. persons are also  
excluded from any transaction related to Iran. An Iran compliance  
coordinator was appointed in 2016 and liaises with the compliance  
teams of the relevant business segments and the Holding in order to  
ensure compliance of the Group’s activities with applicable laws and  
regulations.  
Furthermore, faced with rising legal and security-related risks, the  
Group deploys policies to conserve documents and to protect  
personal data and the security of its information assets. The Group  
has also employed an Operational Security Center to detect and  
analyze IT system security events.  
Ethical misconduct and non-compliance risks  
Prevention of corruption risks  
General Management constantly reiterates the principle of zero  
tolerance with regard to corruption. Internal rules have been  
published since 2011 in this area. They cover various areas where  
particular risks of exposure to corruption may exist  
Prevention of competition law infringement  
A Group policy aimed at ensuring compliance with, and preventing  
infringement of, competition law has been in place since 2014 and is  
(acquisitions/disposals, business partnerships and joint ventures,  
representatives dealing with public officials, procurement and sales,  
donations, gifts and invitations, Human Resources, etc.) in an effort to  
detect, assess and address risks at a very early stage through an  
appropriate due diligence process.  
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Internal control and risk management procedures  
a follow-up to the various measures previously implemented by the  
business segments. Its deployment is based, in particular, on  
management and staff involvement, training courses that include an  
e-learning module, and appropriate organization.  
such shares) on the day on which the Company discloses its periodic  
results publications (quarterly, interim and annual), as well as during  
the 30 calendar-day period preceding such date. An annual  
campaign specifies the applicable “blackout” periods.  
Prevention of conflicts of interest and market abuse  
Risks related to the protection of intellectual assets  
To prevent conflicts of interest, each of the Group’s senior executives  
completes an annual statement declaring any conflicts of interest to  
which they may be subject. By completing this declaration, each  
senior executive also agrees to report to their supervisor any conflict  
of interest that he or she has had, or of which he or she is aware in  
performing his or her duties. An internal rule named “Conflicts of  
Interests” reminds all employees of their obligation to report to their  
supervisor any situation that might give rise to a conflict of interests.  
To mitigate the risks of third parties infringing its intellectual property  
and the leak of know-how, TOTAL protects its rights under research  
partnership agreements negotiated by the Group’s intellectual property  
specialists, the terms and conditions of which are consistent with the  
Group’s industrial and commercial strategy. The Group has a policy of  
filing and maintaining patents, it monitors technological developments  
in terms of freedom of use, and it takes, when necessary, all  
appropriate measures to ensure the protection of its rights.  
3
The Group implements a policy to prevent market abuse linked to  
trading on the financial markets that is based, in particular, on internal  
ethics rules that are updated on a regular basis and widely distributed  
to employees. In addition, the Group’s senior executives and certain  
employees, in light of their positions, are asked to refrain from  
carrying out any transactions, including hedging transactions, on  
TOTAL shares or ADRs and in collective investment plans (FCPE)  
invested primarily in TOTAL shares (as well as derivatives related to  
In addition, since some of its employees have access to confidential  
documents while performing their duties, TOTAL has adopted internal  
rules concerning the management of confidential information. The  
Group’s intellectual property specialists also carry out  
awareness-raising activities with the R&D teams so that the teams  
are better informed about restrictions that may apply to the use of  
information and data.  
3
.3.4 Main characteristics of the internal control and risk management  
procedures relating to the preparation and processing of accounting  
and financial information  
Accounting and financial internal control covers the processes that  
produce accounting and financial data, and mainly the financial  
statements processes and the processes to produce and publish  
accounting and financial information. The internal control system aims  
to:  
3
.3.4.1 Production of accounting  
and financial information  
Organization of the Financial and Information  
Systems function  
▪
▪
conserve the Group’s assets;  
comply with accounting regulations, and properly apply standards  
and methods to the production of financial information;  
Dedicated teams implement the accounting and financial processes  
in the areas of consolidation, tax, budget and management control,  
financing, cash positions and information systems. The entities,  
business segments and General Management are respectively  
responsible for accounting activities.  
▪
guarantee the reliability of accounting and financial information by  
controlling the production of accounting and financial information  
and its consistency with the information used to produce the  
control panels at every appropriate level of the organization.  
The Accounting Division, which is part of the Finance Division, is  
responsible for drawing up the Consolidated Financial Statements  
and manages the Group’s network of accounting teams.  
At Group level, the Finance Division, which includes the Accounting  
Division, the Budget & Financial Control and the Tax Division, is  
responsible for the production and processing of accounting and  
financial information. The scope of the internal control procedures  
relating to the production and processing of financial and accounting  
information includes the parent company (TOTAL S.A.) and all of the  
fully consolidated entities.  
The tax function, made up of a network of tax experts in the Holding,  
the business segments and the entities, monitors changes in local  
and international rules. It oversees the implementation of the Group’s  
tax policy.  
Management control contributes to the reinforcement of the internal  
control system at every level of the organization. The network of  
management controllers in the entities and the business segments is  
supervised by the Budget  
department also produces the monthly control panel, the budget and  
the long-term plan for the Group.  
Refer to point 4.1.2.3 of chapter 4 for a description of the role and  
the missions of the Audit Committee. These missions are defined  
within the framework of European and American regulations, and in  
particular Directive 2014/56/EU and EU Directive n°537/2014  
pertaining to the legal control of accounts, and are based on the  
report of the working group on the audit committee, published by the  
AMF on July 22, 2010.  
& Financial Control Division. This  
The Treasury Division implements the financial policy, and in particular  
the processing and centralization of cash flows, the debt and liquidity  
investment policy and the coverage of currency exposure and interest  
rate risks.  
The Information Systems Division takes decision on the choice of  
software suited to the Group’s accounting and financial requirements.  
These information systems are subject to works to reinforce the task  
separation system and to improve the control of access rights. Tools  
are available to make sure that access rights comply with the Group’s  
rules in this area.  
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Internal control and risk management procedures  
Consolidated Financial Statements process  
Processing of accounting and financial information  
The Accounting Division, which reports to the Finance Division,  
prepares the Group’s quarterly Consolidated Financial Statements  
according to IFRS standards, on the basis of the reporting packages  
prepared by the entities concerned. The Consolidated Financial  
Statements are examined by the Audit Committee, then approved by  
the Board of Directors.  
Internal control of accounting information is mainly focused around  
the following areas:  
▪
a monthly financial report is formalized by Group and business  
segment control panels. This report and the Consolidated Financial  
Statements use the same framework and standards. In addition,  
the quarterly closing schedule is the same for preparing the  
Consolidated Financial Statements and financial reporting;  
The main factors in the preparation of the Consolidated Financial  
Statements are as follows:  
▪
▪
a detailed analysis of differences as part of the quarterly  
▪
▪
▪
the processes feeding the individual accounts used to prepare the  
reporting packages for consolidation purposes are subject to  
validation, authorization and booking rules;  
reconciliation between the Consolidated Financial Statements and  
financial reporting is supervised by the Accounting and Budget &  
Financial Control Divisions, which are part of the Finance Division;  
the consistency and reliability of the accounting and control data  
are validated for each consolidated entity and at each appropriate  
level of the organization;  
a detailed analysis of differences between actual amounts and the  
yearly budget established on a monthly basis is realized at each  
level of the organization. The various monthly indicators are used  
to continually and uniformly monitor the performances of each of  
the entities, business segments and of the Group, and to make  
sure that they are in keeping with the objective;  
a consolidation tool, supervised by the Accounting Division, is used  
by each consolidated entity and the Group. It guarantees the  
consistency and reliability of the data at each appropriate level of  
the organization;  
▪
▪
an annual reconciliation between the parent company financial  
statements and the financial statements based on IFRS standards  
is performed by entity;  
▪
▪
a consolidation reporting package from each entity concerned is  
sent directly to the Accounting Division. It is used to optimize the  
transmission and the completeness of the information;  
periodic controls are designed to ensure the reliability of  
accounting information and mainly concern the processes for  
preparing aggregated financial items;  
a corpus of accounting rules and methods is formally defined. Its  
application is compulsory for all the consolidated entities in order to  
provide uniform and reliable financial information. This framework is  
built according to IFRS accounting standards. The Accounting  
Division centrally distributes this framework through regular and  
formal communication with the business segment managers,  
formal procedures and a Financial Reporting Manual that is  
regularly updated. In particular, it specifies the procedures for the  
booking, identification and valuation of off-balance sheet  
commitments;  
▪
▪
a regular process for the signature of representation letters is  
deployed at each level of the organization;  
an annual control system of the accounts of equity affiliates based on  
a questionnaire completed by each entity concerned. This system is  
integrated into the Group’s internal control framework; and  
▪
the Disclosure Committee (CCIP) ensures the application of the  
procedures in place.  
Other significant financial information is produced according to strict  
internal control procedures.  
▪
▪
new accounting standards under preparation and changes to the  
existing framework are monitored in order to assess and anticipate  
their impacts on the Consolidated Financial Statements;  
Proved oil and gas reserves are evaluated annually by the relevant  
entities. They are reviewed by the Reserves Committees, approved  
an accounts plan used by all the consolidated entities is formally  
set forth in the Financial Reporting Manual, specifying the content  
of each account and the procedures for the preparation of the  
reporting packages for consolidation purposes;  
by Exploration  
& Production’s general management and then  
validated by the Group’s General Management. They are also  
presented to the Audit Committee each year.  
▪
▪
the account closing process is supervised and is based mainly on  
the formalization of economic assumptions, judgments and  
estimates, treatment of complex accounting transactions and  
compliance with established timetables announced through Group  
instructions disclosed to each entity;  
The internal control process related to estimating reserves is  
formalized in a special procedure described in detail in point 2.1.3 of  
chapter 2. The reserves evaluation and the related internal control  
processes are audited periodically.  
The strategic outlook published by the Group is prepared, in  
particular, according to the long-term plans drawn up at the business  
segment and Group levels, and on the work carried out at each  
relevant level of the organization. The Board of Directors reviews the  
strategic outlook each year.  
off-balance sheet commitments, which are valued according to the  
Financial Reporting Manual, are reported on a quarterly basis to  
the Audit Committee.  
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Insurance and risk management  
Pursuant to the requirements introduced by Section 302 of the  
Sarbanes-Oxley Act, the Chairman and Chief Executive Officer and  
the Chief Financial Officer of the Company have conducted, with the  
assistance of members of certain divisions of the Group (in particular  
Legal, Audit & Internal Control and Corporate Communications), an  
evaluation of the effectiveness of the internal disclosure controls and  
procedures, over the period covered by the annual report on Form  
3
.3.4.2 Publication of accounting  
and financial information  
Significant information about the Group is published externally  
according to formal internal procedures. These procedures aim to  
guarantee the quality and fair presentation of the information intended  
for the financial markets, and its timely publication.  
2
0-F. For fiscal year 2017, the Chairman and Chief Executive Officer  
The Disclosure Committee (CCIP), chaired by the Chief Financial  
Officer, ensures the application of these procedures. It meets before  
TOTAL’s financial results press releases, strategic presentations and  
annual reports are submitted to the Audit Committee and the Board  
of Directors.  
and the Chief Financial Officer concluded that the disclosure controls  
and procedures were effective.  
In addition, a specific process is in place for reporting any information  
related to the Group’s accounting procedures, internal control and  
auditing. This process is available to any shareholder, employee or  
third party.  
A calendar of the publication of financial information is published and  
made available to investors on the Group’s web site (refer to point 6.6  
of chapter 6). With the help of the Legal Division, Investor Relations  
ensures that all publications are made on time and in accordance  
with the principle of equal access to information between  
shareholders.  
3
Finally, the Consolidated Financial Statements undergo a limited  
examination by external auditors during quarterly closing, and an  
audit during annual closing. Almost all the audit missions in the  
countries are fulfilled by the members of the networks of the two  
statutory auditors, who, after having jointly examined all the accounts  
and the procedures used to produce them, proceed with the annual  
certification of the Group’s Consolidated Financial Statements. They  
are informed in advance of the process for the preparation of the  
accounts and present a summary of their work to the Group  
accounting and financial managers and to the Audit Committee  
during the quarterly reviews and annual closing. The statutory  
auditors also perform those internal control audits that they deem  
necessary as part of their mission to certify the Financial Statements.  
Assessment of the system for the internal control  
of accounting and financial information  
The Group’s General Management is responsible for implementing  
and assessing the internal control system for financial and accounting  
disclosure. In this context, the implementation of the Group’s internal  
control framework, based on the various components of the COSO  
framework, is assessed internally at regular intervals within the  
Group’s main entities.  
3
.4 Insurance and risk management  
3
.4.1 Organization  
TOTAL has its own reinsurance company, Omnium Reinsurance  
Company (ORC). ORC is integrated within the Group’s insurance  
management and is used as a centralized global operations tool for  
covering the Group companies’ insurable risks. It allows the Group’s  
worldwide insurance program to be implemented in compliance with  
the specific requirements of local regulations applicable in the  
countries where the Group operates.  
At the same time, ORC negotiates a reinsurance program at the  
Group level with oil industry mutual insurance companies and  
commercial reinsurance markets. ORC allows 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.  
In 2017, the net amount of risk retained by ORC after reinsurance  
was, on the one hand, a maximum of $70 million per onshore or  
offshore third-party liability insurance claim and, on the other hand,  
$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 ORC would be limited to its  
maximum retention of $145 million per occurrence.  
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, ORC negotiates a retrocession of the covered risks from  
the local insurer. As a result, ORC enters into reinsurance contracts  
with the subsidiaries’ local insurance companies, which transfer most  
of the risk to ORC.  
3
.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 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 financial 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;  
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3
.4.3 Insurance policy  
The Group has worldwide property insurance and third-party liability  
coverage for all its subsidiaries. These programs are contracted with  
first-class insurers (or reinsurers and oil and gas industry mutual  
insurance companies through ORC).  
liability, and are borne by the relevant subsidiaries. For business  
interruption, coverage is triggered 60 days after the occurrence giving  
rise to the interruption. In addition, the main refineries and  
petrochemical plants bear a combined retention for property damage  
and business interruption of $75 million per insurance claim.  
The amounts insured depend on the financial risks defined in the  
disaster scenarios and the coverage terms offered by the market  
Other insurance contracts are bought by the Group in addition to  
property damage and third-party liability coverage, mainly in  
connection with car fleets, credit insurance and employee benefits.  
These risks are mostly underwritten by outside insurance companies.  
(available capacities and price conditions).  
More specifically for:  
▪
third-party liability: since the maximum financial risk cannot be  
evaluated by a systematic approach, the amounts insured are  
based on market conditions and oil and gas industry practice. In  
The above-described policy is given as an example of a situation as  
of a given date 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 General Management’s assessment of the risks incurred and the  
adequacy of their coverage.  
2
017, the Group’s third-party liability insurance for any third-party  
liability (including potential accidental environmental liabilities) was  
capped at $900 million (onshore) and $850 million (offshore). In  
addition, the Group adopts, where appropriate, the necessary  
means to manage the compensation of victims in the event of an  
industrial accident for which it is liable; and  
TOTAL believes that its insurance coverage is in line with industry  
practice and sufficient to cover normal risks in its operations.  
However, the Group is not insured against all potential 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 of the  
event 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 event 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  
and scenarios of reconstruction under maximum loss situations  
and on insurance market conditions. The Group subscribed for  
business interruption coverage in 2017 for its main refining and  
petrochemical sites.  
For example, for the Group’s highest risks (North Sea platforms and  
main refineries or petrochemical plants), in 2017 the insurance limit  
for the Group share of the installations was approximately  
1.75 billion for the Refining & Chemicals segment and approximately  
2.2 billion for the Exploration & Production segment.  
$
$
Deductibles for property damage and third-party liability fluctuate  
between €0.1 and €10 million depending on the level of risk and  
3
.5 Vigilance Plan  
3
.5.1 Introduction  
The “One Total” company project, which embodies the Group’s  
ambition to become the responsible energy major, is based  
specifically on Safety and Respect for Each Other, the two core  
values central to the Group’s collective principles. Although  
compliance with applicable regulations in each country where the  
Group operates is most often consistent with the protection of the  
objectives of the Vigilance Plan, TOTAL, having noted that minimum  
fundamental principles are necessary for a uniform application of  
these objectives, notably adhered to the United Nations Global  
Compact in 2002 and committed to comply with the UN Guiding  
Principles on Business and Human Rights following their adoption in  
2011. TOTAL has also committed to support the United Nations’  
recommendations for the implementation of the Sustainable  
Development Goals (SDGs) and launched in 2017 a project to identify  
and prioritize the SDGs to which it can make the most significant  
contribution and to define public commitments.  
3
.5.1.1 Background and Group  
commitments  
In accordance with Article L. 225-102-4 of the French Commercial  
Code, the vigilance plan (hereafter referred to as the “Vigilance Plan”)  
aims to set out the reasonable measures of vigilance put in place  
within the Group in order to identify the risks and prevent severe  
impacts on human rights and fundamental freedoms, human health  
and safety and the environment resulting from the activities of the  
Company and the companies it controls as defined in point II of  
Article L. 233-16 of the French Commercial Code, directly or  
indirectly, together with the activities of subcontractors or suppliers  
with which it has an established commercial relationship, where such  
activities are linked to this relationship.  
TOTAL operates in over 130 countries in a variety of complex  
economic and socio-cultural contexts and in business areas that can  
present risks that fall within the scope of the Vigilance Plan.  
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Vigilance Plan  
Chapter 5 of this Registration Document sets out the Group’s social,  
environmental and societal strategy, actions and performance  
indicators.  
3
.5.1.3 Dialog with stakeholders  
TOTAL puts in place procedures for dialog with its stakeholders at  
every level of its organization. Among the numerous stakeholders with  
which TOTAL maintains regular dialog, the Group’s employees and  
their representatives have a privileged position and role, particularly in  
constructive discussions with management (refer to points 5.1.3 and  
3
.5.1.2 Method and preparation  
of the Vigilance Plan  
5
.3.1 of chapter 5).  
The Vigilance Plan covers the activities (hereafter referred to as the  
Activities”) of TOTAL S.A. and its fully consolidated subsidiaries  
hereafter referred to as the “Subsidiaries”). The companies  
“
(
The Group societal directive stipulates that “each entity must regularly  
(1)  
consult its stakeholders regularly to gain a clearer understanding of  
their expectations and concerns, measure their level of satisfaction  
regarding the Group and identify avenues of improvement for its  
societal strategy”.  
Hutchinson, Saft Groupe and SunPower have set up risk  
management and severe impact prevention measures specific to their  
organizations and activities; those measures related to  
Article L. 225-102-4 of the French Commercial Code are stated in the  
Group’s Vigilance Plan.  
3
In this context, TOTAL has deployed since 2006 its internal  
Stakeholder Relationship Management (SRM+) methodology. The  
aim is to identify and map out the main stakeholders of each  
Subsidiary and site (depots, refineries, etc.), schedule consultation  
meetings and gain a better understanding of their expectations, and  
The Vigilance Plan also covers the activities of suppliers of goods and  
services with which TOTAL S.A. and its Subsidiaries have an  
established commercial relationship, where such activities are  
associated with this relationship (hereafter referred to as the  
then define an action plan for building  
a long-term trusting  
“
Suppliers”). In accordance with the legal provisions, suppliers with  
relationship. This methodology is used to explain the Group’s  
Activities to communities and other stakeholders, and to gather  
information about their expectations and those of local individuals and  
groups that might be vulnerable or marginalized. It has been  
deployed at over 100 Subsidiaries since 2006 and the deployment  
continued in 2017. The system is supplemented by a network of  
mediators with local communities, deployed in the Exploration &  
which the Group does not have an established commercial  
relationship do not fall within the scope of the Plan.  
The Plan sets out the rules and measures which, as elements of the  
risk management systems, enable the Group to identify and prevent  
actual or potential severe impacts linked to its Activities and to  
mitigate the effects thereof as the case may be. It does not guarantee  
that the risks identified will not materialize. It contains the sustainable  
procurement principles applicable to relationships with Suppliers, but  
does not aim to replace the measures in place at those Suppliers.  
Production segment to maintain  
neighboring communities.  
a constructive dialog with  
3
.5.2 Severe impact risk mapping  
The mapping work presented below was carried out using  
the Group’s existing risk management tools. This work was  
supplemented with regard to Suppliers by mapping of the risks  
related to procurement, by category of goods and services, on  
the basis of questionnaires completed by the managers of each  
purchasing category.  
punishment; and child labor, which is prohibited for any person  
aged under 15, or under 18 for all types of work deemed  
hazardous in accordance with International Labour Organization  
standards;  
▪
discrimination, characterized by unfair or unfavorable treatment of  
people, particularly due to their origin, sex, age, disability, sexual  
and gender orientation, or membership of a political or religious  
group, trade union or minority;  
3
.5.2.1 Human rights and fundamental  
freedoms  
▪
▪
non-compliance with fair and safe working conditions, such as for  
example the absence of employment contracts, excessive working  
hours or lack of decent compensation;  
The risks of severe impacts on human rights and fundamental  
freedoms have been identified in accordance with the criteria set out  
in the UN Guiding Principles Reporting Framework, namely the scale,  
scope and remediability of the impact.  
restriction of access to land by neighboring local communities,  
resulting from the Group having, for some of its projects,  
temporary or permanent access to the land that might result in  
the physical and/or economic displacement and relocation of these  
groups;  
This identification work was carried out in 2016 in consultation with  
internal and external stakeholders. The process included in particular  
workshops with representatives of key functions within the Group and  
Subsidiaries operating in sensitive contexts or situations particularly  
exposed to risks related to human rights and fundamental freedoms,  
▪
▪
impacts on the right to health and an adequate standard of living of  
local communities, such as noise and dust emissions and other  
impacts generated by the Activities that might have consequences  
for the health of local communities, their means of subsistence and  
their access to ecosystem services such as drinking water, for  
example; and  
and series of interviews with independent third parties  
GoodCorporation, International Alert and Collaborative Learning  
Project).  
a
(
As a result, the following risks of severe negative impacts on human  
rights and fundamental freedoms were identified:  
the risk of disproportionate use of force, when intervention by  
government security forces or private security companies might be  
necessary to protect the Group’s staff and facilities.  
▪
forced labor, which corresponds to any work or service which  
people are forced to do against their will, under threat of  
(1) “Stakeholders” means all of the people and organizations that can have an impact on the Group or be affected by its Activities.  
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Vigilance Plan  
▪
prior to releasing new substances on the market (toxicological and  
ecotoxicological studies, life cycle analyses).  
3
.5.2.2 Safety, health and environment  
The Group defines the risk of a severe impact on safety, health or the  
environment as the probability of TOTAL’s Activities having a direct  
and significant impact on the health or safety of employees of Group  
companies, employees of external contractors and third parties, or  
sensitive natural environments . This risk can materialize gradually or  
suddenly.  
These analyses have highlighted the following risks of severe impacts:  
▪
▪
▪
the risks to the safety of people and the environment resulting from  
a major industrial accident, such as an explosion, fire or leakage of  
toxic substances, resulting in death or injury and/or accidental  
pollution on a large scale or at an environmentally sensitive site;  
(1)  
(2)  
TOTAL has developed safety, health and environment risk  
assessment procedures and tools applicable to its Activities.  
Analyses are performed regularly at various levels (Group, activities  
and/or industrial sites):  
the risks to the safety of people and the environment related to the  
physical characteristics of oil and gas fields, particularly during  
drilling operations, which can cause blow outs, explosions, fires or  
other damages; and  
▪
prior to approving new investment, acquisition and disposal  
projects, through individual identification of potential risks using  
methods developed by the relevant business segments within the  
Group, mainly the HSE (Occupational Health, Safety and  
Environment) and Security departments;  
the risks to the safety of people and the environment related to the  
overall life cycle of the products manufactured, as well as the  
substances and raw materials used. With regard to transportation,  
the likelihood of an operational accident depends not only on the  
hazardous nature of the products handled, but also on the  
volumes, the length of the journey and the sensitivity of the regions  
through which they are transported (quality of infrastructure,  
population density, environmental considerations).  
▪
during operations (safety studies, security reviews, environmental  
and societal impact assessments, health impact studies); and  
3
.5.3 Action Principles  
The Group has frameworks that set out the Action Principles to be  
followed in order to respect the Group’s values and prevent severe  
impacts on human rights and fundamental freedoms, human health  
and safety and the environment (the “Action Principles”). When the  
legal provisions applicable to the Activities provide less protection  
than the Group’s Action Principles, TOTAL strives under all  
circumstances to give precedence to the latter, while seeking to  
ensure that it does not infringe any applicable mandatory public  
policy.  
▪
the Voluntary Principles on Security and Human Rights.  
The Code can be consulted on the Group’s website and is aimed at  
all employees and external stakeholders (Suppliers, host countries,  
customers, partners, etc.).  
3
.5.3.2 Safety Health Environment Quality  
Charter  
The Group takes care to comply with the strictest safety, security,  
health and environment standards in the performance of its Activities.  
The Safety Health Environment Quality Charter sets out the principles  
that apply to the conduct of its operations in all of the countries  
3
.5.3.1 Code of Conduct  
(3)  
TOTAL’s Vigilance Plan is based primarily on its Code of Conduct ,  
which is anchored in the Group’s values and sets forth the Action  
Principles in terms of safety, security, protection of health and  
environment, integrity and respect for human rights and fundamental  
freedoms.  
(4)  
where it operates .  
(5)  
As such, the Group’s Subsidiaries implement  
a normative  
framework incorporating occupational health and safety, security,  
societal commitment and environment as well as associated  
management systems (Management And Expectations Standards  
Towards Robust Operations, MAESTRO).  
The Code particularly sets forth the Group’s compliance with the  
following international standards:  
With regard to safety at work, the Golden Rules, which were  
produced on the basis of feedback and simplified in 2017 into a set  
of "dos and don’ts", apply to all Group entities, employees and  
Suppliers on site. Each individual must ensure that they are adopted,  
strictly followed and monitored on the ground. If any of the Golden  
Rules is not being followed, each individual is also authorized to use  
his or her “Stop Card” and stop any work under way.  
▪
▪
the principles of the Universal Declaration of Human Rights;  
the United Nations Guiding Principles on Business & Human  
Rights;  
▪
the principles set out in the International Labour Organization’s  
fundamental conventions;  
▪
▪
the principles of the United Nations Global Compact;  
the OECD Guidelines for Multinational Enterprises; and  
(
(
1) Refer to the definition in point 5.4.4.1 of chapter 5.  
2) Sensitive natural environments include in particular remarkable or highly vulnerable natural areas, such as the Arctic, and/or areas covered by regulatory  
protection (integral nature reserves, central park areas, biotope orders in France, etc.), together with areas covered by significant regulatory protection such  
as Protected Area Categories I to IV as defined by the International Union for Conservation of Nature (IUCN).  
(
3) SunPower, a company listed on the NASDAQ in the United States and in which TOTAL has a majority interest, has a Code of professional conduct specific  
to the company that sets forth its values and the ethical principles with which all employees, suppliers and partners must comply. It covers subjects relating  
to compliance, integrity and protection of the company’s assets, as well as certain issues relating to human rights, fundamental freedoms, human health and  
safety and environment.  
(
(
4) The Group’s Safety Health Environment Quality Charter is currently being rolled out at Saft Groupe, which joined the TOTAL Group in the second half of  
2016.  
5) Saft Groupe and SunPower have developed HSE management systems specific to their activities and organization (for example, the Environmental Health  
Safety & Quality Management System).  
9
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The Group also ensures that the principles of the global agreement  
on safety, health, human rights and fundamental freedoms are  
promoted among its Suppliers, particularly through the Fundamental  
Principles of Purchasing. In the event that a Supplier fails to observe  
these principles, the Group is committed to taking the necessary  
measures, which can include termination of the contract.  
3
.5.3.3 Fundamental Principles  
of Purchasing  
The relationship between the Group and its Suppliers is based on  
adherence to the principles set forth in the Code of Conduct and the  
Fundamental Principles of Purchasing (for further information about  
the relationship between the Group and its suppliers, refer to  
point 5.3.4.1 of chapter 5).  
Furthermore, on December 21, 2017, the Group adhered to the  
Global Deal initiative, together with some 60 partners, states, trade  
unions, companies and international organizations. This international  
multi-stakeholder partnership aims at fighting against inequalities,  
encouraging effective social dialogue and promoting more equitable  
globalization. It promotes social dialogue, collective negotiations and  
freedom of unionization as essential tools to achieve the United  
Nations Sustainable Development Goals (SDGs) 8, 10 and 17.  
The Fundamental Principles of Purchasing, introduced in 2010 and  
formally set out in  
a Group directive in 2014, specify the  
commitments that TOTAL expects from its suppliers in the following  
areas: respect for human rights at work, health protection, safety and  
security, preservation of the environment, prevention of corruption,  
conflicts of interest and fraud, respect for competition law, as well as  
the promotion of economic and social development.  
3
3
.5.3.5 Internal control framework  
The rules specified by this document, which apply to all the Group’s  
(
1)  
companies , must be communicated to TOTAL's suppliers by  
including or transposing them into the agreements concluded with  
the suppliers. These principles are available for consultation by all  
suppliers in both French and English on TOTAL’s website (under  
At the Group, business segment and Subsidiary level, internal  
controls are based on specific procedures for organization,  
delegation of responsibilities and staff awareness and training, based  
on the framework of the Committee of Sponsoring Organizations of  
the Treadway Commission (COSO).  
“
suppliers”).  
TOTAL has a framework of Group standards, completed by a series  
of practical recommendations and feedback. Like the Group’s  
organization, this framework has a three-level structure: a Group  
level, with the REFLEX Group framework and the technical framework  
set out by the Corporate Technology Group, frameworks for each  
business segment, and a specific framework for each significant  
operational entity.  
3
.5.3.4 CSR Global Agreement  
TOTAL signed in 2015 a global agreement with the worldwide trade  
union federation, IndustriALL Global Union, which represents  
50 million employees in 140 countries. Under this agreement, the  
Group is committed to maintaining minimum social standards and  
guarantees worldwide for all Subsidiaries in which it has more than a  
5
0% stake.  
3
.5.4 Organization  
The Group’s organization is structured around three main levels:  
Holding, business segments and operational entities. This  
organization aims to support operational managers in the  
implementation of the Action Principles. Each level is involved in and  
accountable for identifying and implementing the reasonable vigilance  
measures deemed appropriate.  
societal commitment) and business segments. It meets several times  
a
year and coordinates actions relating to human rights and  
fundamental freedoms taken by the various business segments and  
Subsidiaries, in line with the road map approved by the Executive  
Committee in this regard.  
The Human Rights Department, within the Civil Society Engagement  
division, supports the Group’s operational managers with its  
expertise in implementing the Action Principles relating to human  
rights and fundamental freedoms.  
3
.5.4.1 Ethics Committee  
The Ethics Committee is made up of members representing all of the  
Group’s business segments. One of its duties is to ensure that the  
Code of Conduct is distributed, understood and implemented within  
the Group. It is assisted in its work by the relevant Departments, as  
well as by local Ethics Officers. The Chairperson of the Ethics  
Committee reports to the Chairman and Chief Executive Officer of  
TOTAL. The Chairperson submits an annual report to the Executive  
Committee and the Governance and Ethics Committee of TOTAL  
S.A.’s Board of Directors.  
3
.5.4.3 Occupational Health, Safety  
and Environment division  
Since 2016,  
a single HSE division combines the Group’s  
Occupational Health, Safety and Environment functions. Its role is to  
implement a strong and unified HSE model.  
Within the division, the HSE departments of the Exploration &  
Production, Gas, Renewables & Power, Refining & Chemicals and  
Marketing & Services segments are, among others, responsible for  
supporting the implementation of the Group’s HSE policy. Specific  
expert units were set up in 2016 in the following areas: major risks,  
human and organizational factors, environmental and societal issues,  
transportation and storage, crisis management and pollution  
prevention.  
Employees and stakeholders can refer any breach of the Code of  
Conduct to the Ethics Committee at any time, in accordance with the  
procedure described in point 3.5.7. The members of the Ethics  
Committee are subject to confidentiality and data protection  
obligations.  
3
.5.4.2 Human Rights Committee  
and Department  
The Human Rights Committee is made up of representatives from  
different departments (including in particular safety, purchasing and  
(
1) Saft Groupe and SunPower have defined fundamental principles of purchasing specific to their activities (for example, SunPower Supplier Sustainability  
Guidelines).  
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Committee, monitors the implementation of the Group’s Sustainable  
Procurement road map. The road map sets out the strategic direction  
of the Sustainable Procurement working group (refer to point 5.3.4 of  
chapter 5).  
3
.5.4.4 Procurement  
Since January 1, 2017, Total Global Procurement covers a large  
(1)  
proportion of the Group’s goods and services purchasing , both for  
categories specific to one business activity and categories shared  
between several business activities. In the Subsidiaries, purchasers  
implement framework agreements and manage local procurement.  
In addition, the Vetting department of Trading & Shipping, known as  
Total Activités Maritimes (TAM), defines and applies the selection  
criteria for the tankers used to transport the Group’s petroleum,  
chemical and gas products, in order to ascertain the technical  
condition of the vessels, the crews’ experience and the quality of the  
ship owners’ technical management.  
A
Sustainable Procurement Committee, which regularly brings  
together the Management Committee of Total Global Procurement  
and the Civil Society Engagement (including the Human Rights  
department), HSE and Legal divisions as well as the Ethics  
3
.5.5 Assessment procedures  
The Group has set up procedures for assessing its Subsidiaries and  
Suppliers, particularly in conjunction with independent bodies, in  
order to identify and prevent risks of severe impacts on human rights  
and fundamental freedoms, human health and safety.  
shipments that belong to the Group or chartered by TOTAL must be  
approved in advance by the Vetting department. Responses are  
given on the basis of technical data and independently of any  
commercial considerations. The audits conducted by TAM of ship  
owners permit the assessment of the quality of the technical  
management systems implemented by the operators, crew selection  
and training, and the support provided to vessels. With 1,200 annual  
inspections performed by inspectors representing the Group, TOTAL  
is actively involved in sharing inspection reports with other major oil  
companies through the SIRE (ship inspection report) Program set up  
by the OCIMF (Oil Companies International Marine Forum), thus  
contributing to the continuous improvement of petroleum shipping  
safety.  
3
.5.5.1 HSE audits and industrial risk  
assessment  
The Audit and Feedback Unit of the HSE division is a key component  
of HSE governance. It was formed in response to the need for  
internal control to:  
▪
▪
ensure the quality and effectiveness of risk management processes  
and the implementation thereof in the entities’ and subsidiaries’  
operations to improve their risk management and contribute to  
operational excellence; and  
3
.5.5.3 Ethical assessments  
Since 2002, the Group has engaged GoodCorporation, a company  
specializing in ethical assessments, to check the application of the  
principles set out in the Code of Conduct at the Subsidiary level.  
These assessments include criteria relating to human rights and  
fundamental freedoms, and corruption. As part of the process, a  
selection of employees and external stakeholders of the Subsidiary is  
questioned to gain an understanding of how its Activities are  
perceived locally. Following the assessment, the Subsidiary in  
question defines and implements an action plan and a monitoring  
procedure.  
ensure compliance with the Group’s HSE requirements.  
The unit organizes, optimizes and conducts HSE audits within the  
Group, and is also responsible for analyzing major incidents in the oil  
and gas sector and managing feedback.  
The level of risk analyzed is assessed for each industrial site  
operated, and an action plan is then produced to supplement the  
application of technical standards and local regulations. In addition,  
the Management Committee of each of the Group’s business  
segments carries out an annual review of the major risk analyses and  
the progress of the associated action plans.  
3
.5.5.4 Assessment of entities regarding  
human rights and fundamental  
freedoms  
3
.5.5.2 Supplier qualification and auditing  
The Supplier qualification process was harmonized in 2017 by Total  
Global Procurement and it will be rolled out gradually throughout the  
(
2)  
TOTAL works with the Danish Institute for Human Rights (DIHR), an  
independent national body for the defense and promotion of human  
rights and fundamental freedoms, which assesses the impact on  
human rights and fundamental freedoms of the Group’s oil and gas  
exploration and production activities in sensitive contexts.  
Group using a consolidated database. The process covers human  
rights, environment, health and safety.  
Depending on the results of a risk analysis carried out by Supplier, a  
detailed assessment is carried out. It includes questionnaires  
addressing the aforementioned issues and, if needed, an action plan,  
a technical inspection of the site by an employee or an audit of  
working conditions carried out by a specialist service provider with  
which a framework agreement was signed in 2016.  
The DIHR has also developed a self-assessment tool, the Human  
Rights Compliance Assessment (HRCA), to help companies evaluate  
their compliance with international human rights standards.  
The Group has used the tool several times to raise awareness at the  
Subsidiaries and incorporate respect for human rights and  
fundamental freedoms into their everyday operational management.  
Regarding petroleum shipping activities, any operation that involves  
vessels calling at a terminal operated by a Group Subsidiary, carrying  
(
(
1) With the exception of crude oil and petroleum product purchasing by Trading & Shipping, gas and electricity purchasing by TOTAL Gas & Power Ltd, and  
the purchases made by Hutchinson, Saft Groupe and SunPower. TOTAL Global Procurement made purchases from over 100,000 suppliers worldwide in  
2017.  
2) Crude oil and petroleum product purchasing by Trading & Shipping, gas and electricity purchasing by TOTAL Gas & Power Ltd, and the purchases made by  
Hutchinson, Saft Groupe and SunPower are covered by qualification processes specific to their organization and business, defined by those companies and  
Group entities.  
1
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works with International Alert (IA), an NGO based in the United  
Kingdom specializing in conducting audits in conflict zones. CDA and  
IA’s reports are published online on their websites.  
3
.5.5.5 Societal impact assessment  
(1)  
The Group conducts baseline socioeconomic context studies and  
societal and human rights impact assessments for industrial projects,  
asset acquisition transactions and shareholding purchases that might  
have an impact on stakeholders.  
In addition, an annual self-assessment questionnaire enables each of  
the Group’s entities and business segments to measure and evaluate  
the level of implementation of their societal governance on the ground  
by identifying and analyzing their dialog initiatives, impact  
management and contribution to socioeconomic and cultural  
development.  
In some cases, the Group works with independent experts such as  
CDA, a company specialized in preventing and managing conflict  
between businesses and local communities. Similarly, the Group  
3
.5.6 Awareness and training actions  
3
Dedicated human rights and fundamental freedoms training programs  
have been set up for senior executives, site directors and the  
employees most exposed to these issues. In the field of procurement,  
training modules explaining the Group’s ethical commitments and the  
Fundamental Principles of Purchasing have also been developed for  
Group purchasers.  
3
.5.6.1 Subsidiary and Supplier awareness  
The Group has put in place  
a variety of communication and  
information channels so that all employees of TOTAL S.A. and its  
Subsidiaries can access its Action Principles in relation to human  
rights and fundamental freedoms, health, safety and the environment.  
The Code of Conduct is distributed to all employees and can be  
consulted on the Group’s website. All new employees must confirm  
that they are familiar with it.  
Similarly, training programs in the fields of health, safety and  
environment have been rolled out within the Group. For example,  
since its launch, over 900 directors of Subsidiaries have taken the  
“
HSE for Managers” training, which is aimed at senior operational and  
A number of practical guides are available on the Group’s intranet,  
such as for example the Human Rights Guide and the Guide to  
dealing with religious questions within the Group, to help Group  
employees apply the commitments set out in the Code of Conduct to  
individual cases.  
functional management. The Group has also introduced an HSE  
training course for all new recruits, lasting between 5 and 20 days;  
the program will be rolled out worldwide in 2018.  
Training initiatives are also undertaken with the Group’s Suppliers,  
such as the responsible security training given to safety service  
providers’ personnel, the celebration of the 2017 World Safety Day  
on the theme of “our shared safety”, promoting dialog with Suppliers,  
or the Safety Contract Owners program, which brings together more  
than 650 Suppliers at the Group level.  
Tools have also been developed for employee use, for instance the  
“
Safety +” web application in the field of HSE, which aims to provide  
a unique forum for sharing and promoting significant individual or  
collective safety actions (good practice, compliance with rules,  
(2)  
initiatives) implemented at the Group’s 750 entities .  
The HSE division organizes the Group’s World Safety Day, which  
aims to bring teams on board and raise awareness of ways to put the  
HSE Action Principles into practice. The Group’s employees  
implement its safety culture on a day-to-day basis through “Safety  
Moments” at the beginning of meetings or before hazardous  
operations, consisting of a short discussion to reiterate the key safety  
messages and focus participants on their mutual commitments.  
3
.5.6.3 Information regarding  
product-related risks  
All of the chemical products or substances marketed by the Group  
are covered by a safety data sheet for the information of carriers of  
dangerous goods, emergency services, poison control centers, plant  
health product professionals and consumers.  
Information for Suppliers, including the Fundamental Principles of  
Purchasing, is available on the Group’s website. Events such as the  
annual Business Ethics Day are used to raise awareness among  
employees of TOTAL S.A. and its Subsidiaries. The theme of this  
event in 2016 focused on challenges in terms of human rights and  
anti-corruption in the supply chain, and an awareness-raising  
brochure was circulated on the Fundamental Principles of  
Purchasing.  
Each safety data sheet provides comprehensive information about a  
substance or mixture usable in the regulatory framework of managing  
chemicals in the workplace. It enables users to identify the risks  
linked to handling such products, particularly regarding safety and the  
environment, so that they can implement any measures necessary to  
protect people and the environment.  
3
.5.6.2 Employee and third party training  
Training courses, incorporating on-line educational programs and  
technical training tailored to the various business segments, are  
available to all Group employees (refer to point 5.1.4 of chapter 5).  
(
(
1) Hutchinson, Saft Groupe and SunPower have implemented assessment processes specific to their organization and activities.  
2) Excluding Hutchinson, Saft Groupe and SunPower.  
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3
.5.7 Whistleblowing mechanisms  
To support employees on a day-to-day basis, the Group encourages  
a climate of dialog and trust that enables individuals to express their  
opinions and concerns. Employees can thus go to their line manager,  
an HR or other manager, their Compliance Officer or their Ethics  
Officer.  
whistleblowing mechanisms implemented at certain subsidiaries  
(SunPower, Hutchinson).  
The Group’s Suppliers can also contact the internal supplier mediator  
using a generic email address (mediation.fourniss[email protected]).  
The mediator is available to Suppliers and purchasers, and restores  
dialog so that solutions can be found when measures taken with the  
usual contact have been unsuccessful.  
The Group’s employees and Suppliers, as well as any other external  
stakeholder, can contact the Ethics Committee to ask questions or  
report any incident where there is a risk of non-compliance with the  
Grievance handling procedures are also in place within the Group in  
order to receive and facilitate the resolution of concerns and  
grievances of local communities affected by its Activities.  
Code  
of  
Conduct  
using  
the  
generic  
email  
address  
(
[email protected]). The system is supplemented by specific  
3
.5.8 Monitoring procedures  
TOTAL has human rights, health, safety and environment monitoring  
procedures and tools in order to ensure that the Vigilance Plan is  
correctly applied and continuously updated.  
compensation, retirement and death or disability benefits. The survey  
covers a representative sample of the consolidated scope.  
A survey of Group employees carried out every two years is used to  
measure the teams’ level of commitment and their understanding of  
and adherence to the Group’s Action Principles. This survey is  
followed by action plans implemented by each entity in response to  
the areas for improvement identified.  
3
.5.8.1 Internal reporting system  
The Group has an internal reporting system and indicators for  
monitoring the implementation of actions undertaken regarding  
human rights, health, safety and environment that are available to the  
Subsidiaries (refer to point 5.4 of chapter 5).  
3.5.8.3 CSR global agreement monitoring  
committee  
The system is based:  
for social indicators (including, in particular, health), on a guide  
entitled “Corporate Social Reporting Protocol and Method”;  
A CSR global agreement monitoring committee, known as the “FAIR  
Committee”, meets every year in the presence of representatives who  
are members of trade unions affiliated with the IndustriALL Global  
Union and appointed by this federation to monitor and implement the  
agreement. It identifies good practice and areas for improvement.  
▪
▪
for industrial safety indicators, on a Group rule concerning event  
and statistical reporting; a feedback analysis process identifies in  
particular events for which a structured analysis report is required  
in order to learn lessons in terms of design and operation; and  
3
.5.8.4 Reports regarding human rights  
and fundamental freedoms  
▪
for environmental indicators, on a Group reporting procedure,  
together with activity-specific instructions.  
With regard to human rights and fundamental freedoms, the Group  
publishes Human Rights report that describes the Group's  
Consolidated objectives are defined for each key indicator (for  
example, TRIR, or number of recorded injuries per million hours  
worked) and reviewed annually. The business segments apply these  
indicators as appropriate to their area of responsibility, analyze the  
results and set out a plan.  
a
Activities’ major impacts on human rights and fundamental freedoms  
and the remedial measures taken. TOTAL is the first company in the  
oil industry to have published this report in accordance with the UN  
Guiding Principles Reporting Framework. It is available on the  
Group’s website and will be updated in 2018.  
3
.5.8.2 Worldwide Human Resources Survey  
Since 2015, TOTAL also publishes a report to assess the progress  
made in the implementation of the Voluntary Principles on Security  
and Human Rights (VPSHR). TOTAL is the first company in the oil  
industry to make this report public. The information set out in the  
report is based on annual reporting organized by the Security division  
that brings together the results of the risk and compliance analyses  
for each subsidiary operating in a sensitive context.  
Each year, TOTAL conducts an internal Worldwide Human  
Resources Survey. In 2017, it covered 133 companies in 57  
countries, representing 87.2% of the consolidated Group’s workforce  
(refer to point 5.4.2 of chapter 5). The survey includes indicators that  
cover major components of the Group’s Human Resources policy,  
such as mobility, career management, training, working conditions,  
social dialog, Code of Conduct application, human rights, health,  
1
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4
.1 Administration and management bodies 104  
4.4 Additional information about corporate  
governance  
161  
4
4
4
.1.1 Composition of the Board of Directors  
104  
119  
4
.4.1 Regulated agreements and undertakings  
and related-party transactions  
.1.2 Practices of the Board of Directors  
161  
.1.3 Report of the Lead Independent Director  
on her mandate  
4
.4.2 Delegations of authority and powers  
granted to the Board of Directors with  
respect to share capital increases and  
authorization for share cancellation  
132  
4.1.4 Evaluation of the functioning of the Board  
of Directors  
133  
134  
162  
163  
4
4
.1.5 General Management  
4
4
4
.4.3 Provisions of the bylaws governing  
shareholders’ participation to General  
Meetings  
.1.6 Shares held by the administration and  
management bodies  
135  
.4.4 Information about factors likely to have an  
impact in the event of a public offering or  
exchange  
4
4
.2 Statement regarding corporate  
governance  
137  
163  
164  
.4.5 Statutory auditors  
.3 Compensation for the administration  
and management bodies  
137  
4
.5 Statutory auditors’ report  
(Article L. 225-235 of the French  
commercial Code)  
4
4
.3.1 Board members’ compensation  
137  
165  
165  
.3.2 Chairman and Chief Executive Officer’s  
compensation  
140  
154  
154  
4.3.3 Executive officers’ compensation  
.3.4 Stock option and free share grants  
4.6 Statutory auditors’ report on related party  
agreements and commitments  
4
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Administration and management bodies  
The information set out in this chapter forms the Board of Directors’  
report on corporate governance, produced pursuant to  
Article L. 225-37 of the French Commercial Code. This report has  
been prepared on the basis of the deliberations of the Board of  
Directors, and with the assistance of several of the Company’s  
corporate functional divisions, including in particular the Legal,  
Finance and People & Social Responsibility Departments. After the  
sections relevant to their respective duties were reviewed by the  
Governance and Ethics Committee and the Compensation  
Committee, the report was approved by the Board of Directors.  
4.1 Administration and management bodies  
4
.1.1 Composition of the Board of Directors  
As of March 14, 2018  
1
1
DIRECTOR  
REPRESENTING  
EMPLOYEE  
LEAD INDEPENDENT  
DIRECTOR  
SHAREHOLDERS  
1
1
2
DIRECTOR  
REPRESENTING  
EMPLOYEES  
DIRECTORS  
4
.2years  
6
0
AVERAGE YEARS  
OF SERVICE  
AVERAGE AGE  
OF DIRECTORS  
OF THE BOARD  
OF DIRECTORS  
9
0
%
6
INDEPENDENT  
NATIONALITIES  
REPRESENTED  
(a)  
DIRECTORS  
4
5.5  
%
54.5%  
(b)  
(b)  
WOMEN  
MEN  
(
(
a) Excluding the director representing employee shareholders and the director representing employees, in accordance with the recommendations of the  
AFEP-MEDEF Code (point 8.3). For more information, refer to point 4.1.1.4 of this chapter.  
b) Excluding the director representing employees, in accordance with Article L. 225-27-1 of the French Commercial Code.  
The Company is administered by a Board of Directors including,  
amongst its members, a director representing employee shareholders  
elected on the proposal of the shareholders set out in  
Article L. 225-102 of the French Commercial Code, in accordance  
with the provisions of Article L. 225-23 of the French Commercial  
Code (hereafter referred to as the “director representing employee  
shareholders”), and a director representing employees appointed by  
the UES Amont Central Works Council – Global Services – Holding in  
accordance with the provisions of Article L. 225-27-1 of the French  
Commercial Code and the Company’s bylaws.  
Mr. Patrick Pouyanné is the Chairman and Chief Executive Officer of  
TOTAL S.A. He has served as Chairman of the Board of Directors  
since December 19, 2015, the date on which the functions of  
Chairman of the Board of Directors and Chief Executive Officer of  
TOTAL S.A. were combined (refer to point 4.1.5.1 of this chapter).  
Ms. Patricia Barbizet has served as Lead Independent Director since  
December 19, 2015. Her duties are specified in the Rules of  
Procedure of the Board of Directors (refer to point 4.1.2.1 of this  
chapter).  
1
04  
REGISTRATION DOCUMENT 2017  
 
REPORT ON CORPORATE GOVERNANCE  
Administration and management bodies  
Directors are appointed for a three-year period (Article 11 of the  
Company's bylaws). The terms of office of the members of the Board  
are staggered to space more evenly the renewal of appointments and  
to ensure the continuity of the work of the Board of Directors and its  
Committees, in accordance with the recommendations made in the  
AFEP-MEDEF Code, which the Company uses as a reference. The  
profiles, experiences and expertises of the directors are detailed in  
the biographies below.  
Overview of the Board of Directors  
Number of  
Years’  
directorships  
service  
First Expiry of term  
on the held at listed  
(a)  
Board companies  
As of March 14, 2018  
Age  
Sex  
Nationality Independence appointment  
of office  
Patrick Pouyanné  
Chairman and Chief Executive Officer  
54  
66  
62  
61  
59  
68  
66  
56  
67  
54  
49  
59  
M
M
F
2015  
2009  
2008  
2011  
2017  
2016  
2012  
2012  
2016  
2016  
2017  
2017  
2018  
2018  
2020  
2020  
2020  
2019  
2018  
2019  
2019  
2019  
2020  
2020  
3
9
1
2
2
1
1
2
4
4
1
0
0
2
Patrick Artus  
•
•
Patricia Barbizet  
Lead Independent Director  
10  
7
Marie-Christine Coisne-Roquette  
Mark Cutifani  
F
•
4
M
F
•
1
Maria van der Hoeven  
Anne-Marie Idrac  
•
2
F
•
6
Gérard Lamarche  
M
M
F
•
6
Jean Lemierre  
•
2
(
b)  
Renata Perycz  
n/a  
n/a  
•
2
(
c)  
Christine Renaud  
F
1
Carlos Tavares  
M
1
(
a) Number of directorships held by the director at listed companies outside his or her group, including foreign companies, assessed in accordance with the recommendations  
of the AFEP-MEDEF Code, point 18 (refer to point 4.1.1.3 of this chapter).  
b) Director representing employee shareholders.  
c) Director representing employees.  
(
(
Overview of the Committees  
Audit Committee  
Governance and Ethics  
Committee  
Compensation  
Committee  
Strategic & CSR  
Committee  
4
members  
3 members  
100% independent  
4 members  
100% independent  
5 members  
80% independent  
(
a)  
1
00% independent  
Marie-Christine  
Patricia Barbizet*  
Gérard Lamarche*  
Patrick Pouyanné*  
Coisne-Roquette*  
Anne-Marie Idrac  
Jean Lemierre  
Patricia Barbizet  
Marie-Christine  
Coisne-Roquette  
Renata Perycz  
Patrick Artus  
Patricia Barbizet  
Anne-Marie Idrac  
Jean Lemierre  
Patrick Artus  
Maria van der Hoeven  
Gérard Lamarche  
(
a) Excluding the director representing employee shareholders, in accordance with the recommendations of the AFEP-MEDEF Code (point 8.3).  
Chairperson of the Committee.  
*
REGISTRATION DOCUMENT 2017  
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4
Administration and management bodies  
Changes to the composition of the Board of Directors and the Committees since the Shareholders’ Meeting  
of May 26, 2017  
Effective  
As of March 14, 2018  
date  
Departure  
Appointment  
Renewal  
(
a)  
(a)  
Board of Directors  
05/26/2017 Mr. Paul Desmarais, Jr  
Mr. Mark Cutifani  
Ms. Patricia Barbizet  
Ms. Marie-Christine  
Coisne-Roquette  
(
a)  
(a)  
(a)  
Ms. Barbara Kux  
Mr. Carlos Tavares  
(
b)  
(b)  
Ms. Christine Renaud  
Mr. Marc Blanc  
06/01/2018*  
Mr. Patrick Pouyanné  
(
a)  
Mr. Patrick Artus  
(
a)  
Ms. Anne-Marie Idrac  
Ms. Maria  
(
a)  
Audit Committee  
05/26/2017  
05/26/2017  
van der Hoeven  
Governance and Ethics  
Committee  
(
a)  
(a)  
Ms. Barbara Kux  
Mr. Jean Lemierre  
Ms. Renata Perycz  
Ms. Anne-Marie Idrac  
Mr. Jean Lemierre  
(
c)  
Compensation Committee 05/26/2017  
Strategic & CSR  
Committee  
(
Ms. Barbara Kux  
a)  
(a)  
(a)  
05/26/2017  
(
b)  
Mr. Marc Blanc  
*
Subject to the approval of the resolutions by the Shareholders’ Meeting of June 1, 2018.  
(
(
(
a) Independent director.  
b) Director representing employees.  
c) Director representing employee shareholders.  
4
.1.1.1 Profile, experiences and expertises of the directors  
(1)  
(
information as of December 31, 2017)  
PATRICK POUYANNÉ  
Chairman and Chief Executive Officer of TOTAL S.A.*  
Chairman of the Strategic & CSR Committee  
Biography & Professional Experience  
A graduate of École Polytechnique and a Chief Engineer of France’s Corps des Mines, Mr. Pouyanné held,  
between 1989 and 1996, various administrative positions in the Ministry of Industry and other cabinet  
positions (technical advisor to the Prime Minister – Édouard Balladur – in the fields of the Environment and  
Industry from 1993 to 1995, Chief of staff for the Minister for Information and Aerospace Technologies –  
François Fillon – from 1995 to 1996). In January 1997, he joined TOTAL’s Exploration & Production division,  
first as Chief Administrative Officer in Angola, before becoming Group representative in Qatar and President of  
the Exploration and Production subsidiary in that country in 1999. In August 2002, he was appointed  
President, Finance, Economy and IT for Exploration & Production. In January 2006, he became Senior Vice  
President, Strategy, Business Development and R&D in Exploration & Production and was appointed a  
member of the Group’s Management Committee in May 2006. In March 2011, Mr. Pouyanné was appointed  
Deputy General Manager, Chemicals, and Deputy General Manager, Petrochemicals. In January 2012, he  
became President, Refining & Chemicals and a member of the Group’s Executive Committee.  
Born on June 24, 1963  
French)  
(
Director of TOTAL S.A.  
since the Ordinary  
Shareholders’ Meeting  
of May 29, 2015  
Expiry date of term of office:  
Ordinary Shareholders’  
Meeting of June 1, 2018  
On October 22, 2014, he became Chief Executive Officer of TOTAL S.A. and Chairman of the Group’s  
Executive Committee. On May 29, 2015, he was appointed by the Annual Shareholders’ Meeting as director  
of TOTAL S.A. for a three-year term. At its meeting on December 16, 2015, the Board of Directors of TOTAL  
appointed him as Chairman of the Board of Directors as of December 19, 2015 for the remainder of his term  
of office as director. Mr. Patrick Pouyanné thus became the Chairman and Chief Executive Officer of TOTAL  
S.A.  
Number of TOTAL shares  
held: 85,072.  
Number of Total Actionnariat  
France collective investment  
fund units held: 8,565.90  
(as of 12/31/2017)  
Main function: Chairman and Chief Executive Officer of TOTAL S.A.*  
(
1) Including information pursuant to Article L. 225-37-4 of the French Commercial Code or item 14.1 of Annex I of EC Regulation No. 809/2004 of April 29,  
2004. For information relating to directorships, the companies marked with an asterisk are listed companies.  
1
06  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Administration and management bodies  
Business address:  
TOTAL S.A.  
Directorships and functions held at any company during the 2017 fiscal year  
Within the TOTAL Group  
Chairman and Chief Executive Officer of TOTAL S.A.* and Chairman of the Strategic & CSR Committee  
Outside the TOTAL Group  
2
place Jean Millier,  
La Défense 6, 92400  
Courbevoie, France  
–
–
Director of Cap Gemini S.E.* (since May 10, 2017) and member of the Strategy and Investments  
Committee (since September 1, 2017)  
Directorships that have expired in the previous five years  
–
–
Chairman and Director of Total Raffinage Chimie until 2014  
Chairman and Director of Total Petrochemicals & Refining SA/NV until 2014  
PATRICK ARTUS  
Independent Director  
Member of the Audit Committee  
Member of the Strategic & CSR Committee  
4
Biography & Professional Experience  
A graduate of École Polytechnique, École Nationale de la Statistique et de l’Administration Économique  
(ENSAE) and Institut d’Études Politiques de Paris, Mr. Artus began his career at INSEE (the French National  
Born on October 14,  
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 advisor at the Research Department of the Banque de  
France, before joining the Natixis Group as the head of the Research Department, and has been a member of  
its Executive Committee since May 2013. He is an associate professor at the University of Paris I, Sorbonne.  
He is also a member of the Cercle des Économistes.  
1
951 (French)  
Director of TOTAL S.A.  
since the Ordinary  
Shareholders’ Meeting  
of May 15, 2009  
Last renewal: Ordinary  
Shareholders’ Meeting  
of May 29, 2015  
Main function: Head of the Research Department and member of the Executive Committee of Natixis*  
Directorships and functions held at any company during the 2017 fiscal year  
Within the Natixis group  
Expiry date of term of office:  
Ordinary Shareholders’  
Meeting of June 1, 2018  
–
Head of the Research Department and member of the Executive Committee of Natixis*  
Outside the Natixis group  
Number of TOTAL shares  
held: 1,000 (as of 12/31/2017)  
–
–
Director of TOTAL S.A.* and member of the Audit Committee and the Strategic & CSR Committee  
Director of IPSOS*  
Business address:  
Natixis  
Directorships that have expired in the previous five years  
4
7
7 quai d’Austerlitz  
5013 Paris, France  
None  
PATRICIA BARBIZET  
Independent Director - Lead Independent Director  
Chairwoman of the Governance and Ethics Committee  
Member of the Compensation Committee  
Member of the Strategic & CSR Committee  
Biography & Professional Experience  
Born on April 17, 1955  
French)  
A graduate of École Supérieure de Commerce de Paris (ESCP-Europe) in 1976, Patricia Barbizet started her  
career in the Treasury division of Renault Véhicules Industriels, and then as CFO of Renault Crédit  
International. In 1989, she joined the group of François Pinault as CFO, and was CEO of Artémis, the Pinault  
family’s investment company, between 1992 and 2018. She was also CEO and Chairwoman of Christie’s  
from 2014 to 2016.  
(
Director of TOTAL S.A. since  
the Ordinary Shareholders’  
Meeting of May 16, 2008  
Patricia Barbizet is Vice Chairwoman of the Board of Directors of Kering and Vice Chairwoman of Christie’s  
PLC. She has been a member of the Board of Directors of TOTAL S.A. since 2008, and has also been a  
director of Bouygues, Air France-KLM and PSA Peugeot-Citroën. She was Chairwoman of the Investment  
Committee of the Fonds Stratégique d’Investissement (FSI) from 2008 to 2013.  
Last renewal:  
Ordinary Shareholders’  
Meeting of May 26, 2017  
Expiry date of term of office:  
Main function: Director of Artémis  
2020 Ordinary Shareholders’  
Meeting  
Number of TOTAL shares  
held: 1,050 (as of 12/31/2017)  
REGISTRATION DOCUMENT 2017  
107  
REPORT ON CORPORATE GOVERNANCE  
4
Administration and management bodies  
Business address:  
Directorships and functions held at any company during the 2017 fiscal year  
Within the Artémis group  
Artémis  
er  
12 rue François 1 ,  
5008 Paris, France  
7
–
–
–
–
–
–
–
–
–
–
–
Director and Chief Executive Officer of Artémis  
Director and Vice Chairwoman of the Board of Directors of Kering S.A.*  
Deputy Chairwoman of Christie’s International plc  
General Manager (non-executive) and Member of the Supervisory Board of Financière Pinault  
Permanent representative of Artémis, member of the Board of Directors of Agefi  
Permanent representative of Artémis, member of the Board of Directors of Sebdo le Point  
Member of the Management Board of Société Civile du Vignoble de Château Latour  
Director of Yves Saint Laurent  
Administratore & Administratore Delegato of Palazzo Grazzi  
Member of the supervisory board of Ponant  
Permanent representative of Artémis, member of the supervisory board of Collection Pinault Paris  
Outside the Artémis group  
–
Director of TOTAL S.A.*, Lead Independent Director, Chairwoman of the Governance and Ethics  
Committee, member of the Compensation Committee and member of the Strategic & CSR Committee  
–
Director of Groupe Fnac*  
Directorships that have expired in the previous five years  
–
–
–
–
–
–
–
–
Chairwoman and CEO of Christie’s International plc until December 2016  
Member of the supervisory board of Peugeot S.A.* until April 2016  
Director of Société Nouvelle du Théâtre Marigny until November 2015  
Director of Air France-KLM* until December 2013  
Director of Fonds Stratégique d’Investissement until July 2013  
Director of Bouygues* until April 2013  
Director of TF1* until April 2013  
Board member of Gucci Group NV until April 2013  
MARIE-CHRISTINE COISNE-ROQUETTE  
Independent Director  
Chairwoman of the Audit Committee  
Member of the Compensation Committee  
Biography & Professional Experience  
Ms. Coisne-Roquette has a Bachelor’s Degree in English. A lawyer by training, with a French Master’s in Law  
and a Specialized Law Certificate from the New York bar, she started a career as an attorney in 1981 at the  
Paris and New York bars, as an associate of Cabinet Sonier & Associés in Paris. In 1984 she became a  
member of the Board of Directors of Colam Entreprendre, a family holding company that she joined full time in  
Born on November 4, 1956  
French)  
(
Director of TOTAL S.A. since  
the Ordinary Shareholders’  
Meeting of May 13, 2011  
1988. As Chairwoman of the Board of Colam Entreprendre and the Sonepar Supervisory Board, she  
consolidated family ownership, reorganized the Group structures and reinforced the shareholders’ Group to  
sustain its growth strategy. Chairwoman and Chief Executive Officer of Sonepar as of 2002, Marie-Christine  
Coisne-Roquette became Chairwoman of Sonepar S.A.S. in 2016. At the same time, she heads Colam  
Entreprendre as its Chairwoman and Chief Executive Officer. Formerly a member of the Young Presidents’  
Organization (YPO), she served the MEDEF (France’s main employers’ association) as Executive Committee  
member for 13 years and was Chairwoman of its Tax Commission from 2005 to 2013. She was a member of  
the Economic, Social and Environmental Council from 2013 and 2015 and is currently a Director of TOTAL  
S.A.  
Last renewal:  
Ordinary Shareholders’  
Meeting of May 26, 2017  
Expiry date of term of office:  
2020 Ordinary Shareholders’  
Meeting  
Main function: Chairwoman of Sonepar S.A.S.  
Number of TOTAL  
shares held: 4,311  
Directorships and functions held at any company during the 2017 fiscal year  
Within the Sonepar group  
(as of 12/31/2017)  
Business address:  
Sonepar  
–
–
–
–
–
–
–
–
–
Chairwoman of Sonepar S.A.S.  
Chairwoman of the Corporate Board of Sonepar S.A.S.  
2
7
5 rue d’Astorg,  
5008 Paris, France  
Chairwoman and Chief Executive Officer of Colam Entreprendre  
Permanent representative of Sonepar S.A.S., Chairwoman of Sonepar International  
Permanent representative of Sonepar S.A.S., director of Sonepar France  
Permanent representative of Sonepar S.A.S., co-manager of Sonedis (société civile)  
Permanent representative of Colam Entreprendre, co-manager of Sonedis (société civile)  
Permanent representative of Colam Entreprendre, director of Sovemarco Europe (S.A.)  
Chief Executive Officer of Sonepack S.A.S.  
1
08  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Administration and management bodies  
Outside the Sonepar group  
–
Director of TOTAL S.A.*, Chairwoman of the Audit Committee and member of the Compensation  
Committee  
–
–
Co-manager of Développement Mobilier & Industriel (D.M.I.) (société civile)  
Manager of Ker Coro (société civile immobilière)  
Directorships that have expired in the previous five years  
–
–
–
–
Chairwoman of the Board of Directors of Sonepar S.A. until 2016  
Chairwoman of the Supervisory Board of Otra N.V. until 2013  
Chairwoman of the Supervisory Board of Sonepar Deutschland GmbH until 2013  
Director of Hagemeyer Canada, Inc., Sonepar Canada, Inc., Sonepar Iberica, Sonepar Italia Holding,  
Sonepar Mexico, Sonepar USA Holdings, Inc., and Feljas et Masson S.A.S. until 2013  
–
–
Member of the Supervisory Board of Sonepar Nederland B.V. until 2013  
Permanent representative of Colam Entreprendre, member of the Board of Directors at Cabus & Raulot  
(S.A.S.) until 2013  
4
MARK CUTIFANI  
Independent director  
Biography & Professional Experience  
Mr. Cutifani was appointed director and Chief Executive of Anglo American plc. on April 3, 2013. He is a  
member of the Board’s Sustainability Committee and chairs the Group Management Committee. Mr. Cutifani  
has 41 years of experience in the mining industry in various parts of the world, covering a broad range of  
products. Mark Cutifani is a non-executive director of Anglo American Platinum Limited, Chairman of Anglo  
American South Africa and Chairman of De Beers plc. He previously held the post of Chief Executive Officer of  
AngloGold Ashanti Limited. Before joining AngloGold Ashanti, Mr. Cutifani was COO responsible for global  
nickel business of Vale. Prior to that, he held various management roles at Normandy Group, Sons of Gwalia,  
Western Mining Corporation, Kalgoorlie Consolidated Gold Mines and CRA (Rio Tinto).  
Born on May 2, 1958  
Australian)  
(
Director of TOTAL S.A.  
since the Ordinary  
Shareholders’ Meeting  
of May 26, 2017  
Mr. Cutifani has a degree in Mining Engineering (with honors) from the University of Wollongong in Australia.  
He is a Fellow of the Royal Academy of Engineering, the Australasian Institute of Mining and Metallurgy and  
the Institute of Materials, Minerals and Mining in the United Kingdom.  
Expiry date of term of office:  
2020 Ordinary Shareholders’  
Mr. Cutifani received an honorary doctorate from the University of Wollongong in Australia in 2013 and an  
honorary doctorate from Laurentian University in Canada in 2016.  
Meeting  
Number of TOTAL  
shares held: 2,000  
Main function: Chief Executive of Anglo American plc.*  
Directorships and functions held at any company during the 2017 fiscal year  
Within the Anglo American group  
(as of 12/31/2017)  
Business address:  
Anglo American PLC Group  
2
0 Carlton House Terrace,  
–
–
–
–
Director and Chief Executive of Anglo American plc.*  
Non-executive director of Anglo American Platinum Limited  
Chairman of Anglo American South Africa  
Chairman of De Beers plc.  
London, SWY5AN,  
United Kingdom  
Outside the Anglo American group  
Director of TOTAL S.A.* since May 26, 2017  
Directorships that have expired in the previous five years  
Chief Executive Officer of AngloGold Ashanti Limited  
–
–
REGISTRATION DOCUMENT 2017  
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REPORT ON CORPORATE GOVERNANCE  
4
Administration and management bodies  
MARIA VAN DER HOEVEN  
Independent director  
Member of the Audit Committee  
Biography & Professional Experience  
Ms. van der Hoeven trained as a teacher, becoming a professor in economic sciences and administration  
then a school counselor. She was then Executive Director of the Administrative Center for vocational training  
for adults in Maastricht for seven years and then Director of the Limbourg Technology Center. She was a  
member of the Dutch Parliament, served as Minister of Education, Culture and Science from 2002 to 2007,  
and was Minister of Economic Affairs of the Netherlands from 2007 to 2010. Ms. van der Hoeven then served  
as Executive Director of the International Energy Agency (IEA) from September 2011 to August 2015. During  
this period, she contributed to increasing the number of members of the Agency and emphasized the close  
link between climate and energy policy. In September 2015, Ms. van der Hoeven joined the Board of Trustees  
of Rocky Mountain Institute (USA) and in the spring of 2016, became a member of the supervisory board of  
Innogy SE (Germany). Since October 2016, Ms. van der Hoeven has been Vice Chairwoman of the High-level  
Panel of the European Decarbonisation Pathways Initiative within the European Commission.  
Born on September 13, 1949  
Dutch)  
(
Director of TOTAL S.A.  
since the Ordinary  
Shareholders’ Meeting  
of May 24, 2016  
Expiry date of term of office:  
2019 Ordinary Shareholders’  
Meeting  
Main function: Independent director  
Number of TOTAL  
shares held: 1,000  
Directorships and functions held at any company during the 2017 fiscal year  
(
as of 12/31/2017)  
–
–
–
Director of TOTAL S.A.* and, since May 26, 2017, member of the Audit Committee  
Member of the Supervisory Board of Innogy SE*  
Member of the Board of Trustees of Rocky Mountain Institute (USA)  
Business address:  
Pommardlaan 17,  
6
213GV Maastricht,  
Directorships that have expired in the previous five years  
Netherlands  
–
Member of the Supervisory Board of RWE AG (Germany)  
ANNE-MARIE IDRAC  
Independent Director  
Member of the Governance and Ethics Committee  
Member of the Strategic & CSR Committee  
Biography & Professional Experience  
A graduate of Institut d’Études Politiques de Paris and formerly a student at École Nationale d’Administration  
(ENA -1974), Ms. Idrac began her career holding various positions as a senior civil servant at the Ministry of  
Born on July 27, 1951  
Infrastructure (Ministère de l’Équipement) in the fields of environment, housing, urban planning and  
transportation. She served as Executive Director of the public institution in charge of the development of  
Cergy-Pontoise (Établissement public d’Aménagement de Cergy-Pontoise) from 1990 to 1993 and Director of  
land transport from 1993 to 1995. Ms. Idrac was State Secretary for Transport from May 1995 to June 1997,  
elected member of Parliament for Yvelines from 1997 to 2002, regional councilor for Île-de-France from 1998  
to 2002 and State Secretary for Foreign Trade from March 2008 to November 2010. She also served as  
Chairwoman and Chief Executive Officer of RATP from 2002 to 2006 and then as Chairwoman of SNCF from  
(
French)  
Director of TOTAL S.A.  
since the Ordinary  
Shareholders’ Meeting  
of May 11, 2012  
Last renewal:  
Ordinary Shareholders’  
Meeting of May 29, 2015  
2006 to 2008.  
Main function: Independent director  
Expiry date of term of office:  
Ordinary Shareholders’  
Meeting of June 1, 2018  
Directorships and functions held at any company during the 2017 fiscal year  
–
–
Chairwoman of the Supervisory Board of Toulouse-Blagnac Airport (until May 2018)  
Director of TOTAL S.A.*, member of the Governance and Ethics Committee and, since May 26, 2017,  
member of the Strategic & CSR Committee  
Number of TOTAL  
shares held: 1,349  
–
–
–
Director of Air France-KLM* since November 2017  
Director of Bouygues*  
Director of Saint Gobain*  
(as of 12/31/2017)  
Business address:  
9
7
place Vauban,  
5007 Paris, France  
Directorships that have expired in the previous five years  
–
–
Member of the Supervisory Board of Vallourec until 2015  
Director of Mediobanca S.p.A. (Italy) until 2014  
1
10  
REGISTRATION DOCUMENT 2017  
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Administration and management bodies  
GÉRARD LAMARCHE  
Independent Director  
Chairman of the Compensation Committee  
Member of the Audit Committee  
Biography & Professional Experience  
Mr. Lamarche graduated in economic science from Louvain-La-Neuve University and is also a graduate of  
INSEAD business school (Advanced Management Program for Suez Group Executives). He also attended the  
Global Leadership Series training course at the Wharton International Forum in 1998-99. He started his career  
at Deloitte Haskins & Sells in Belgium in 1983, before becoming a consultant in mergers and acquisitions in  
the Netherlands in 1987. In 1988, Mr. Lamarche joined Société Générale de Belgique as an investment  
manager. He was promoted to the position of management controller in 1989 before becoming 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 being appointed as the acting  
Managing Director in charge of Planning, Management Control and Accounts. In 2000, Mr. Lamarche moved  
to NALCO (the American subsidiary of the Suez group and the world leader in the treatment of industrial  
water) as Director and Chief Executive Officer. He was appointed Chief Financial Officer of the Suez group in  
2003. In April 2011, Mr. Lamarche became a director on the Board of Directors of Groupe Bruxelles Lambert  
(GBL). He has been the Deputy Managing Director since January 2012. Mr. Lamarche is currently a director of  
LafargeHolcim Ltd (Switzerland), TOTAL S.A., SGS S.A. (Switzerland) and Umicore (Belgium).  
Born on July 15, 1961  
Belgian)  
(
Director of TOTAL S.A.  
since January 12, 2012  
Last renewal:  
Ordinary Shareholders’  
Meeting of May 24, 2016  
Expiry date of term of office:  
2019 Ordinary Shareholders’  
4
Meeting  
Number of TOTAL  
shares held: 2,957  
Main function: Deputy Managing Director of Groupe Bruxelles Lambert*  
Directorships and functions held at any company during the 2017 fiscal year  
Within Groupe Bruxelles Lambert*  
(as of 12/31/2017)  
Business address:  
Groupe Bruxelles Lambert  
2
1
4, avenue Marnix,  
000 Brussels, Belgium  
–
Deputy Managing Director of Groupe Bruxelles Lambert*  
Within holdings of Groupe Bruxelles Lambert  
–
–
–
–
Director of TOTAL S.A.*, Chairman of the Compensation Committee and member of the Audit Committee  
Director and Chairman of the Audit Committee of LafargeHolcim Ltd*  
Director of SGS S.A.*  
Director of Umicore*  
Directorships that have expired in the previous five years  
–
–
–
Director of Lafarge* until 2016  
Director and Chairman of the Audit Committee of Legrand* until 2016  
Non-voting member (censeur) of Engie S.A.* until 2015  
JEAN LEMIERRE  
Independent Director  
Member of the Governance and Ethics Committee  
Member of the Strategic & CSR Committee  
Biography & Professional Experience  
Mr. Lemierre is  
a graduate of the Institut d’Études Politiques de Paris and the École Nationale  
d’Administration; he also has a law degree. Mr. Lemierre held various positions at the French tax authority,  
including as Head of the Fiscal Legislation Department and Director-General of Taxes. He was then appointed  
as Cabinet Director at the French Ministry of Economy and Finance before becoming Director of the French  
Treasury in October 1995. Between 2000 and 2008, he was President of the European Bank for  
Reconstruction and Development (EBRD). He became an advisor to the Chairman of BNP Paribas in 2008  
and has been Chairman of BNP Paribas since December 1, 2014. During his career, Mr. Lemierre has also  
been a member of the European Monetary Committee (1995-1998), Chairman of the European Union  
Economic and Financial Committee (1999-2000) and Chairman of the Paris Club (1999-2000). He then  
became a member of the International Advisory Council of China Investment Corporation (CIC) and the  
International Advisory Council of China Development Bank (CDB). He is currently Chairman of the Centre  
d’Études Prospectives et d’Informations Internationales (CEPII), and a member of the Institute of International  
Finance (IIF).  
Born on June 6, 1950  
French)  
(
Director of TOTAL S.A.  
since the Ordinary  
Shareholders’ Meeting  
of May 24, 2016  
Expiry date of term of office:  
2019 Ordinary Shareholders’  
Meeting  
Number of TOTAL  
shares held: 1,028  
Main function: Chairman of the Board of Directors of BNP Paribas*  
Directorships and functions held at any company during the 2017 fiscal year  
Within the BNP Paribas group  
(
as of 12/31/2017)  
Business address:  
BNP Paribas  
3
7
rue d’Antin,  
5002 Paris, France  
–
–
Chairman of the Board of Directors of BNPꢀParibas*  
Director of TEB Holding AS  
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Administration and management bodies  
Outside the BNP Paribas group  
–
Director of TOTAL S.A.* and, since May 26, 2017, member of the Governance and Ethics Committee and  
member of the Strategic & CSR Committee  
–
–
–
–
–
–
Chairman of Centre d’Études Prospectives et d’Informations Internationales (CEPII)  
Member of the Institute of International Finance (IIF)  
Member of the International Advisory Board of Orange*  
Member of the International Advisory Council of China Development Bank* (CDB)  
Member of the International Advisory Council of China Investment Corporation (CIC)  
Member of the International Advisory Panel (IAP) of the Monetary Authority of Singapore (MAS)  
Directorships that have expired in the previous five years  
–
Director of Bank Gospodarki Zywnosciowej (BGZ) (Poland) until 2014  
RENATA PERYCZ  
Director representing employee shareholders  
Member of the Compensation Committee  
Biography & Professional Experience  
Ms. Perycz is a graduate of the University of Warsaw, the École des Hautes Etudes Commerciales (HEC) and  
the SGH Warsaw School of Economics. Ms. Perycz entered the Group in 1993 as a logistics and sales  
manager for Total Polska. In 2000, she became a supplies and logistics manager before becoming head of  
the subsidiary’s Purchasing Department in 2003.  
Born on November 5, 1963  
Polish)  
(
In 2007, she became Total Polska sp. z.o.o.’s Human Resources and Purchasing director. Since 2013, Ms.  
Perycz has been the subsidiary’s Human Resources and Internal Communications director.  
Director of TOTAL S.A.  
since the Ordinary  
Shareholders’ Meeting  
of May 24, 2016  
She has also been an elected member, representing unit-holders, of the Supervisory Board of FCPE Total  
Actionnariat International Capitalisation since 2012.  
Expiry date of term of office:  
Main function: Human Resources and Internal Communications Director of Total Polska sp. z.o.o. (TOTAL  
Group)  
2019 Ordinary Shareholders’  
Meeting  
Directorships and functions held at any company during the 2017 fiscal year  
Number of TOTAL  
shares held: 399.  
Number of Total  
–
Director representing employee shareholders of TOTAL S.A.* and, since May 26, 2017, member of the  
Compensation Committee  
Actionnariat International  
Capitalisation collective  
investment fund units held:  
Directorships that have expired in the previous five years  
None  
1,349.96  
Number of Total International  
Capital collective investment  
fund units held: 36.10 (as of  
12/31/2017)  
Business address:  
Total Polska Sp. Z o.o.  
Al. Jana Pawla II 80, 00-175  
Warsaw – Poland  
1
12  
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Administration and management bodies  
CHRISTINE RENAUD  
Director representing employees  
Biography & Professional Experience  
A graduate of the Institut Universitaire de Technologie en Chimie at Poitiers University, Ms. Renaud began her  
career with the Group in 1990 as an analytical development technician for Sanofi (Ambarès site) and then the  
Groupement de Recherches de Lacq (GRL). In 2004, she joined the organic analysis laboratory at the Pôle  
d’Études et de Recherches de Lacq (PERL), before helping to set up a new research laboratory. During her  
time at GRL, Ms. Renaud was elected as a member of the Works Committee before holding office as a union  
representative and member of the Group’s European Committee from 2004 to 2011. At the end of 2011, Ms.  
Renaud was elected as Secretary of the Group’s European Committee. Her term of office was renewed in  
Born on May 7, 1968  
French)  
(
Director representing  
employees of TOTAL S.A.  
since the Ordinary  
Shareholders’ Meeting  
of May 26, 2017  
2013 until April 5, 2017. At its meeting of March 30, 2017, the UES Amont Central Works Council – Global  
Services – Holding appointed Ms. Renaud as director representing employees on the Board of Directors of  
TOTAL S.A. as of May 26, 2017, for a period of three years expiring following the 2020 Shareholders’ Meeting  
of TOTAL S.A.  
Expiry date of term of office:  
Main function: TOTAL S.A.* employee  
2020 Ordinary Shareholders’  
4
Meeting  
Directorships and functions held at any company during the 2017 fiscal year  
Number of TOTAL  
shares held: 200  
Number of Total Actionnariat  
France collective investment  
fund units held: 1,565.59  
– Director representing employees of TOTAL S.A.* since May 26, 2017  
Directorships that have expired in the previous five years  
None  
(as of 12/31/2017)  
Business address:  
TOTAL S.A.  
2
place Jean Millier,  
La Défense 6,  
2400 Courbevoie, France  
9
CARLOS TAVARES  
Independent director  
Biography & Professional Experience  
A graduate of the École Centrale de Paris, Mr. Carlos Tavares held various positions of responsibility within the  
Renault group between 1981 and 2004, before joining the Nissan group. Having been Executive Vice  
President, Chairman of the Management Committee Americas and President of Nissan North America, he  
was then Group Chief Operating Officer of the Renault Group from 2011 to 2013. He joined the Managing  
Board of Peugeot S.A. on January 1, 2014, and was appointed Chairman of the Managing Board on  
March 31, 2014.  
Born on August 14, 1958  
Portuguese)  
(
Director of TOTAL S.A.  
since the Ordinary  
Shareholders’ Meeting  
of May 26, 2017  
Main function: Chairman of the Managing Board of Peugeot S.A.*  
Directorships and functions held at any company during the 2017 fiscal year  
Within the Peugeot group  
Expiry date of term of office:  
2
020 Ordinary Shareholders’  
–
–
–
–
Chairman of the Managing Board of Peugeot S.A.*  
Director of Banque PSA Finance  
Director of Faurecia*  
Meeting  
Number of TOTAL  
shares held: 1,000  
Chairman of the Board of Directors of Peugeot Citroën Automobiles S.A.*  
(as of 12/31/2017)  
Outside the Peugeot group  
Business address:  
Peugeot S.A.  
–
–
Director of TOTAL S.A.* since May 26, 2017  
Director of AIRBUS Group*  
7
9
rue Henri Ste Claire Deville  
2500 Rueil-Malmaison,  
Directorships that have expired in the previous five years  
France  
–
–
–
–
–
–
Chief Operating Officer of Renault and member of the Management Board of the Renault-Nissan Alliance  
Director of Renault Nissan B.V.  
Director of PCMA Holding B.V.  
Director of Avtovaz  
Director of Alpine-Caterham  
Chairman of the Management Committee of Nissan Americas  
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4
Administration and management bodies  
Directorships of TOTAL S.A. expired in 2017  
MARC BLANC  
Born on December 7, 1954  
French)  
Director representing employees and member of the Strategic Committee until May 26, 2017  
(
Biography & Professional Experience  
Director representing  
employees of TOTAL S.A.  
from November 4, 2014  
until the Ordinary  
Shareholders’ Meeting  
of May 26, 2017  
After joining the Group in 1980 as a refinery operator at the Grandpuits Refinery, Mr. Blanc has, since 1983,  
exercised a number of trade union functions, in particular as Secretary of the European Elf Aquitaine  
Committee and then at TOTAL S.A. from 1991 to 2005. From 1995 to 1997, he worked as Secretary General  
of the CFDT Seine-et-Marne trade union for the Chemicals industry (Syndicat Chimie CFDT), and then, from  
1997 to 2001, as Deputy Secretary General of the CFDT trade union for the power and Chemicals industries  
in the Île-de-France region (Syndicat Énergie Chimie, SECIF), where he became Secretary General in 2001  
and continued in this role until 2005. Subsequently, from 2005 to 2012, Mr. Blanc acted as Federal Secretary  
of the CFDT chemical and power industry federation (Fédération Chimie Énergie) where he was responsible  
first for industrial policy and then for Sustainable Development, Corporate Social Responsibility, international  
affairs (excluding Europe), and the oil and chemicals sectors. From 2009 to 2014, he was Director of the  
Chemicals and Power Industry Research and Training Institute (IDEFORCE association) as well as Advisor to  
the Economic, Social and Environmental Council (Conseil Économique, Social et Environnemental, CESE)  
where he sat as a member of the Economic and Finance section as well as of the Environment section. In  
particular, he was responsible for submitting a report on the societal challenges of biodiversity (La biodiversité,  
relever le défi sociétal) in June 2011, and was the co-author with Alain Bougrain-Dubourg of a follow-up  
opinion entitled “Acting for Biodiversity” (Agir pour la Biodiversité) submitted in 2013. Mr. Blanc was also a  
member of the CESE’s temporary Committee on the “annual report on the state of France” in October 2013.  
In 2017, he also co-authored an opinion entitled “Towards a sustainable bioeconomy” (Vers une bioéconomie  
durable) with Jean-David Abel.  
Main function: TOTAL S.A.* employee  
Directorships and functions held at any company during the 2017 fiscal year  
–
Director representing employees of TOTAL S.A.* and member of the Strategic Committee until May 26,  
017  
2
Directorships that have expired in the previous five years  
–
Director representing employees of TOTAL S.A.* until May 26, 2017  
PAUL DESMARAIS, JR  
Born on July 3, 1954  
Director until May 26, 2017  
(Canadian)  
Biography & Professional Experience  
Director of TOTAL S.A.  
from 2002 until the Ordinary  
Shareholders’ Meeting  
of May 26, 2017  
A graduate of McGill University in Montreal and Institut européen d’administration des affaires (INSEAD) in  
Fontainebleau, Mr. Desmarais was first appointed as Vice President (1984), and then as President and Chief  
Operating Officer (1986), Executive Vice Chairman of the Board (1989), Executive Chairman of the Board  
(1990), Chairman of the Executive Committee (2006) and Executive Co-Chairman of the Board (2008) of  
Power Financial Corporation, a company he helped found in 1984. Since 1996, he has also served as  
Chairman of the Board and Co-Chief Executive Officer of Power Corporation of Canada.  
Main function: Chairman & Co-Chief Executive Officer of Power Corporation of Canada*  
Directorships and functions held at any company during the 2017 fiscal year  
–
–
–
–
–
–
–
Chairman & Co-Chief Executive Officer of Power Corporation of Canada*  
Executive Co-Chairman of Power Financial Corporation*  
Chairman of the Board of Directors and Co-Chief Executive Officer of Pargesa Holding S.A.*  
Director and member of the Executive Committee of Great-West Lifeco Inc.*  
Director and member of the Executive Committee of The Great-West Life Assurance Company  
Director and member of the Executive Committee of Great-West Life & Annuity Insurance Company  
Vice-Chairman of the Board, Director and member of the Standing Committee of Groupe Bruxelles  
Lambert S.A.*  
–
Director and member of the Executive Committee of Investors Group Inc.  
1
14  
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REPORT ON CORPORATE GOVERNANCE  
Administration and management bodies  
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Director and member of the Executive Committee of London Life Insurance Company  
Director and member of the Executive Committee of Mackenzie Inc.  
Director and Deputy Chairman of the Board of La Presse ltée  
Director and Deputy Chairman of Gesca Itée  
Director and member of the Nomination, Compensation and Governance Committee of LafargeHolcim Ltd*  
Director and member of the Executive Committee of The Canada Life Assurance Company  
Director and member of the Executive Committee of Canada Life Financial Corporation  
Director and member of the Executive Committee of IGM Financial Inc.*  
Director and member of the Executive Committee of The Canada Life Assurance Company  
Director of 152245 Canada Inc.  
Director of GWL&A Financial Inc.  
Director of Great-West Life & Annuity Insurance Company of New York  
Director of Power Communications Inc.  
Director and Chairman of the Board of Power Corporation International  
Director and member of the Executive Committee of Putnam Investments, LLC  
Member of the Supervisory Board of Power Financial Europe B.V.  
Director and member of the Executive Committee of The Canada Life Insurance Company of Canada  
Director and Deputy Chairman of the Board of Square Victoria Communications Group Inc.  
Member of the Supervisory Board of Parjointco N.V.  
4
Director of SGS S.A.*  
Directorships that have expired in the previous five years  
–
–
–
–
–
–
–
Director of TOTAL S.A.* until May 26, 2017  
Director of Great West Financial Inc.  
Director and member of the Executive Committee of London Insurance Group Inc.  
Director of Great-West Financial (Nova Scotia) Co.  
Director of Canada Life Capital Corporation Inc. until 2015  
Director of Lafarge* until 2015  
Director of GDF Suez* until 2014  
BARBARA KUX  
Born on February 26, 1954  
Swiss)  
Independent director and member of the Governance and Ethics Committee and the Strategic  
Committee until May 26, 2017  
(
Director of TOTAL S.A.  
from 2011 until the Ordinary  
Shareholders’ Meeting  
of May 26, 2017  
Biography & Professional Experience  
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 Executive Committee of the Philips group and, starting in 2005, was in charge of the supply  
chain and Sustainable Development. From 2008 to 2013, she was a member of the Executive Board of  
Siemens AG, a global leader in high technology present in the energy and renewable energy sector. She was  
responsible for Sustainable Development and the supply chain of the group. Since 2013, she has been a  
director of various world-class international companies and is also a member of the Advisory Board of  
INSEAD. In 2016, she was appointed by the European Commission to the newly established high level  
Decarbonisation Pathways Panel. She has been director of the INSEAD Residence for Corporate Governance  
since 2017.  
Main function: Independent director  
Directorships and functions held at any company during the 2017 fiscal year  
–
Director of TOTAL S.A.*, member of the Governance and Ethics Committee and the Strategic Committee  
until May 26, 2017  
–
–
–
–
Director of Engie S.A.*  
Director of Pargesa Holding S.A.*  
Member of the Supervisory Board of Henkel*  
Vice Chairwoman of the Board of Directors of Firmenich S.A.  
Directorships that have expired in the previous five years  
–
–
–
Director of TOTAL S.A.* until May 26, 2017  
Member of the Board of Directors of Umicore* until 2017  
Member of the Management Board of Siemens AG* until 2013  
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4
Administration and management bodies  
a director was selected, and there is no service agreement that binds  
a director to TOTAL S.A. or to any of its subsidiaries and provides for  
special benefits under the terms thereof.  
4
.1.1.2 Absence of conflicts of interest  
or convictions  
The Board of Directors’ Rules of Procedure stipulate the specific rules  
for preventing conflicts of interest applicable to directors in the  
following terms (refer to point 4.1.2.1 of this chapter for the full  
version of the Rules of Procedure):  
The current members of the Board of Directors of the Company have  
declared to 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.  
“
2.5. Duty of Loyalty  
Directors must not take advantage of their office or duties to  
4
.1.1.3 Plurality of directorships held by  
directors  
gain, for themselves or  
non-monetary benefit.  
a third party, any monetary or  
The number of directorships held by the directors at listed companies  
outside their group, including foreign companies, was assessed as of  
December 31, 2017 in accordance with the recommendations of the  
AFEP-MEDEF Code, point 18, which states that “an executive officer  
should not hold more than two other directorships in listed  
corporations, including foreign corporations, not affiliated with his or  
her group. [This] limit […] does not apply to directorships held by an  
executive officer in subsidiaries and holdings, held alone or together  
with others, of companies whose main activity is to acquire and  
manage such holdings. […] A director should not hold more than four  
other directorships in listed corporations, including foreign  
corporations not affiliated with his or her group.”  
They must notify the Chairman of the Board of Directors and the  
Lead Independent Director, if one has been appointed, of any  
existing or potential conflict of interest with the Company or any  
Group company and they must refrain from participating in the  
vote relating to the corresponding resolution as well as in any  
discussion preceding such vote.  
Directors must inform the Board of Directors of their  
participation in any transaction that directly involves the  
Company, or any Group company, before such transaction is  
finalized.  
Directors must not assume personal responsibilities in  
companies or businesses having activities in competition with  
those of the Company or any Group company without first  
having informed the Board of Directors.  
Summary of other directorships held  
by members of the Board of Directors  
Directors undertake not to seek or accept from the Company, or  
from companies directly or indirectly connected to the  
Company, any advantages liable to be considered as being of a  
nature that may compromise their independence.”  
Number of  
directorships  
Compliance  
held at  
with the criteria  
outside listed  
of the AFEP-  
MEDEF Code  
“
7.2.5 Prevention of conflicts of interest  
As of December 31, 2017  
Patrick Pouyanné  
Patrick Artus  
companies(a)  
Within the Governance and Ethics Committee, the Lead  
Independent Director organizes the performance of due  
diligence in order to identify and analyze potential conflicts of  
interest within the Board of Directors. He informs the Chairman  
and Chief Executive Officer of any conflicts of interest identified  
as a result and reports to the Board of Directors on these  
activities.  
1
2
2
✔
✔
✔
Patricia Barbizet  
Marie-Christine  
Coisne-Roquette  
1
1
2
4
4
1
0
0
2
✔
✔
✔
✔
✔
✔
✔
✔
✔
Mark Cutifani  
Pursuant to the obligation to declare conflicts of interest set out  
in Article 2.5 of these Rules, any director affected by an existing  
or potential conflict of interest must inform the Chairman and  
Chief Executive Officer and the Lead Independent Director.”  
Maria van der Hoeven  
Anne-Marie Idrac  
Gérard Lamarche  
Jean Lemierre  
Renata Perycz  
The Lead Independent Director has performed due diligence in order  
to identify and analyze potential conflicts of interest. She has informed  
the Chairman and Chief Executive Officer of the potential conflicts of  
interest identified as a result. In this regard, the Lead Independent  
Director was consulted in April 2017 by a director about a potential  
conflict of interest arising due to that director’s possible membership  
of a gas-related Committee in a European country. The director in  
question decided not to take up the offer made to him to chair the  
Committee.  
Christine Renaud  
Carlos Tavares  
(
a) In accordance with the criteria of the AFEP-MEDEF Code.  
4
.1.1.4 Director independence  
At its meeting on February 7, 2018, the Board of Directors, on the  
proposal of the Governance and Ethics Committee, reviewed the  
independence of the Company’s directors as of December 31, 2017.  
At the Committee’s proposal, the Board considered that, pursuant to  
the AFEP-MEDEF Code to which the Company refers, 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”.  
On the basis of the work carried out, the Board of Directors noted the  
absence of potential conflicts of interest between the directors’ duties  
with respect to the Company and their private interests.  
To the Company’s knowledge, there is no family relationship among  
the members of the Board of Directors of TOTAL S.A., there is no  
arrangement or agreement with customers or suppliers under which  
1
16  
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Administration and management bodies  
For each director, this assessment relies on the independence criteria  
set forth in point 8.5 of the AFEP-MEDEF Code, revised in  
November 2016, as described below:  
between the two groups. It thus concluded that Mr. Lemierre could  
be deemed to be an independent director;  
▪
The level of activity between Group companies and companies of  
the Natixis group, of which Mr. Artus is a member of the Executive  
Committee, did not represent a material part of the group’s overall  
business (the business of the Group companies with Natixis being  
▪
"not to be or not to have been during the course of the previous  
five years:  
–
–
an employee or executive officer of the corporation,  
(2)  
less than 0.3% of the bank’s net banking income ), or a material  
part of the total amount of external financing of the Group’s  
activities (4.4%). The Board confirmed the absence of economic  
dependence and exclusivity in the activities between the two  
groups. It thus concluded that Mr. Artus could be deemed to be an  
independent director;  
an employee, executive officer of a company or a director of a  
company consolidated within the corporation,  
–
an employee, executive officer or director of the company's  
parent company or a company consolidated within this parent;  
▪
▪
not to be an executive officer of a company in which the  
corporation holds a directorship, directly or indirectly, or in which  
an employee appointed as such or an executive officer of the  
corporation (currently in office or having held such office within the  
last five years) is a director;  
▪
Regarding Peugeot S.A., of which Mr. Tavares is Chairman of the  
Managing Board, on one hand, sales of the Group to Peugeot S.A.  
in 2017 (i.e., €294 million) represented 0.19% of the consolidated  
turnover of the Group ($171 billion, i.e., €152 billion) and on the  
other hand, the amount of purchases made by the Group from  
Peugeot S.A. in 2017 (i.e., €53 million) represented 0.19% of the  
overall amount of purchases made by the Group in 2017  
not to be a customer, supplier, commercial banker or investment  
banker:  
4
(3)  
–
–
that is material to the corporation or its group,  
(€27 billion ). The portion of the business made by the Group with  
Peugeot S.A. cannot be considered to be material. Moreover, for  
Peugeot S.A., on one hand, the amount of purchases made by  
Peugeot with the Group in 2017 (i.e., €294 million) represented  
1.7% of the overall amount of purchases made by Peugeot S.A. in  
2017 (i.e., €17 billion) and, on the other hand, the amount of sales  
made by Peugeot S.A. in 2017 to the Group (i.e., €53 million)  
amounted to 0.01% of the 2016 consolidated turnover of Peugeot  
S.A. (i.e., €54 billion). The portion of the business made by  
Peugeot S.A. with the Group cannot be considered to be material  
for Peugeot S.A. The Board confirmed the absence of economic  
dependence and exclusivity in the activities between the two  
groups. It thus concluded that Mr. Tavares could be deemed to be  
an independent director;  
or for a significant part of whose business the corporation or its  
group accounts.  
The evaluation of the significant or non-significant relationship with  
the company or its group must be debated by the Board and the  
quantitative criteria that lead to the evaluation (continuity, economic  
dependence, exclusivity, etc.) must be explicitely stated in the  
annual report;  
▪
▪
not to be related by close family ties to a company officer;  
not to have been an auditor of the corporation within the previous  
five years;  
▪
not to have been a director of the corporation for more than  
1
2 years. Loss of the status of independent director occurs on the  
▪
Regarding Anglo American plc., of which Mr. Cutifani is Chief  
Executive, on one hand, sales of the Group to Anglo American plc.  
in 2017 (i.e., $313 million) represented 0.18% of the 2017  
consolidated turnover of the Group (i.e., $171 billion) and on the  
other hand, the amount of purchases made by the Group from  
Anglo American plc. in 2017 was insignificant (less than €20,000).  
The portion of the business made by the Group with Anglo  
American plc. cannot be considered to be material for the Group.  
Moreover, for Anglo American plc., on one hand, the amount of  
purchases made by Anglo American plc. with the Group in 2017  
date at which this period of 12 years is reached."  
The AFEP-MEDEF Code stipulates that non-executive directors  
cannot be considered independent if they receive variable  
compensation in cash or in the form of shares or any other  
compensation linked to the performance of the company or group.  
It also stipulates that directors representing major shareholders of the  
corporation or its parent company may be considered as being  
independent provided that these shareholders do not take part in  
control of the corporation. Nevertheless, beyond a 10% holding of  
stock or 10% of the voting rights, the board, upon a report from the  
nominations committee, should systematically review the qualification  
of a director as independent in the light of the make-up of the  
corporation’s capital and the existence of a potential conflict of  
interest.  
(i.e., $313 billion) represented 3% of the overall amount of  
purchases made by Anglo American plc. in 2017 (i.e., $10.2 billion)  
and, on the other hand, the amount of sales made by Anglo  
American plc. in 2017 to the Group was insignificant (less than  
€
20,000). The portion of the business made by Anglo American  
plc. with the Group cannot be considered to be material for Anglo  
American plc. The Board confirmed the absence of economic  
dependence and exclusivity in the activities between the two  
groups. It thus concluded that Mr. Cutifani could be deemed to be  
an independent director;  
As such, concerning the independence of Mses. Barbizet,  
Coisne-Roquette, van der Hoeven and Idrac and Messrs. Artus,  
Cutifani, Lamarche, Lemierre and Tavares, it was confirmed that the  
independence analyses carried out previously continue to be relevant.  
▪
The level of activity between Group companies and companies of  
the Sonepar group, of which Ms. Coisne-Roquette is Chairwoman,  
did not represent a material part of the overall business of the  
Sonepar group (the purchases made by Group companies from  
the Sonepar group representing €1.6 million in 2017, i.e., 0.005%  
of the overall purchases made by the Group in 2017 of €27 billion).  
The Board confirmed the absence of economic dependence and  
exclusivity in the activities between the two groups. It thus  
concluded that Ms. Coisne-Roquette could be deemed to be an  
independent director;  
In particular, the following information was noticed:  
▪
The level of activity between Group companies and companies of  
BNP Paribas, of which Mr. Lemierre is Chairman of the Board of  
Directors, did not represent  
a material part of the financial  
institution’s overall business (the business of the Group companies  
with BNP Paribas being less than 0.1% of the bank’s net banking  
(
1)  
income ), or a material part of the total amount of external  
financing of the Group’s activities (2.5%). The Board confirmed the  
absence of economic dependence and exclusivity in the activities  
(
(
(
1) Net banking income for 2017 estimated on the basis of the accounts of BNP Paribas as of September 30, 2017.  
2) Net banking income for 2017 estimated on the basis of the accounts of Natixis as of September 30, 2017.  
3) Excluding oil products and vessel chartering by Trading & Shipping.  
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Administration and management bodies  
▪
The level of activity between Group companies and companies of  
the Artémis group, of which Ms. Barbizet is a director, did not  
represent a material part of the overall business of the Artémis  
group (the purchases made by Group companies from the Artémis  
group being insignificant), or a material part of the Group’s  
purchases in 2017 (approximately 0.00014%). The Board  
confirmed the absence of economic dependence and exclusivity in  
the activities between the two groups. It thus concluded that Ms.  
Barbizet could be deemed to be an independent director;  
Rate of independence of the Board of Directors  
as of December 31, 2017 and after the 2018  
Shareholders’ Meeting  
Rate of  
(a)  
independence of  
the Board of  
Directors  
Director not  
deemed  
independent  
As of December 31, 2017  
90% Patrick Pouyanné  
▪
The level of the holding of stock in TOTAL S.A. by Groupe  
Bruxelles Lambert, of which Mr. Lamarche is Deputy Managing  
Director, which was less than 1% of the share capital as of  
December 31, 2017, was not material and did not call into  
question Mr. Lamarche’s independence.  
Following the  
Shareholders’ Meeting  
(b)  
of June 1, 2018  
90% Patrick Pouyanné  
(a) Excluding the director representing employee shareholders and the director  
representing employees, in accordance with the recommendations of the  
AFEP-MEDEF Code (point 8.3).  
Accordingly, Mses. Barbizet, Coisne-Roquette, van der Hoeven and  
Idrac and Messrs. Artus, Cutifani, Lamarche, Lemierre and Tavares  
were deemed to be independent directors.  
(b) Subject to approval of the resolutions by the Shareholders’ Meeting.  
The percentage of independent directors on the Board based on its  
composition as of December 31, 2017 was 90% .  
(1)  
4.1.1.5 Diversity policy of the Board  
of Directors  
The Board of Directors places a great deal of importance on its  
composition and the composition of its Committees. In particular, it  
relies on the work of the Governance and Ethics Committee, which  
reviews annually and proposes, as circumstances may require,  
desirable changes to the composition of the Board of Directors and  
Committees based on the Group’s strategy.  
The rate of independence of the Board of Directors is higher than the  
rate of independence recommended by the AFEP-MEDEF Code,  
which specifies that at least half of the members of the Board in  
widely-held companies with no controlling shareholders must be  
independent.  
Summary of the independence of the members  
of the Board of Directors  
The Governance and Ethics Committee conducts its work within the  
framework of a formal procedure so as to ensure that the directors’  
fields of speciality are complementary and that their profiles are  
diverse, to maintain an overall proportion of independent members  
that is appropriate to the Company’s governance structure and  
shareholder base, to allow for a balanced representation of men and  
women on the Board, and to promote an appropriate representation  
of directors of different nationalities.  
Compliance with  
the independence  
(
a)  
criteria  
of the AFEP-  
Reason for  
As of December 31, 2017  
MEDEF Code non-compliance  
Chairman and  
Chief Executive  
Officer of the  
As part of an effort that began several years ago, the composition of  
the Board of Directors has changed significantly since 2010 to  
achieve better gender balance and an openness to more international  
profiles.  
Patrick Pouyanné  
Patricia Barbizet  
✘
Company  
✔
Marie-Christine  
Coisne-Roquette  
Based on its composition as of March 14, 2018, the 12 members of  
the Board of Directors include 5 non-French directors, 6 male  
directors and 6 female directors.  
✔
✔
✔
✔
✔
✔
✔
✔
Maria van der Hoeven  
Anne-Marie Idrac  
Patrick Artus  
In accordance with Article L. 225-27-1 of the French Commercial  
Code, the director representing employees is not taken into account  
for the application of the provisions relating to the gender balance of  
the Board. Therefore, the proportion of women on the Board was  
45.5% as of December 31, 2017 (5 women out of 11 directors).  
Mark Cutifani  
Gérard Lamarche  
Jean Lemierre  
The 40% threshold of directors from each gender required by  
Article L. 225-18-1 of the French Commercial Code was reached as  
of December 31, 2017.  
Carlos Tavares  
(
a) Excluding the director representing employee shareholders and the director  
representing employees, in accordance with the recommendations of the  
AFEP-MEDEF Code (point 8.3).  
(
1) Excluding the director representing employee shareholders and the director representing employees, in accordance with the recommendations of the  
AFEP-MEDEF Code (point 8.3).  
1
18  
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4
.1.1.6 Training of directors and knowledge  
of the Company  
4.1.1.7 Renewal of directorships proposed  
to the Shareholders’ Meeting of  
June 1, 2018  
Directors may ask to receive training in the specifics of the Company,  
its businesses and its business sector, as well as any training that  
may help them perform their duties as directors.  
The director representing employees also receives in-house training  
time at the Company and/or training in economics offered by an  
outside body chosen by the director, after the Board Secretary has  
accepted the body and the training program. This training time, which  
was initially set at 20 hours per year, has been increased to 60 hours  
per year by decision of the Board of Directors at its meeting of  
July 26, 2017.  
The directorships of Messrs. Patrick Pouyanné and Patrick Artus and  
Ms. Anne-Marie Idrac will expire at the Annual Ordinary Shareholders’  
Meeting of June 1, 2018.  
At its meeting of March 14, 2018, the Board of Directors, on proposal  
by the Governance and Ethics Committee, decided to submit to the  
Annual Shareholders’ Meeting of June 1, 2018, the renewal of the  
directorship of Messrs. Patrick Pouyanné and Patrick Artus and Ms.  
Anne-Marie Idrac for a three-year term to expire following the Annual  
Shareholders’ Meeting held in 2021 to approve the 2020 financial  
statements.  
Since 2013, the Board of Directors has met each year at a Group  
site. Having been to the CSTJF (Centre scientifique et technique Jean  
Féger) in Pau, France, the Antwerp platform in Belgium, the Bu Hasa  
field in Abu Dhabi and the Laggan project site in the North Sea, in  
October 2017, the Board of Directors visited the Group’s research  
center in Solaize, France. Meetings of the Board held at sites provide  
an opportunity to meet Group employees. They supplement the  
directors’ training in the specifics of the Group and contribute to the  
integration of new directors.  
Mr. Patrick Artus will continue to provide the Group with the benefit of  
his expertise in economics and his in-depth knowledge of the  
financial and energy sectors. He will maintain his commitment by  
continuing to contribute actively to the quality of the Board of  
Directors’ discussions.  
4
Ms. Anne-Marie Idrac will continue to provide the Group with the  
benefit of her expertise in foreign trade and international relations, and  
the managerial and operational experience that she has acquired  
throughout her career.  
The directors also have regular contact with Group management,  
including members of the Executive Committee at Board meetings  
and operational managers during visits to the Group’s sites. These  
interactions between directors and managers help the directors to  
gain a concrete understanding of the Group’s activities.  
4
.1.2 Practices of the Board of Directors  
9
3.5  
%
1
9
AVERAGE BOARD  
MEETING ATTENDANCE  
RATE OF  
EXECUTIVE SESSION  
CHAIRED BY THE LEAD  
INDEPENDENT  
MEETINGS OF  
THE BOARD  
OF DIRECTORS  
IN 2017  
THE DIRECTORS  
DIRECTOR  
4
.1.2.1 Working procedures of the Board of Directors  
The working procedures of the Board of Directors are set out in its  
Rules of Procedure, which specify the mission of the Board of  
Directors and the rules related to the organization of its work. The  
Board’s Rules of Procedure also specify the obligations of each  
director, as well as the role and powers of the Chairman and the  
Chief Executive Officer.  
The Rules of Procedure of the Board of Directors are reviewed on a  
regular basis to adapt them to changes in governance rules and  
practices. In 2014, changes were made to include, in particular, new  
provisions relating to information of the Board of Directors in the  
event of new directorships being assumed by the directors or  
changes in existing directorships, together with a reminder of the  
obligations of confidentiality inherent to the work of the Board. In  
December 2015, changes were made to provide for the appointment  
of a Lead Independent Director in the event of the combination of the  
functions of Chairman of the Board and Chief Executive Officer and to  
define his or her duties.  
Mr. Charles Paris de Bollardière has served as Secretary of the Board  
of Directors since his appointment by the Board of Directors on  
September 15, 2009.  
Since November 4, 2014, the date of the first appointment of the  
director representing employees on the Board of Directors, a member  
of the Central Works Council attends Board meetings in an advisory  
capacity, pursuant to Article L.ꢀꢀ2312-75 of the French Labor Code.  
The text of the latest unabridged version of the Rules of Procedure of  
the Board of Directors, as approved by the Board of Directors at its  
meeting on December 16, 2015, is provided below. It is also available  
on the Company’s website under “Our Group/Our identity/Our  
governance”.  
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4
Administration and management bodies  
(
1)  
The Board of Directors of TOTAL S.A. approved the following  
Rules of Procedure.  
ensure that they have broad knowledge of the general and  
particular obligations related to their duty, especially the laws and  
regulations governing directorships in French limited liability  
companies (sociétés anonymes) whose shares are listed in one or  
several regulated markets. They must also ensure that they are  
familiar with the guidelines set out in the Corporate Governance  
Code to which the Company refers.  
◗
1. ROLE OF THE BOARD OF DIRECTORS  
The Board of Directors is a collegial body that determines the  
strategic direction of the Company and supervises 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 Company’s operation and make 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:  
Accepting a directorship creates an obligation to comply with  
applicable regulations relating in particular to the functioning of the  
Board of Directors, and with the ethical rules of professional  
conduct for directors as described in the Corporate Governance  
Code to which the Company refers. It also creates an obligation to  
comply with these rules of procedure and to uphold the Group’s  
values as described in its Code of Conduct.  
(
2)  
▪
▪
▪
▪
appointing the executive directors and supervising the handling  
of their responsibilities;  
When directors participate in and vote at meetings of the Board of  
Directors, they are required to represent all of the Company’s  
shareholders and to act in the interest of the Company as a  
whole.  
defining the Company’s strategic orientation and, more generally,  
that of the Group;  
approving investments or divestments being considered by the  
Group that exceed 3% of shareholders’ equity;  
2.1. Independence of judgment  
Directors undertake to maintain, in all circumstances, 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 or, more generally, any third party.  
reviewing information on significant events related to the  
Company’s operations, in particular for investments and  
divestments involving amounts exceeding 1% of shareholders’  
equity;  
▪
conducting any audits and investigations it deems appropriate. In  
particular, the Board, with the assistance of the Audit Committee,  
ensures that:  
2
.2. Other directorships or functions  
Directors must keep the Board of Directors informed of any  
position they hold on the management team, board of directors or  
supervisory board of any other company, whether French or  
foreign, listed or unlisted. This includes any positions as a  
non-voting member (censeur) of a board. To this end, directors  
expressly undertake to promptly notify the Chairman of the Board  
of Directors, and the Lead Independent Director if one has been  
appointed, of any changes to the positions held, for any reason,  
whether appointment, resignation, termination or non-renewal.  
–
–
–
–
authority has been properly defined and that the various  
corporate bodies of the Company make proper use of their  
powers and responsibilities,  
no individual is authorized 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 the  
statutory auditors are able to perform their mission  
satisfactorily, and  
2
.3. Participation in the board’s work  
Directors undertake to devote the amount of time required to duly  
consider the information they are given and otherwise prepare for  
meetings of the Board of Directors and of the Committees of the  
Board of Directors on which they sit. They may request from the  
executive directors any additional information they deem  
necessary or useful to their duties. If they consider it necessary,  
they may request training on the Company’s specificities,  
businesses and industry sector, and any other training that may  
be of use to the effective exercise of their duties as directors.  
the Committees it has created duly perform their responsibilities  
▪
ensuring the quality of the information provided to shareholders  
and financial markets through the financial statements that it  
approves as well as the annual reports, or when major  
transactions are conducted;  
▪
▪
convening and setting the agenda for Shareholders’ Meetings or  
meetings of bond holders;  
preparing on an annual basis the list of directors it deems to be  
independent according to generally accepted corporate  
governance criteria; and  
Unless unable, in which case the Chairman of the Board shall be  
provided advance notice, directors are to attend all meetings of  
the Board of Directors, meetings of Committees of the Board of  
Directors on which they serve and Shareholders’ Meetings.  
▪
appointing a Lead Independent Director under the conditions set  
out in Article 7, when the Chairman of the Board of Directors is  
also the Chief Executive Officer pursuant to a decision by the  
Board of Directors.  
The Chairman of the Board ensures that directors receive all  
relevant information concerning the Company, including that of a  
negative nature, particularly analyst reports, press releases and  
the most important media articles.  
◗
2. OBLIGATIONS OF THE DIRECTORS  
OF TOTAL S.A.  
Before accepting a directorship, all candidates receive a copy of  
TOTAL S.A.’s bylaws and these rules of procedure. They must  
2
.4. Confidentiality  
Directors and any other person who attends all or part of any  
meeting of the Board of Directors or its Committees are under the  
strict obligation not to disclose any details of the proceedings.  
(
(
1) TOTAL S.A. is referred to in these Rules of Procedure as the “Company” and collectively with all its direct and indirect subsidiaries as the “Group”.  
2) The term “executive director” refers to the Chairman and Chief Executive Officer, if the Chairman of the Board of Directors is also responsible for the  
management of the Company; the Chairman of the Board of Directors and the Chief Executive Officer, if the two roles are carried out separately; and, where  
applicable, any Deputy Chief Executive Officers or Chief Operating Officers, depending on the organizational structure adopted by the Board of Directors.  
1
20  
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All documents reviewed at meetings of the Board of Directors, as  
well as information conveyed prior to or during the meetings, are  
strictly confidential.  
or as administered registered shares with a French broker (or  
North American broker for ADRs), whose contact details are  
communicated by the director to the Secretary of the Board of  
Directors;  
With respect to all non-public information acquired during the  
exercise of their functions, directors are bound by professional  
secrecy not to divulge such information to employees of the  
Group or to outside parties. This obligation goes beyond the mere  
duty of discretion provided for by law.  
2. Directors shall refrain from directly or indirectly engaging in (or  
recommending engagement in) transactions involving the financial  
instruments (shares, ADRs or any other securities related to such  
financial instruments) of the Company or its listed subsidiaries, or  
any listed financial instruments for which the director has insider  
information.  
Directors must not use confidential information obtained prior to or  
during meetings for their own personal benefit or for the benefit of  
anyone else, for whatever reason. They must take all necessary  
steps to ensure that the information remains confidential.  
Confidentiality and privacy are lifted when such information is  
made publicly available by the Company.  
Insider information is specific information that has not yet been  
made public and that directly or indirectly concerns one or more  
issuers of financial instruments or one or more financial  
instruments and which, if it were made public, could have a  
significant impact on the price of the financial instruments  
concerned or on the price of financial instruments related to them;  
2
.5. Duty of loyalty  
Directors must not take advantage of their office or duties to gain,  
for themselves or a third party, any monetary or non-monetary  
benefit.  
4
3
. Any transaction in the Company’s financial instruments (shares,  
ADRs or related financial instruments) is strictly prohibited during  
the thirty calendar days preceding the publication by the Company  
of its periodic results (quarterly, half-year or annual) as well as on  
the day of any such announcement;  
They must notify the Chairman of the Board of Directors and the  
Lead Independent Director, if one has been appointed, of any  
existing or potential conflict of interest with the Company or any  
Group company and they must refrain from participating in the  
vote relating to the corresponding resolution as well as in any  
discussion preceding such vote.  
4
. Moreover, directors shall comply, where applicable, with the  
provisions of Article L. 255-197-1 of the French Commercial  
Code, which stipulates that free shares may not be sold:  
▪
▪
during the ten trading days preceding and the three trading days  
following the date on which the Consolidated Financial  
Statements or, failing that, the annual financial statements, are  
made public, and  
Directors must inform the Board of Directors of their participation  
in any transaction that directly involves the Company, or any  
Group company, before such transaction is finalized.  
Directors must not assume personal responsibilities in companies  
or businesses having activities in competition with those of the  
Company or any Group company without first having informed the  
Board of Directors.  
during the period from the date on which the Company’s  
corporate bodies become aware of information that, if it were  
made public, could have a significant impact on the Company’s  
share price, until ten trading days after such information is made  
public;  
Directors undertake not to seek or accept from the Company, or  
from companies directly or indirectly connected to the Company,  
any advantages liable to be considered as being of a nature that  
may compromise their independence.  
5
. Directors are prohibited from carrying out transactions on any  
financial instruments related to the Company’s share (Paris option  
market (MONEP), warrants, exchangeable bonds, etc.) and from  
buying on margin or short selling such financial instruments;  
2
.6. Duty of expression  
6
. Directors are also prohibited from hedging the shares of the  
Directors undertake to clearly express their opposition if they  
deem a decision being considered by the Board of Directors is  
contrary to the Company’s corporate interest and they must  
endeavor to convince the Board of Directors of the pertinence of  
their position.  
Company and any financial instruments related to them, and in  
particular:  
▪
▪
▪
Company shares that they hold; and, where applicable,  
Company share subscription or purchase options,  
2
.7. Transactions in the Company’s securities and stock  
rights to Company shares that may be awarded free of charge,  
and  
exchange rules  
While in office, directors are required to hold the minimum number  
of registered shares of the Company as set by the bylaws.  
▪
Company shares obtained from the exercise of options or  
granted free of charge;  
Generally speaking, directors must act with the highest degree of  
prudence and vigilance when completing any personal transaction  
involving the financial instruments of the Company, its subsidiaries  
or affiliates that are listed or that issue listed financial instruments.  
7. Directors must make all necessary arrangements to declare,  
pursuant to the form and timeframe provided by applicable law, to  
the French securities regulator (Autorité des marchés financiers),  
as well as to the Secretary of the Board of Directors, any  
transaction involving the Company’s securities conducted by  
themselves or by any other person to whom they are closely  
related.  
To that end, directors must comply with the following  
requirements:  
1
. Any shares or ADRs of TOTAL S.A. or its listed subsidiaries are  
to be held in registered form, either with the Company or its agent,  
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4
Administration and management bodies  
◗
3. FUNCTIONING OF THE BOARD OF DIRECTORS  
◗
4. ROLE AND AUTHORITY OF THE CHAIRMAN  
The Chairman represents the Board of Directors and, except  
under exceptional circumstances, has sole authority to act and  
speak on behalf of the Board of Directors.  
3
.1. Board meetings  
The Board of Directors meets at least four times a year and  
whenever circumstances require.  
The Chairman organizes and oversees the work of the Board of  
Directors and ensures that the Company’s corporate bodies  
operate effectively and in compliance with good governance  
principles. The Chairman coordinates the work of the Board of  
Directors and its Committees. The Chairman establishes the  
agenda for each Board meeting, including items suggested by the  
Chief Executive Officer.  
Prior to each Board meeting, the directors receive the agenda  
and, whenever possible, all other materials necessary to consider  
for the session.  
Directors may be represented by another director at a meeting of  
the Board, provided that no director holds more than one proxy at  
any single meeting.  
The Chairman ensures that directors receive, in a timely manner  
and in a clear and appropriate format, the information they need to  
effectively carry out their duties.  
Whenever authorized by law, directors are considered present for  
quorum and majority purposes who attend Board meetings  
through video conferencing or other audiovisual means that are  
compliant with the technical requirements set by applicable  
regulations.  
In liaison with the Group’s general management, the Chairman is  
responsible for maintaining relations between the Board of  
Directors and the Company’s shareholders. The Chairman  
monitors the quality of information disclosed by the Company.  
3
.2. Directors’ fees  
The Board of Directors allocates annual directors’ fees within the  
total amount authorized by the Annual Shareholders’ Meeting.  
Compensation includes a fixed portion and a variable portion that  
takes into account each directors’ actual participation in the work  
of the Board of Directors and its Committees together with, if  
applicable, the duties of the Lead Independent Director.  
In close cooperation with the Group’s General Management, the  
Chairman may represent the Company in high-level discussions  
with government authorities and major partners, both at a national  
and international level.  
The Chairman is regularly informed by the Chief Executive Officer  
of significant events and situations relating to the Group,  
particularly with regard to strategy, organization, monthly financial  
reporting, major investment and divestment projects and key  
financial transactions. The Chairman may ask the Chief Executive  
Officer or other senior executives of the Company, provided that  
the Chief Executive Officer is informed, to supply any information  
that may help the Board or its Committees to carry out their  
duties.  
The Chief Executive Officer or, if the functions are combined, the  
Chairman and Chief Executive Officer, does not receive any  
director’s fees for his participation in the work of the Board and its  
Committees.  
3
.3. Secretary of the Board of Directors  
The Board of Directors, based on the recommendation of its  
Chairman, appoints a Secretary of the Board who assists the  
Chairman in organizing the Board’s activities, and particularly in  
preparing the annual work program and the schedule of Board  
meetings.  
The Chairman may meet with the statutory auditors in order to  
prepare the work of the Board of Directors and the Audit  
Committee.  
The Secretary drafts the minutes of Board meetings, which are  
then submitted to the Board for approval. The Secretary is  
authorized to dispatch Board meeting minutes and to certify  
copies and excerpts of the minutes.  
Every year, the Chairman presents a report to the Annual  
Shareholders’ Meeting describing the preparation and  
organization of the Board of Directors’ work, any limits set by the  
Board of Directors concerning the powers of the Chief Executive  
Officer, and the internal control procedures implemented by the  
Company. To this end, the Chairman obtains the necessary  
information from the Chief Executive Officer.  
The Secretary is responsible for all procedures pertaining to the  
functioning of the Board of Directors. These procedures are  
reviewed periodically by the Board.  
All Board members may ask the Secretary for information or  
assistance.  
◗
5. AUTHORITY OF THE CHIEF EXECUTIVE OFFICER  
The Chief Executive Officer is responsible for the Company’s  
overall management. He represents the Company in its  
relationships with third parties and chairs the Executive  
Committee. The Chief Executive Officer is vested with the  
broadest powers to act on behalf of the Company in all  
circumstances, subject to the powers that are, by law, restricted  
to the Board of Directors and to the Annual Shareholders’  
Meeting, as well as to the Company’s corporate governance rules  
and in particular these rules of procedure of the Board of  
Directors.  
3
.4. Evaluation of the functioning of the Board of Directors  
The Board evaluates its functioning at regular intervals not  
exceeding three years. The evaluation is carried out under the  
supervision of the Lead Independent Director, if one has been  
appointed, or under the supervision of the Governance and Ethics  
Committee, with the assistance of an outside consultant. The  
Board of Directors also conducts an annual review of its practices.  
The Chief Executive Officer is responsible for presenting the  
Group’s results and prospects to shareholders and the financial  
community on a regular basis.  
At each meeting of the Board of Directors, the Chief Executive  
Officer presents an overview of significant Group events.  
1
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Administration and management bodies  
5. Prevention of conflicts of interest  
◗
6. BOARD COMMITTEES  
The Board of Directors approved the creation of:  
Within the Governance and Ethics Committee, the Lead  
Independent Director organizes the performance of due diligence  
in order to identify and analyze potential conflicts of interest within  
the Board of Directors. He informs the Chairman and Chief  
Executive Officer of any conflicts of interest identified as a result  
and reports to the Board of Directors on these activities.  
▪
▪
▪
▪
an Audit Committee;  
a Governance and Ethics Committee;  
a Compensation Committee; and  
(1)  
a Strategic Committee .  
Pursuant to the obligation to declare conflicts of interest set out in  
Article 2.5 of these Rules, any director affected by an existing or  
potential conflict of interest must inform the Chairman and Chief  
Executive Officer and the Lead Independent Director.  
The roles and composition of each Committee are set forth in their  
respective rules of procedure, which have been approved by the  
Board of Directors.  
The committees perform their duties under the authority and for  
the benefit of the Board of Directors.  
6
. Monitoring of the satisfactory functioning of the Board and  
compliance with the Rules of Procedure  
Each Committee reports on its activities to the Board of Directors.  
The Lead Independent Director ensures compliance with the rules of  
the Corporate Governance Code to which TOTAL S.A. refers and  
with the Rules of Procedure of the Board of Directors. He or she may  
make any suggestions or recommendations that he deems  
appropriate to this end.  
◗
7. LEAD INDEPENDENT DIRECTOR  
4
7
.1. Appointment of the Lead Independent Director  
When the functions of the Chairman of the Board and Chief  
Executive Officer are combined, the Board of Directors appoints a  
Lead Independent Director, on the recommendation of the  
Governance and Ethics Committee, from among the directors  
considered to be independent by the Board of Directors.  
He or she ensures that the directors are in a position to carry out  
their tasks under optimal conditions and that they have sufficient  
information to perform their duties.  
With the agreement of the Governance and Ethics Committee, the  
Lead Independent Director may hold meetings of the directors  
who do not hold executive or salaried positions on the Board of  
Directors. He reports to the Board of Directors on the conclusions  
of such meetings.  
The appointed Lead Independent Director holds this position while  
in office as director, unless otherwise decided by the Board of  
Directors, which may choose to terminate his duties at any time. If  
for any reason the director is no longer deemed to be  
independent, his or her position as Lead Independent Director will  
be terminated.  
7
. Relationships with Shareholders  
The Chairman and Chief Executive Officer and the Lead  
Independent Director are the shareholders’ dedicated contacts on  
issues that fall within the remit of the Board.  
The Lead Independent Director, if one is appointed, chairs the  
Governance and Ethics Committee.  
When  
a shareholder approaches the Chairman and Chief  
7
.2. Duties of the Lead Independent Director  
The Lead Independent Director’s duties include:  
. Convening meetings of the Board of Directors – Meeting  
Executive Officer in relation to such issues, they may seek the  
opinion of the Lead Independent Director before responding  
appropriately to the shareholder’s request.  
1
When the Lead Independent Director is approached by  
a
Agenda  
shareholder in relation to such issues, he or she must inform the  
Chairman and Chief Executive Officer, providing his or her opinion,  
so that the Chairman and Chief Executive Officer may respond  
appropriately to the request. The Chairman and Chief Executive  
Officer must inform the Lead Independent Director of the  
response given.  
The Lead Independent Director may request that the Chairman  
and Chief Executive Officer call a meeting of the Board of  
Directors to discuss a given agenda.  
He may request that the Chairman and Chief Executive Officer  
include additional items on the agenda of any meeting of the  
Board of Directors.  
7
.3. Resources, conditions of office and activity report  
2
. Participation in the work of the committees  
The Chairman and Chief Executive Officer must regularly update  
the Lead Independent Director on the Company’s activities.  
If not a member of the Compensation Committee, the Lead  
Independent Director is invited to attend meetings and  
participates in the work of the Compensation Committee relating  
to the annual review of the executive directors’ performance and  
recommendations regarding their compensation.  
The Lead Independent Director has access to all of the  
documents and information necessary for the performance of his  
or her duties.  
The Lead Independent Director may consult the Secretary of the  
Board and use the latter’s services in the performance of his or  
her duties.  
3
. Acting as Chairperson of Board of Directors’ meetings  
When the Chairman and Chief Executive Officer is unable to  
attend all or part of a meeting of the Board of Directors, the Lead  
Independent Director chairs the meeting. In particular, he or she  
chairs those Board meetings the proceedings of which relate to  
the evaluation of the performance of the executive directors and  
the determination of their compensation, which take place in their  
absence.  
Under the conditions set out in Article 3.2 of these Rules and  
those established by the Board of Directors, the Lead  
Independent Director may receive additional director’s fees for the  
duties entrusted to him or her.  
The Lead Independent Director must report annually to the Board  
of Directors on the performance of his or her duties. During Annual  
General Meetings, the Chairman and Chief Executive Officer may  
invite the Lead Independent Director to report on his or her  
activities.  
4. Evaluation of the functioning of the Board of Directors  
The Lead Independent Director manages the evaluation process  
relating to the functioning of the Board of Directors and reports on  
this evaluation to the Board of Directors.  
(
1) Since September 20, 2017, the Committee has been renamed Strategic & CSR Committee and its remit has been broadened to cover Corporate Social  
Responsibility (CSR) and questions relating to the inclusion of climate-related issues in the Group's strategy.  
REGISTRATION DOCUMENT 2017  
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4
Administration and management bodies  
4
.1.2.2 Activity of the Board of Directors in 2017  
Directors are generally given written notice of Board meetings during  
the week preceding the 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 the following Board meeting.  
The Board of Directors held nine meetings in 2017. The global  
attendance rate for the directors was 93.5%. The Audit Committee  
held 7 meetings, with an attendance rate of 92%; the Compensation  
Committee met 3 times, with 100% attendance; the Governance and  
Ethics Committee held 2 meetings, with 83.3% attendance; and the  
Strategic & CSR Committee met twice, with 90% attendance.  
A table summarizing individual attendance at the Board of Directors and Committee meetings is provided below.  
Directors’ attendance at Board and Committee meetings in 2017  
Board of  
Directors  
Audit  
Committee  
Compensation  
Committee  
Governance and Ethics  
Committee  
Strategic &  
CSR Committee  
Directors  
Attendance Number of Attendance Number of Attendance Number of Attendance Number of Attendance Number of  
rate  
100%  
100%  
100%  
100%  
meetings  
rate  
meetings  
rate  
meetings  
rate  
meetings  
rate  
100%  
50%  
meetings  
Patrick Pouyanné  
Patrick Artus  
9/9  
-
-
6/7  
-
-
-
-
-
-
-
2/2  
9/9  
86%  
-
100%  
-
-
100%  
-
1/2  
Patricia Barbizet  
9/9  
-
-
3/3  
-
2/2  
-
100%  
100%  
2/2  
(
a)  
Marc Blanc  
4/4  
-
1/1  
Marie-Christine  
Coisne-Roquette  
(
b)  
100%  
100%  
25%  
9/9  
5/5  
1/4  
9/9  
9/9  
4/4  
6/9  
9/9  
9/9  
5/5  
4/5  
100%  
7/7  
100%  
3/3  
-
-
-
-
-
-
2/2  
(
c)  
Mark Cutifani  
Paul Desmarais, Jr  
-
-
-
-
-
-
-
(
a)  
-
-
-
-
-
-
-
-
(
b)  
Maria van der Hoeven  
Anne-Marie Idrac  
100%  
100%  
100%  
67%  
75%  
3/4  
-
-
-
2/2  
2/2  
(c)  
(c)  
-
-
-
-
-
100%  
2/2  
0/1  
-
100%  
(
a)  
Barbara Kux  
-
-
-
0%  
100%  
-
1/1  
(
b)  
Gérard Lamarche  
Jean Lemierre  
Renata Perycz  
100%  
7/7  
100%  
3/3  
-
-
1/2  
2/2  
(
c)  
(c)  
100%  
100%  
100%  
80%  
-
-
-
-
-
-
100%  
-
100%  
1/1  
-
100%  
(b)  
-
1/1  
-
-
-
-
-
2/2  
1/1  
(
d)  
(b)  
Christine Renaud  
-
-
-
-
-
(
d)  
Carlos Tavares  
Attendance rate  
-
-
-
-
(e)  
93.5%  
92%  
100%  
83.3%  
90%  
(
(
(
(
(
a) Director until May 26, 2017.  
b) Voluntary participation (director not a member of the Strategic & CSR Committee).  
c) Including one voluntary participation. Member of the committee since May 26, 2017.  
d) Director since May 26, 2017.  
e) Excluding voluntary participation.  
The Board meetings included, but were not limited to, a review of the  
following subjects:  
▪
▪
Board of Directors’ report to the Shareholders’ Meeting regarding  
purchases and sales of shares of the Company pursuant to  
Article L. 225-211 of the French Commercial Code;  
February 8  
information about the results of the option to receive the payment  
of the second interim dividend for fiscal year 2016 in shares;  
▪
presentation to the Board of the work of the Audit Committee at its  
meeting on February 6, 2017;  
▪
▪
renewal of the authorization to issue bonds;  
▪
closing of the 2016 accounts (Consolidated Financial Statements,  
parent company accounts) after the Audit Committee’s report and  
work performed by the statutory auditors;  
renewal of the authorization to issue security, commitments and  
guarantees;  
▪
▪
request for authorization to issue guarantees;  
▪
draft allocation of the profits of TOTAL S.A., setting of the dividend,  
ex-dividend and payment dates, option for the payment of the  
balance of the dividend in shares;  
declarations of crossing of thresholds in the Company’s share  
capital;  
▪
▪
main messages of financial communications, including industrial  
safety aspects;  
▪
report of the Lead Independent Director on her mandate;  
information regarding the buyback and cancellation of treasury  
shares;  
1
24  
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▪
debate on the Board of Directors’ practices based on a formal  
self-assessment carried out in the form of a detailed questionnaire  
answered by each director, the process of which was conducted  
by the Lead Independent Director; suggestion of areas for  
improvement;  
April 26  
▪
presentation to the Board of the work of the Strategic Committee  
at its meeting on March 15, 2017;  
▪
▪
presentation of the Group’s risk map;  
results for the first quarter of 2017 after the Audit Committee’s  
report and work performed by the statutory auditors;  
▪
▪
presentation to the Board of the work of the Governance and  
Ethics Committee at its meeting on February 8, 2017;  
▪
▪
presentation to the Board of the work of the Audit Committee at its  
meeting on April 24, 2017;  
examination of the changes to the AFEP-MEDEF Code (revised in  
November 2016);  
setting a first interim dividend to be paid on the dividend for fiscal  
year 2017;  
▪
▪
▪
▪
proposal to appoint and renew directorships;  
assessment of the independence of the directors;  
composition of the Board’s Committees;  
▪
▪
preparation for the Annual Shareholders’ Meeting;  
information and decisions regarding the 2017 share capital  
increase reserved for employees;  
allocation of directors’ fees for fiscal year 2016; increase in the  
additional amount paid per journey from a country outside France  
in order to encourage the internationalization of the Board of  
Directors;  
▪
information about the results of the option to receive the payment  
of the third interim dividend for fiscal year 2016 in shares;  
▪
▪
request for authorization to issue guarantees;  
4
▪
▪
market abuse regulations – blackout periods; information about the  
new procedure set up by the Company following the entry into  
force of Regulation (EU) 596/2014;  
information on declarations of thresholds in the Company’s capital  
to be declared; and  
amendment of the Rules of Procedure of the Audit Committee  
following the entry into force of the order of March 17, 2016  
transposing the provisions of Directive 2014/56/EU and Regulation  
▪
information on the appointment by the Central Works Council of  
Ms. Christine Renaud as director representing employees.  
(
EU) 537/2014 into French law;  
May 26 – pre-Shareholders’ Meeting  
▪
▪
▪
▪
▪
information on transactions on the Company’s securities by the  
Chairman and Chief Executive Officer;  
▪
information to the Board of Directors on the situation regarding the  
Group’s development project in Iran;  
information on the Directors & Officers liability insurance taken out  
by the Company;  
▪
preparation for and organization of the Annual Shareholders’  
Meeting: finalization of the responses to the written questions  
submitted by shareholders;  
review of the draft Report of the Chairman of the Board of  
Directors (Article L. 225-37 of the French Commercial Code);  
▪
▪
setting of the share issue price for the payment of the balance of  
the 2016 dividend, subject to the approval of the third resolution by  
the Shareholders’ Meeting on May 26, 2017;  
presentation to the Board of the work of the Compensation  
Committee at its meeting on February 8, 2017; and  
delegation of powers granted to the Chairman and Chief Executive  
Officer to operate on Company shares, subject to the approval of  
the fifth resolution of the Shareholders’ Meeting on May 26, 2017;  
and  
the Chairman and Chief Executive Officer’s compensation (in his  
absence).  
March 15  
▪
communication of the Central Works Council’s Opinion on the  
company’s economic and financial position.  
▪
▪
▪
▪
presentation to the Board of the work of the Audit Committee at its  
meeting on March 13, 2017;  
presentation to the Board of the work of the Compensation  
Committee at its meeting on March 13, 2017;  
July 26  
▪
presentation of the planned acquisition of an interest in EREN  
Renewable Energy (Eren RE);  
approval of the compensation policy for the Chairman and Chief  
Executive Officer for fiscal year 2017;  
▪
presentation of the strategic perspectives of the Refining  
&
confirmation of the acquisition rate of performance shares under  
the 2014 plan;  
Chemicals segment including safety and energy efficiency aspects  
and prevention of major environmental risks;  
▪
▪
approval of the Group’s financial policy;  
▪
results for the second quarter 2017 and the first half of 2017 after  
the Audit Committee’s report and work performed by the statutory  
auditors;  
preparation for the Annual Shareholders’ Meeting: approval of the  
various chapters of the Registration Document forming the  
management report within the meaning of the French Commercial  
Code and of the related reports; setting of the agenda for the  
Shareholders’ Meeting; approval of the report of the Board of  
Directors and draft resolutions;  
▪
▪
▪
▪
presentation to the Board of the work of the Audit Committee at its  
meetings on June 14, 2017 and July 24, 2017;  
setting a second interim dividend to be paid on the dividend for  
fiscal year 2017;  
▪
▪
▪
setting the schedule related to the dividend (interim dividends and  
balance) for fiscal year 2018;  
presentation to the Board of the work of the Governance and  
Ethics Committee at its meeting on July 26, 2017;  
distribution of the third interim dividend for the 2016 fiscal year and  
setting of the new share issue price for this interim dividend;  
approval of the Governance and Ethics Committee’s proposal to  
change the amount of the directors’ fees by increasing (i) the  
variable portion for each attendance at a meeting of the Board of  
Directors and (ii) the Lead Independent Director’s additional fixed  
annual portion;  
information to the Board of Directors regarding the setting of the  
subscription period and price for shares of the Company for the  
2
017 share capital increase reserved for employees; and  
▪
requests for authorization of guarantees.  
▪
approval of the broadening of the remit of the Strategic Committee  
to cover Corporate Social Responsibility (CSR) and questions  
relating to the inclusion of climate-related issues in the Group’s  
strategy;  
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4
Administration and management bodies  
▪
approval of the change of the Committee’s name to the Strategic &  
CSR Committee;  
▪
▪
information on bond issues; and  
information on the powers subdelegated to the Deputy Chief  
Financial Officer and the Treasurer.  
▪
▪
▪
determination of the conditions for the performance of the duties of  
the director representing employees;  
October 26 (at the Solaize research center)  
presentation to the Board of the work of the Strategic & CSR  
Committee at its meeting on September 20, 2017;  
reminder of the rules of confidentiality applicable to the work of the  
Board of Directors;  
▪
share capital increase reserved for Group employees (TOTAL  
CAPITAL 2018) and free grant of shares as a deferred contribution  
in this framework;  
▪
▪
▪
▪
strategic directions of the Gas, Renewables & Power segment;  
presentation of the planned acquisition of Engie’s LNG business;  
presentation of the sale of the Martin Linge field (Norway);  
▪
▪
performance share grants on the proposal of the Compensation  
Committee;  
strategic perspectives of Marketing & Services activities, including  
the operational safety, technological risk and environmental  
aspects;  
information about the results of the votes on the resolutions at the  
Annual Shareholders’ Meeting held on May 26, 2017 and the  
results of the option to receive the payment of the remaining  
balance of the dividend for fiscal year 2016 in shares; and  
▪
presentation of the Company’s equal opportunity and salary  
equality policy and comparative status of overall employment and  
training conditions for women and men in the Company;  
▪
information on declarations of thresholds in the Company’s capital  
to be declared.  
▪
▪
▪
results for the third quarter of 2017 after the Audit Committee’s  
report and work performed by the statutory auditors;  
August 20  
▪
approval in principal of the planned acquisition of Mærsk Oil & Gas  
A/S by TOTAL S.A. under a share (contribution of shares) and debt  
transaction between TOTAL S.A. and AP Møller-Mærsk A/S.  
presentation to the Board of the work of the Audit Committee at its  
meetings on September 21, 2017 and October 24, 2017;  
setting a third interim dividend to be paid on the dividend for fiscal  
year 2017;  
September 20  
▪
amendment of the Rules of procedure of the Strategic & CSR  
Committee as part of the broadening of the remit of the Strategic  
Committee to cover Corporate Social Responsibility (CSR) and  
questions relating to the inclusion of climate-related issues in the  
Group’s strategy; approval of the change of the Committee’s name  
to the Strategic & CSR Committee;  
▪
▪
information on bond issues; and  
information about the results of the option to receive the payment  
of the first interim dividend for fiscal year 2017 in shares.  
December 12  
▪
presentation of the development project on the giant Libra field in  
Brazil;  
▪
▪
presentation to the Board of some of the work of the Strategic &  
CSR Committee at its meeting on September 20, 2017;  
▪
▪
presentation of the Group’s 2018 budget;  
strategic perspectives of Exploration & Production activities with a  
presentation of safety indicators and environmental objectives;  
Board of Directors’ response to the Central Works Council’s  
opinion on the Company’s strategic directions;  
▪
▪
presentation of the Group’s five-year plan;  
▪
▪
distribution of the second interim dividend payable for the 2017  
fiscal year and setting of the new share issue price;  
mid-2017 financial communications: presentation of the outlook  
and objectives for the coming years;  
agreements and commitments concluded and authorized in the  
preceding periods, the execution of which continued during the  
▪
▪
the company’s strategic directions (Article L. 2323-10 of the  
French Labor Code);  
2
017 fiscal period;  
distribution of the first interim dividend for the 2017 fiscal year and  
setting of the new share issue price for the option to receive the  
interim dividend in shares;  
▪
▪
information on bond issues; and  
request for authorization to issue guarantees.  
1
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Administration and management bodies  
4
.1.2.3 Committees of the Board of Directors  
The Audit Committee  
Composition  
As of March 14, 2018  
Marie-Christine Coisne-Roquette*  
Patrick Artus  
Independence  
Years’ service on the Board Expiry of director’s term of office  
•
•
•
•
7
9
2
6
2020  
2018  
2019  
2019  
Maria van der Hoeven  
Gérard Lamarche  
*
Chairperson of the Committee.  
As of March 14, 2018, the Committee is made up of four members,  
with a 100% rate of independence.  
▪
▪
monitoring the implementation and the proper workings of a  
disclosures committee in the Company, and reviewing its  
conclusions;  
4
The careers of the Committee members confirm their possession of  
acknowledged expertise in the financial and accounting or economic  
fields (refer to point 4.1.1.1 above). Ms. Coisne-Roquette was  
appointed “financial expert” of the Committee by the Board at its  
meeting of December 16, 2015.  
examining the assumptions used to prepare the financial  
statements, assessing the validity of the methods used to handle  
significant transactions and examining the parent company  
financial statements and annual, half-yearly, and quarterly  
Consolidated Financial Statements prior to their examination by the  
Board of Directors, after regularly monitoring the financial situation,  
cash position and off-balance sheet commitments;  
Duties  
The rules of procedure of the Audit Committee define the  
Committee’s duties and working procedures. The rules of procedure  
were last modified on February 8, 2017, in order to adapt the  
missions of the Committee to the European audit reform. The text of  
the unabridged version of the rules of procedure approved by the  
Board of Directors on February 8, 2017 is available on TOTAL’s  
website under “Our Group/Our identity/Our Governance”.  
▪
guaranteeing the appropriateness and the permanence of the  
accounting policies and principles chosen to prepare the statutory  
and Consolidated Financial Statements of the Company;  
▪
▪
▪
examining the scope of the consolidated companies and, where  
appropriate, the reasons why companies are not included;  
Notwithstanding the duties of the Board of Directors, the Audit  
Committee is tasked with the following missions in particular:  
examining the process to validate the proved reserves of the  
companies included in the scope of consolidation; and  
Regarding the statutory auditors:  
reviewing, at the request of the Board of Directors, major  
transactions contemplated by the Company.  
▪
making a recommendation to the Board of Directors on the  
statutory auditors put before the Annual Shareholders’ Meeting for  
designation or renewal, following their selection procedure  
organized by General Management and enforcing the applicable  
regulations;  
Regarding internal control and risk management procedures:  
▪
monitoring the efficiency of the internal control and risk  
management systems and of internal audits, in particular with  
regard to the procedures relating to the production and processing  
of accounting and financial information, without compromising its  
independence, and in this respect:  
▪
monitoring the statutory auditors in the performance of their  
missions and, in particular, examining the additional report drawn  
up by the statutory auditors for the committee, while taking  
account of the observations and conclusions of the High Council of  
statutory auditors (Haut Conseil du Commissariat aux comptes)  
further to the inspection of the auditors in question in application of  
the legal provisions, where appropriate;  
–
checking that these systems exist and are deployed, and that  
actions are taken to correct any identified weaknesses or  
anomalies,  
–
–
examining the exposure to risk and significant off-balance sheet  
commitments,  
▪
ensuring that the statutory auditors meet the conditions of  
independence as defined by the regulations, and analyzing the  
risks to their independence and the measures taken to mitigate  
these risks; to this end, examining all the fees paid by the Group to  
the statutory auditors, including for services other than the  
certification of the financial statements, and making sure that the  
rules applying to the maximum length of the term of the statutory  
auditors and the obligation to alternate are obeyed; and  
annually examining the reports on the work of the Group Risk  
Management Committee (formerly named Group Risk  
Committee) and the major issues for the Group,  
–
examining the annual work program of the internal auditors and  
being regularly informed of their work,  
–
–
reviewing significant litigation at least once a year,  
overseeing the implementation of the Group’s Financial Code of  
Ethics,  
▪
approving the delivery by the statutory auditors of services other  
than those relating to the certification of the financial statements, in  
accordance with the applicable regulations.  
–
proposing to the Board of Directors, for implementation, a  
procedure for complaints or concerns of employees,  
shareholders and others, related to accounting, internal control  
or auditing matters, and monitoring the implementation of this  
procedure, and  
Regarding accounting and financial information:  
▪
following the process to produce financial information and, where  
appropriate, formulating recommendations to guarantee its  
integrity, where appropriate;  
–
where appropriate, examining important operations in which a  
conflict of interests could have arisen.  
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4
Administration and management bodies  
The Audit Committee reports to the Board of Directors on the  
performance of its duties. It also reports on the results of the statutory  
auditors’ mission concerning the certification of the financial  
statements, on how this mission contributed to the integrity of the  
accounting and financial information and its role in the process. It  
informs the Board of Directors without delay of any difficulties  
encountered.  
▪
▪
▪
update on the Sarbanes-Oxley process: self-assessment carried  
out by the Group and audit of the internal control related to  
financial reporting by the statutory auditors as part of the SOX 404  
process;  
presentation of the preparation process and key validation stages  
of the management report; presentation of certain sections of the  
Registration Document: risk factors, legal proceedings, internal  
control and risk management procedures;  
Organization of activities  
general presentation of the Group’s insurance policy: coverage for  
The Committee meets at least seven times each year: each quarter to  
review in particular the statutory financial statements of the Company,  
and the annual and quarterly Consolidated Financial Statements, and  
at least on three other occasions to review matters not directly related  
to the review of the quarterly financial statements.  
2
017 against property damage, business interruption and civil  
liability, update on coverage against damage resulting from a cyber  
attack; presentation of D&O (Directors & Officers) insurance and  
update on main claims;  
▪
▪
update on the 2016 internal audit and 2017 work schedule; and  
amendment of the audit and non-audit services policy.  
At each Committee meeting where the quarterly financial statements  
are reviewed, the Chief Financial Officer presents the Consolidated  
Financial Statements and the statutory financial statements of the  
Company, as well as the Group’s financial position and, in particular,  
its liquidity, cash flow and debt situation. A memo describing risk  
exposure and off-balance sheet commitments is communicated to  
the Committee. This review of the financial statements includes a  
presentation by the statutory auditors underscoring the key points  
observed.  
March 13  
presentation on SunPower;  
▪
▪
presentation of the social, environmental and societal information in  
the Registration Document; presentation by the independent  
verifier of its procedures and the conclusions of its review of these  
issues;  
As part of monitoring the efficiency of the internal control and risk  
management systems, the Committee is informed of the work  
program of the Audit & Internal Control division and its organization,  
on which it may issue an opinion. The Committee also receives a  
summary of the internal audit reports, which is presented at each  
committee meeting where the quarterly financial statements are  
reviewed. The risk management processes implemented within the  
Group and updates to them are presented regularly to the  
Committee.  
▪
▪
review of the hydrocarbon reserves evaluation process at the end  
of the 2016 fiscal year; and  
presentation and review by the statutory auditors of the report on  
the payments made to governments.  
April 24  
▪
review of the Consolidated Financial Statements and statutory  
financial statements of TOTAL S.A. as parent company for the first  
quarter of 2017, with a presentation by the statutory auditors of a  
summary of their limited review;  
The Committee may meet with the Chairman and Chief Executive  
Officer or, if the functions are separate, the Chairman of the Board of  
Directors, the Chief Executive Officer and, if applicable, any Deputy  
Chief Executive Officer of the Company. It may perform inspections  
and consult with managers of operating or non-operating  
department, as may be useful in performing its duties. The Chairman  
of the Committee gives prior notice of such meeting to the Chairman  
and Chief Executive Officer or, if the functions of Chairman of the  
Board of Directors and Chief Executive Officer are separate, 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.  
▪
presentation of the Group’s financial position at the end of the  
quarter;  
▪
▪
▪
update on the internal audits conducted in the first quarter of 2017;  
presentation of the Group’s risk map; and  
presentation of the 2017 health, safety and environment audit plan.  
June 14  
▪
presentation by the Group Risk Management Committee on the  
main issues covered in the last year;  
▪
▪
presentation of the cybercrime risk;  
presentation of the fraud/compliance risk map, 2016 compliance  
report and 2017 plan;  
The Committee consults with the statutory auditors regularly,  
including at least once a year without any Company representative  
present. If it is informed of a substantial irregularity, it recommends to  
the Board of Directors all appropriate action.  
▪
▪
presentation of the significant Exploration  
subsidiaries; and  
&
Production  
presentation of the duties of the Consolidation Department  
regarding accounting standards and the organization of this  
function within the Group, and description of how the consolidation  
scope is monitored and the associated control tests.  
Work of the Audit Committee  
In 2017, the Audit Committee met seven times, with an attendance  
rate of 92%. The Chairman and Chief Executive Officer did not attend  
any of the meetings of the Audit Committee.  
July 24  
The Audit Committee’s work mainly focused on the following areas:  
▪
review of the Consolidated Financial Statements and statutory  
financial statements of TOTAL S.A. as parent company for the  
second quarter of 2017 and the first half of 2017. Presentation by  
the statutory auditors of a summary of their limited review;  
February 6  
▪
review of the Consolidated Financial Statements and statutory  
financial statements of TOTAL S.A. as parent company for the  
fourth quarter of 2016 and the whole of the 2016 fiscal year;  
presentation by the statutory auditors of their work performed in  
accordance with French and American professional audit  
standards;  
▪
▪
▪
presentation of the Group’s financial position at the end of the  
second quarter of 2017;  
update on the internal audits conducted in the second quarter of  
2
017; and  
▪
▪
review of the Group’s financial position;  
presentation of currency exposure management in the Group.  
update on unvalued guarantees given by TOTAL S.A.;  
1
28  
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REPORT ON CORPORATE GOVERNANCE  
Administration and management bodies  
September 21 (Geneva)  
▪
▪
▪
▪
information on compliance by relevant employees with the  
provisions of the Financial Code of Ethics;  
▪
audit of the accounts as of December 31, 2017: statutory auditors’  
analysis of the main transverse risks to be addressed as important  
points in their audit plan for the closing of the 2017 accounts and  
reminder of the changes introduced by the European audit reform;  
presentation of the significant Exploration  
subsidiaries;  
&
Production  
presentation of future changes regarding data protection and the  
actions to be taken; and  
▪
▪
▪
▪
▪
review of significant litigation and status update on the main  
pending proceedings involving the Group;  
presentation on reporting by the Disclosure Committee.  
presentation of the Total Global Services division and Total Global  
Financial Services subsidiary;  
The members of the Committee met with the statutory auditors  
without any Group employees being present.  
presentation of the Tax department risk map and the Group’s fiscal  
position;  
At each meeting related to the quarterly financial statements, the  
Committee reviewed the Group’s financial position in terms of  
liquidity, cash flow and debt, as well as its significant risks and  
off-balance sheet commitments. The Audit Committee was  
periodically informed of the risk management processes implemented  
within the Group and the work carried out by the Audit & Internal  
Control division, which was presented at each Committee meeting  
where the quarterly financial statements were reviewed.  
presentation of the statutory auditors’ fees and the new non-audit  
services policy; and  
approval by the Audit Committee of the pre-approval of audit and  
non-audit services policy.  
October 24  
4
▪
self-assessment of the Audit Committee in the absence of the  
Group employees and statutory auditors. As such, the Audit  
Committee concluded that the conditions of a genuine climate of  
trust existed to enable it to perform its duties, with the required  
access to knowledge of the subjects and situations under review;  
The Audit Committee reviewed the financial statements no later than  
two days before they were reviewed by the Board of Directors, a  
sufficient amount of time as set out in the recommendations of the  
AFEP-MEDEF Code.  
The statutory auditors attended all Audit Committee meetings held in  
2017.  
▪
review of the Consolidated Financial Statements and statutory  
financial statements of TOTAL S.A. as parent company for the third  
quarter of 2017 and the first nine months of 2017. Presentation by  
the statutory auditors of a summary of their limited review;  
The Chief Financial Officer, the Vice President Accounting, the Senior  
Vice President Audit & Internal Control division and the Treasurer  
attended all Audit Committee meetings, related to their area.  
▪
▪
presentation of the Group’s financial position at the end of the  
quarter;  
The Chairman of the Committee reported to the Board of Directors  
on the Committee’s activities.  
update on the internal audits conducted in the third quarter of  
2
017;  
The Governance and Ethics Committee  
Composition  
As of March 14, 2018  
Patricia Barbizet*  
Anne-Marie Idrac  
Jean Lemierre  
Independence  
Years’ service on the Board  
Expiry of director’s term of office  
•
•
•
10  
6
2020  
2018  
2019  
2
*
Chairperson of the Committee.  
As of March 14, 2018, the Governance and Ethics Committee is  
made up of three members, with a 100% rate of independence.  
coverage of the directors’ competencies and the diversity of their  
profiles;  
The Board of Directors has also decided to appoint Mark Cutifani as  
a member of the Governance and Ethics Committee following the  
Shareholders’ Meeting of June 1, 2018. The Committee will thus  
consist of four members as of that date, with the rate of  
independence remaining at 100%.  
▪
▪
▪
recommending to the Board of Directors the persons that are  
qualified to be appointed as executive directors;  
preparing the Company’s corporate governance rules and  
supervising their implementation; and  
ensuring compliance with ethics rules and examining any questions  
related to ethics and conflicts of interest.  
Duties  
The rules of procedure of the Governance and Ethics Committee  
define the Committee’s duties and working procedures. The text of  
the unabridged version of the rules of procedure approved by the  
Board of Directors on December 16, 2015 is available on the  
TOTAL’s website under “Our Group/Our identity/Our Governance”.  
Its duties include:  
▪
presenting recommendations to the Board for its membership of  
its committees, and independence of each candidate for director’s  
positions on the Board of Directors;  
▪
proposing annually to the Board of Directors the list of directors  
who may be considered as “independent directors”;  
The Governance and Ethics Committee is focused on:  
▪
recommending to the Board of Directors persons who are qualified  
to be appointed as directors, so as to guarantee the scope of  
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4
Administration and management bodies  
▪
examining sections within its remits of reports to be sent by the  
Board of Directors or its Chairman to shareholders;  
▪
▪
update on the revision of the AFEP-MEDEF Code of  
November 2016;  
▪
assisting the Board of Directors in the selection and evaluation of  
the executive directors and examining the preparation of their  
possible successors, including cases of unforeseeable absence;  
proposal to the Board of Directors regarding two new directors  
whose appointment was put to the Annual Shareholders’ Meeting  
of May 26, 2017;  
▪
▪
recommending to the Board of Directors the persons that are  
qualified to be appointed as directors;  
▪
▪
proposal to the Board of Directors regarding the terms of office of  
two directors the renewal of which was put to the Annual  
Shareholders’ Meeting of May 26, 2017;  
recommending to the Board of Directors the persons that are  
qualified to be appointed as members of a Committee of the Board  
of Directors;  
proposals to the Board of Directors regarding the assessment of  
the independence of the directors based on the independence  
criteria specified in the AFEP-MEDEF Code and after reviewing the  
level of activity between certain directors and the Group’s  
suppliers;  
▪
▪
proposing methods for the Board of Directors to evaluate its  
performance, and in particular preparing means of regular  
self-assessment of the working of the Board of Directors, and the  
possible assessment thereof by an external consultant;  
▪
▪
▪
proposals to the Board of Directors regarding the composition of  
the Committees;  
proposing to the Board of Directors terms and conditions for  
allocating directors’ fees and conditions under which expenses  
incurred by the directors are reimbursed;  
review of the terms and conditions for allocating directors’ fees to  
directors and Committee members;  
▪
▪
developing and recommending to the Board of Directors the  
corporate governance principles applicable to the Company;  
update on the Market Abuse regulations (Regulation (EU)  
596/2014 of April 16, 2014, which came into force on July 3,  
2
016);  
preparing recommendations requested at any time by the Board of  
Directors or the general management of the Company regarding  
appointments or governance;  
▪
proposal to the Board of Directors regarding the changes to be  
made to the rules of procedure of the Audit Committee in order to  
comply with the new regulations in force;  
▪
▪
examining the conformity of the Company’s governance practices  
with the recommendations of the Code of Corporate Governance  
adopted by the Company;  
▪
▪
▪
information update on transactions on the Company’s securities by  
executive and non-executive directors;  
supervising and monitoring implementation of the Company’s  
ethics and compliance program and, in this respect, ensuring that  
the necessary procedures for updating the Group’s Code of  
Conduct are put in place and that this Code is disseminated and  
applied;  
examining sections within its purview of reports to be sent by the  
Board of Directors or its Chairman to shareholders;  
proposal to recommend that the Board of Directors agree that the  
Chairman and Chief Executive Officer may accept the directorship  
that he has been offered; and  
▪
▪
examining any questions related to ethics and conflicts of interest;  
and  
▪
succession plan for the executive directors and the Executive  
Committee.  
examining changes in the duties of the Board of Directors.  
July 26  
Work of the Governance and Ethics Committee  
▪
presentation by the Chairperson of the Ethics Committee of a  
In 2017, the Governance and Ethics Committee held two meetings,  
with 83.3% attendance. Its work mainly focused on the following  
areas:  
review of the ethics program for 2016;  
▪
proposals to the Board of Directors regarding the conditions for  
the performance of the duties of the director representing  
employees;  
February 8  
▪
▪
update on the confidentiality applicable to the work of the Board of  
Directors; and  
▪
report of the Lead Independent Director on her mandate;  
▪
discussion on the functioning of the Board of Directors;  
proposals to the Board of Directors regarding directors’ fees.  
1
30  
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Administration and management bodies  
The Compensation Committee  
Composition  
As of March 14, 2018  
Gérard Lamarche*  
Independence  
Years’ service on the Board Expiry of director’s term of office  
•
•
•
6
10  
7
2019  
2020  
2020  
Patricia Barbizet  
Marie-Christine Coisne-Roquette  
Renata Perycz, director representing employee  
shareholders  
(a)  
n/a  
2
2019  
*
Chairperson of the Committee.  
(
a) In accordance with the recommendations of the AFEP-MEDEF Code (point 8.3).  
As of March 14, 2018, the Compensation Committee is made up  
of four members, with a 100% rate of independence .  
▪
▪
examining for the parts within its remit of reports to be sent by the  
Board of Directors or its Chairman to the shareholders;  
(1)  
The Board of Directors has also decided to appoint Carlos Tavares  
preparing recommendations requested at any time by the  
Chairman of the Board of Directors or the general management of  
the Company regarding compensation.  
4
as  
a member of the Compensation Committee following the  
Shareholders’ Meeting of June 1, 2018. The Committee will thus  
consist of five members as of that date, with the rate of  
independence remaining at 100%.  
Work of the Compensation Committee  
In 2017, the Compensation Committee held three meetings, with  
100% attendance. The Chairman and Chief Executive Officer does  
not attend the Committee’s deliberations regarding his own situation.  
Duties  
The rules of procedure of the Compensation Committee define the  
Committee’s duties and working procedures. The text of the  
unabridged version of the rules of procedure approved by the Board  
of Directors on February 9, 2012 is available on TOTAL’s website  
under “Our Group/Our identity/Our Governance”.  
Its work mainly focused on the following areas:  
February 8  
▪
determination of the variable portion of the compensation to be paid  
to the Chairman and Chief Executive Officer for his performance in  
fiscal year 2016;  
The Committee is focused on:  
▪
examining the executive compensation policies implemented by  
the Group and the compensation of members of the Executive  
Committee;  
▪
▪
▪
▪
proposed compensation for the Chairman and Chief Executive  
Officer (fixed and variable portion for fiscal year 2017);  
▪
▪
evaluating the performance and recommending the compensation  
of each executive director; and  
examining sections within its purview of reports to be sent by the  
Board of Directors or its Chairman to shareholders;  
preparing reports which the Company must present in these areas.  
review of compliance with the restrictions on share transfers by the  
Chairman and Chief Executive Officer; and  
Its duties include:  
review of the possibility and implementation conditions of a  
performance share and/or stock option plan in 2017.  
▪
examining the main objectives proposed by the Company’s  
general management regarding compensation of the Group’s  
executive directors, including stock option plans and restricted  
shares grant plans and equity-based plans, and advising on this  
subject;  
March 13  
▪
review of the criteria used to assess the variable portion of the  
Chairman and Chief Executive Officer’s compensation in light of  
the guidance given by the Board at its meeting of February 8,  
▪
presenting recommendations and proposals to the Board of  
Directors concerning:  
2
017;  
–
compensation, pension and life insurance plans, in-kind benefits  
and other compensation (including severance benefits) for the  
executive directors of the Company; in particular, the Committee  
proposes compensation structures that take into account the  
Company’s strategy, objectives and earnings and market  
practices,  
▪
▪
confirmation of the acquisition rate of performance shares under  
the 2014 plan; and  
review of the Executive Committee members’ compensation.  
July 26  
▪
▪
▪
proposal related to the capital increase reserved for Group  
employees (TOTAL CAPITAL 2018);  
–
stock options and restricted share grants, particularly grants of  
restricted shares to the executive directors;  
proposal of allocation of free shares as a contribution as part of the  
capital increase reserved for Group employees;  
▪
▪
examining the compensation of the members of the Executive  
Committee, including stock option plans, free share plans and  
equity-based plans, pension and insurance plans and in-kind  
benefits;  
proposals regarding the 2017 performance share plan; proposal  
regarding the grant of performance shares to the Chairman and  
Chief Executive Officer.  
preparing and presenting reports in accordance with its rules of  
procedure;  
(1) Excluding the director representing employee shareholders, in accordance with the recommendations of the AFEP-MEDEF Code (point 8.3).  
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Administration and management bodies  
The Strategic & CSR Committee  
Composition  
As of March 14, 2018  
Patrick Pouyanné*  
Patrick Artus  
Independence  
Years’ service on the Board  
Expiry of director’s term of office  
3
9
2018  
2018  
2020  
2018  
2019  
•
•
•
•
Patricia Barbizet  
Anne-Marie Idrac  
Jean Lemierre  
10  
6
2
*
Chairperson of the Committee.  
As of March 14, 2018, the Strategic & CSR Committee is made up of  
five members, including four independent directors.  
▪
▪
▪
reviewing competition and the resulting medium and long-term  
outlook for the Group;  
The Board of Directors has also decided to appoint Christine Renaud  
examining questions relating to the Group’s Corporate Social  
Responsibility (CSR); and  
(
director representing employees) as a member of the Strategic &  
CSR Committee following the Shareholders’ Meeting of June 1,  
018. The Committee will thus consist of six members as of that  
examining questions relating to including climate-related issues in  
the Group’s strategy.  
2
date.  
Work of the Strategic & CSR Committee  
In 2017, the Strategic & CSR Committee held two meetings, with  
Duties  
The rules of procedure of the Strategic & CSR Committee define the  
Committee’s duties and working procedures. The text of the  
unabridged version of the rules of procedure approved by the Board  
of Directors on September 20, 2017 is available on TOTAL’s website  
under “Our Group/Our identity/Our Governance”.  
9
0% attendance. Its work mainly focused on the following areas:  
March 15  
▪
▪
▪
analysis of the strategy of one of the Group’s major competitors;  
comparison of major oil companies’ 2016 results; and  
To allow the Board of Directors of TOTAL S.A. to ensure the Group’s  
development, the Strategic & CSR Committee’s duties include:  
presentation of the Group’s new organization (in place as of  
January 1, 2017).  
▪
examining the Group’s overall strategy proposed by the  
Company’s Chief Executive Officer;  
September 20  
▪
examining operations that are of particular strategic importance;  
▪
analysis of long-term changes in demand for oil; and  
▪
strategic directions of the Gas, Renewables & Power segment.  
4
.1.3 Report of the Lead Independent Director on her mandate  
During the Board meeting of February 7, 2018, Ms. Barbizet  
presented a report on her mandate as Lead Independent Director.  
The Lead Independent Director indicated that she exercised her  
duties during the 2017 fiscal year as follows:  
a European country. The director decided to not accept the offer  
to participate in the Committee.  
▪
Monitoring of the Board’s practices:  
The Lead Independent Director held a meeting of the independent  
directors on December 12, 2017. At the meeting, the discussions  
related in particular to increasing the senior executives’ knowledge  
of the Group, with a particular view to the succession plans, and to  
analyzing the impact of disruptive scenarios on the Group's  
situation.  
▪
Contact with the Chairman and Chief Executive Officer:  
The Lead Independent Director has been a privileged interlocutor  
of the Chairman and Chief Executive Officer with respect to  
significant matters concerning the Group’s business and preparing  
meetings of the Board of Directors. The Lead Independent Director  
thus met the Chairman and Chief Executive Officer very regularly  
on a monthly basis, and before each meeting of the Board of  
Directors.  
▪
Relationships with shareholders:  
The Chairman and Chief Executive Officer and the Lead  
Independent Director are the privileged points of contacts for  
shareholders concerning matters under the Board's responsibility.  
In accordance with the provisions of the rules of procedure of the  
Board, when the Chairman and Chief Executive Officer is solicited  
in this area, he may consult the Lead Independent Director before  
responding.  
▪
▪
Assessment of the Board of Directors’ practices:  
The Lead Independent Director conducted the assessment of the  
Board of Directors’ practices (refer to point 4.1.4 of this chapter).  
Avoidance of conflicts of interest:  
The Lead Independent Director put in place the diligence intended  
to identify and analyze potential conflicts of interest. She brought to  
the intention of the Chairman and Chief Executive Officer the  
potential conflicts of interest that had been identified. In April 2017,  
When the Lead Independent Director was is solicited in this area,  
she informs the Chairman and Chief Executive Officer and gives  
her opinion, so that the Chairman and Chief Executive Officer can  
give appropriate response to the request. The Chairman and Chief  
Executive Officer informs the Lead Independent Director of the  
response.  
a
director thus consulted the Lead Independent Director  
concerning a potential conflict of interest that could arise due to  
the director’s potential participation on a gas-related Committee in  
1
32  
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Administration and management bodies  
Thus, for example, on August 31, 2017, the Lead Independent  
Director received letter from shareholder regarding the  
▪
Visits to Group sites by the directors:  
a
a
Ms. Barbizet took part in the following visits to Group sites  
organized for the directors:  
Company’s governance (Board of Directors, governance strategy,  
compensation, risk assessment), the response to which, sent on  
November 26, 2017, was jointly signed by the Chairman and Chief  
Executive Officer and the Lead Independent Director. It was  
followed by a conference call of both the Chairman and Chief  
Executive Officer and the Lead Independent Director with the  
shareholder.  
–
Leuna refinery and hydrocarbon distribution activities in  
Germany (March 24, 2017);  
–
–
Geneva Oil Trading center (September 21, 2017); and  
Solaize Research center (October 26, 2017).  
4
.1.4 Evaluation of the functioning of the Board of Directors  
Once a year, the Board of Directors discusses its functioning. It also  
conducts a formal assessment of its own functioning at regular  
intervals of up to three years. The evaluation is carried out under the  
supervision of the Lead Independent Director, if one has been  
appointed, or under the supervision of the Governance and Ethics  
Committee, with the assistance of an outside consultant. When a  
Lead Independent Director is appointed, he or she oversees this  
evaluation process and reports on it to the Board of Directors.  
▪
▪
▪
independent directors’ meeting: this is now held at least once a  
year at the initiative of the Lead Independent Director. Meetings  
took place on December 21, 2016 and December 12, 2017;  
secure platform to access the Board’s documents: the platform  
was put in place as of September 21, 2016 for Board meetings  
and as of April 24, 2017 for Audit Committee meetings; and  
4
succession plan for the executive directors: the succession plan for  
executive directors was reviewed at the meeting of the  
Governance and Ethics Committee of February 8, 2017.  
At its meeting of February 7, 2018, the Board of Directors discussed  
its functioning. Ms. Barbizet, Lead Independent Director, managed  
this evaluation process in January 2018 on the basis of a formal  
self-assessment carried out in the form of a detailed questionnaire.  
The responses given by the directors were then presented to the  
Governance and Ethics Committee to be reviewed and summarized.  
This summary was then discussed by the Board of Directors. This  
process made it possible to confirm the quality of each director’s  
contribution to the work of the Board and its Committees.  
The self-assessment conducted in January 2018 thus highlighted the  
directors’ satisfaction with the functioning of the Board of Directors,  
both in terms of form and substance, and, in particular, concerning  
freedom of expression, the quality of dialog, the collegiality of  
decision-making and the relevance of subjects addressed. The  
directors appreciated notably the pace and agenda of meetings, the  
quality of the exchanges during lunches before the meetings and  
during the visits to Group sites organized for them, as well as the  
quality of relations with the Lead Independent Director. The Board of  
Directors made the following suggestions that could further improve  
its functioning:  
This formal evaluation showed a positive opinion of the functioning of  
the Board of Directors and the Committees. In particular, it was noted  
that the suggestions for improvement made by the directors in recent  
years had generally been taken into account. During the Board of  
Directors’ meetings, some of which were held at certain of the  
Group’s sites, special attention was paid at the start of each meeting  
to the review of the main points to be examined by the Board  
▪
consider alternative disruptive scenarios within the framework of  
the strategic consideration; and  
▪
confirm the process of the succession plan.  
(financial statements, large-scale investment and divestment projects,  
In this context, the Chairman and Chief Executive Officer indicated  
during the Board of Directors’ meeting that:  
etc.).  
Furthermore, the main suggestions for improving the Board made by  
the directors during their January 2016 and January 2017  
self-assessments have been implemented:  
▪
every new director can meet each member of the Executive  
Committee thanks to its welcome program;  
▪
the Lead Independent Director and the Chairman and Chief  
Executive Officer are the points of contact between the Board of  
Directors and the shareholders; and  
▪
▪
monitoring risks at Board level: an annual presentation of the  
Group’s risk map is now on the Board’s agenda. Presentations  
were given at the Board meetings of April 26, 2016 and April 26,  
2
017;  
visiting sites will keep being proposed to the directors.  
▪
changes to the composition of the Board: the Governance and  
Ethics Committee’s proposals to the Board of Directors met the  
expectations of the Board members, particularly with the addition  
of the experience of two chief executive officers of leading  
companies, who joined the Board following the Shareholders’  
Meeting of May 26, 2017;  
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4
Administration and management bodies  
4
.1.5 General Management  
4
.1.5.1 Unified Management Form  
Combination of the management positions  
The Lead Independent Director also reiterated that the Group’s  
governance structure ensures a balanced distribution of powers. To  
this end, at its meeting on December 16, 2015, the Board amended  
the provisions of its Rules of Procedure to provide for the  
appointment of a Lead Independent Director in the event of the  
combination of the positions of Chairman of the Board of Directors  
and Chief Executive Officer. The Lead Independent Director’s duties,  
resources and rights are described in the Rules of Procedure of the  
Board of Directors.  
At its meeting on December 16, 2015, the Board of Directors  
decided to reunify the positions of Chairman and Chief Executive  
Officer of TOTAL S.A. as of December 19, 2015. As a result, since  
that date, Mr. Pouyanné has held the position of Chairman and Chief  
Executive Officer of TOTAL S.A.  
Following the death of TOTAL’s former Chairman and Chief Executive  
Officer, Mr. de Margerie, the Board of Directors decided, at its  
meeting on October 22, 2014, to separate the functions of Chairman  
and Chief Executive Officer in order to best ensure the transition of  
the General Management. The Board of Directors therefore  
appointed Mr. Pouyanné as Chief Executive Officer for a term of office  
expiring following the Annual Shareholders’ Meeting called in 2017 to  
The balance of powers within the Company’s bodies is also ensured  
by the composition of the Board of Directors and that of its four  
Committees, particularly given the high proportion of members who  
are independent directors. It is further ensured by the directors’ full  
involvement in the work of the Board and the Committees, and by  
their diverse profiles, skills and expertise.  
(1)  
approve the 2016 financial statements , and Mr. Desmarest as  
Chairman of the Board of Directors for a term of office expiring on  
December 18, 2015, in accordance with the age limit set out in the  
bylaws. It was announced that, on that date, the functions of  
Chairman and Chief Executive Officer of TOTAL S.A. would be  
combined.  
In addition, the Board’s Rules of Procedure provide that investments  
and divestments considered by the Group exceeding 3% of equity  
must be approved by the Board, which is also informed of any  
significant events related to the Company’s operations, particularly  
investments and divestments in amounts exceeding 1% of equity.  
At the proposal of the Governance and Ethics Committee approved  
by the Board of Directors at the meeting of March 14, 2018, the  
Board of Directors will be called to renew Mr. Patrick Pouyanné’s  
term of office as Chairman of the Board of Directors and as Chief  
Executive Officer at its meeting of June 1, 2018, subject to the  
renewal of his directorship by the Ordinary Shareholders’ Meeting of  
June 1, 2018 and for the term of this new directorship, namely until  
the Shareholders’ Meeting to be held in 2021 to approve the 2020  
financial statements.  
Finally, the Company’s bylaws also offer the necessary guarantees to  
ensure compliance with best governance practices under a unified  
Management Form. In particular, they stipulate that a Board meeting  
may be convened by any means, including verbally, and at short  
notice in case of urgency, by the Chairman or by a third of its  
members, at any time and as often as required to ensure the best  
interests of the Company.  
Lead Independent Director  
At the meeting of the Board of Directors of March 14, 2018, the Lead  
Independent Director notably reiterated that the proposal to continue  
to combine the positions of Chairman of the Board of Directors and  
Chief Executive Officer was made further to work done by the  
Governance and Ethics Committee in the interests of the Company.  
In this regard, the unified management form was deemed to be most  
appropriate to the Group’s organization, modus operandi and  
business, and to the specific features of the oil and gas sector,  
particularly in light of the advantage for the Group of having a unified  
management in strategic negotiations with governments and the  
Group’s partners.  
At its meeting on December 16, 2015, the Board of Directors  
appointed Ms. Barbizet as Lead Independent Director as of  
December 19, 2015. Pursuant to the provisions of the Rules of  
Procedure of the Board of Directors, she therefore chairs the  
Governance and Ethics Committee.  
The duties of the Lead Independent Director are described in detail in  
the Rules of Procedure of the Board of Directors, the full version of  
which is provided in point 4.1.2.1 of this chapter.  
4
.1.5.2 Executive Committee and Group Performance Management Committee  
The Executive Committee  
As of December 31, 2017, the members of TOTAL’s Executive  
Committee were as follows:  
The Executive Committee, under the responsibility of the Chairman  
and Chief Executive Officer, is the decision-making body of the  
Group.  
▪
Patrick Pouyanné, Chairman and Chief Executive Officer and  
President of the Executive Committee;  
It implements the strategy formulated by the Board of Directors and  
authorizes related investments, subject to the approval of the Board  
of Directors for investments exceeding 3% of the Group’s equity or  
notification of the Board for investments exceeding 1% of equity.  
▪
▪
▪
▪
▪
Arnaud Breuillac, President, Exploration & Production;  
Patrick de La Chevardière, Chief Financial Officer;  
Momar Nguer, President, Marketing & Services;  
Bernard Pinatel, President, Refining & Chemicals;  
In 2017, the Executive Committee met at least twice a month, except  
in August when it met once.  
Philippe Sauquet, President, Gas, Renewables & Power, and  
President, Group Strategy-Innovation; and  
▪
Namita Shah, President, People & Social Responsibility.  
(
1) The meeting of the Board of Directors of December 16, 2015 decided to extend the term of this office to the end of the 2018 Annual Shareholders’ Meeting,  
date of expiry of the term of office of Mr. Pouyanné as director.  
1
34  
REGISTRATION DOCUMENT 2017  
 
REPORT ON CORPORATE GOVERNANCE  
Administration and management bodies  
The Group Performance Management Committee  
The mission of the Group Performance Management Committee is to  
examine, analyze and monitor the HSE, financial and operational  
results of the Group. It is chaired by the Chairman and Chief  
Executive Officer and meets monthly.  
In addition to the members of the Executive Committee, this  
Committee is made up of the heads of the Group’s main business  
units, as well as a limited number of Senior Vice Presidents of  
functions at the Group and business segments levels.  
4
.1.6 Shares held by the administration and management bodies  
As of December 31, 2017, based on statements by the directors and  
the share register listing registered shares, all of the members of the  
Board of Directors and the Group’s executive officers held less than  
By decision of the Board of Directors:  
▪
executive directors 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; and  
(1)  
0
.5% of the share capital:  
members of the Board of Directors : 101,366 shares and  
1,517.55 units of the collective investment fund (“FCPE”) invested  
(2)  
▪
▪
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 must  
be acquired within three years of their appointment to the  
Executive Committee.  
1
in TOTAL shares;  
▪
▪
▪
Chairman and Chief Executive Officer: 85,072 shares and 8,565.90  
units of the FCPE invested in TOTAL shares;  
4
(3)  
members of the Executive Committee : 324,761 shares and  
3,951.08 units of the FCPE invested in TOTAL shares;  
The number of TOTAL shares to be considered is comprised of  
TOTAL shares and units of the FCPE invested in TOTAL shares.  
3
(3)  
executive officers 422,437.75 shares and 72,995.30 units of the  
FCPE invested in TOTAL shares.  
(
1) The Group’s executive officers include the members of the Executive Committee, the four Senior Vice Presidents of the central Group functions who are  
members of the Group Performance Management Committee (HSE, Strategy & Climate, Communications, Legal), the Deputy Chief Financial Officer and the  
Treasurer.  
(
(
2) Including the Chairman and Chief Executive Officer, the director representing employee shareholders and the director representing employees.  
3) Excluding the Chairman and Chief Executive Officer.  
REGISTRATION DOCUMENT 2017  
135  
 
REPORT ON CORPORATE GOVERNANCE  
4
Administration and management bodies  
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  
(1)  
carried out in 2017 by the individuals referred to in paragraphs a), b) and c) of Article L. 621-18-2 of the French Monetary and Financial Code:  
Year 2017  
Acquisition  
Subscription  
Transfer  
Exchange Exercise of options  
(
a)  
Patrick Pouyanné  
TOTAL shares  
-
3,102.00  
15,000.00  
-
15,000.00  
Units in FCPE and other related  
(
b)  
financial instruments  
283.42  
-
0.88  
-
-
-
-
-
-
-
(
a)  
Patrick Artus  
TOTAL shares  
Units in FCPE and other related  
(
b)  
financial instruments  
-
-
-
-
-
-
-
-
-
(
a)  
Patricia Barbizet  
Marie-Christine  
TOTAL shares  
16.00  
Units in FCPE and other related  
(
b)  
financial instruments  
-
-
-
-
-
-
-
-
-
(
a)  
Coisne-Roquette  
TOTAL shares  
177.00  
Units in FCPE and other related  
(
b)  
financial instruments  
-
-
-
-
-
-
-
-
(
a)  
Mark Cutifani  
TOTAL shares  
2,000.00  
Units in FCPE and other related  
(
b)  
financial instruments  
-
-
-
-
-
-
-
-
-
-
Maria van der  
(
a)  
Hoeven  
TOTAL shares  
Units in FCPE and other related  
(
b)  
financial instruments  
-
-
-
-
-
-
-
-
-
-
(
a)  
Anne-Marie Idrac  
TOTAL shares  
Units in FCPE and other related  
(
b)  
financial instruments  
-
-
-
-
-
-
-
-
-
(
a)  
Gérard Lamarche  
TOTAL shares  
28.00  
Units in FCPE and other related  
(
b)  
financial instruments  
-
-
-
-
-
-
-
-
-
(
a)  
Jean Lemierre  
TOTAL shares  
28.00  
Units in FCPE and other related  
(
b)  
financial instruments  
-
-
-
-
-
-
-
-
-
-
(
a)  
Renata Perycz  
TOTAL shares  
Units in FCPE and other related  
(
b)  
financial instruments  
61.04  
-
-
-
-
-
-
-
-
(
a)  
Carlos Tavares  
TOTAL shares  
1,000.00  
Units in FCPE and other related  
(
b)  
financial instruments  
-
-
-
-
-
-
-
-
-
-
(
a)  
Christine Renaud  
TOTAL shares  
Units in FCPE and other related  
(
b)  
financial instruments  
2,544.07  
-
-
1,830.16  
-
-
-
-
(
a)  
Arnaud Breuillac  
TOTAL shares  
1,276.00  
18,540.00  
Units in FCPE and other related  
(
b)  
financial instruments  
116.23  
-
5,416.47  
6,287.00  
589.66  
-
-
-
Patrick de La  
(
a)  
Chevardière  
TOTAL shares  
12,000.00  
Units in FCPE and other related  
(
b)  
financial instruments  
62.36  
-
9,191.35  
590.00  
8,706.89  
5,229.00  
-
-
-
-
(
a)  
Momar Nguer  
TOTAL shares  
Units in FCPE and other related  
(
b)  
financial instruments  
142.92  
-
4,542.22  
1,421.00  
1,977.21  
-
-
-
(
a)  
Bernard Pinatel  
TOTAL shares  
6,000.00  
Units in FCPE and other related  
(
b)  
financial instruments  
23.21  
-
4,063.91  
944.00  
4,185.14  
-
-
-
-
-
(
a)  
Philippe Sauquet  
TOTAL shares  
Units in FCPE and other related  
(
b)  
financial instruments  
447.71  
-
5,465.98  
215.00  
-
-
-
-
-
-
(
a)  
Namita Shah  
TOTAL shares  
Units in FCPE and other related  
(b)  
financial instruments  
90.32  
4,195.58  
-
-
-
(
(
a) Including related parties within the meaning of the provisions of Article R. 621-43-1 of the French Monetary and Financial Code.  
b) FCPE primarily invested in TOTAL shares.  
(
1) The individuals referred to in paragraph b) of Article L. 621-18-2 of the French Monetary and Financial Code include the members of the Executive  
Committee.  
1
36  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Statement regarding corporate governance  
4.2 Statement regarding corporate governance  
For many years, TOTAL has taken an active approach to corporate  
governance and at its meeting on November 4, 2008, the Board of  
Directors decided to refer to the AFEP-MEDEF Code of Corporate  
Governance for publicly traded companies (available on the AFEP  
and MEDEF web sites).  
consultation of the Annual Shareholders’ Meeting in case of the sale  
of at least one half of the Company’s assets and to bring the Code in  
line with new laws regarding supplementary pensions of executive  
directors. The Code was also revised in November 2016 in order to  
clarify and complete certain recommendations, in particular on the  
independence of directors, CSR and the compensation of the  
executive directors.  
The AFEP-MEDEF Code was revised in June 2013 to introduce new  
changes regarding, in particular, a consultation procedure in which  
shareholders can express an opinion on the individual compensation  
of the executive directors (say on pay), as well as the establishment of  
Pursuant to Article L. 225-37-4 of the French Commercial Code, the  
following table sets forth the sole recommendation made in the  
AFEP-MEDEF Code that the Company has opted not to follow and  
the reasons for such decision.  
a
High Committee for corporate governance, an independent  
structure in charge of monitoring the implementation of the Code. It  
was also revised in November 2015 to introduce the principle of  
4
Recommendations not followed  
Explanation – Practice followed by TOTAL  
Supplementary pension plan (point 24.6.2 of the Code)  
Supplementary pension schemes with defined benefits must be  
subject to the condition that the beneficiary must be a director or  
employee of the company when claiming his or her pension rights  
pursuant to the applicable rules.  
It appeared justified not to deprive the relevant beneficiaries of the  
benefit of the pension commitments made by the Company in the  
particular cases of the disability or departure of a beneficiary over  
55 years of age at the initiative of the Group. In addition, it should be  
noted that the supplementary pension plan set up by the Company  
was declared to URSSAF in 2004, in accordance with Articles  
L. 137-11 and R. 137-16 of the French Social Security Code.  
In recent years, the Company’s practices have evolved in two areas  
concerning the recommendations made in the AFEP-MEDEF Code.  
Second, concerning the recommendation made in the AFEP-MEDEF  
Code concerning the composition of the Compensation Committee  
that one “employee director should be a member”, the Board of  
Directors approved on February 8, 2017, the proposal of the  
Governance and Ethics Committee to appoint Ms. Renata Perycz as  
a member of the Compensation Committee as of the Shareholder  
Meeting of May 26, 2017. Ms. Perycz, thanks to the nature of her  
salaried duties in the Group, brings in particular to the Compensation  
Committee her experience in Human Resources.  
First, a meeting of directors not attended by the executive directors is  
now held annually. The recommendation made in the AFEP-MEDEF  
Code (point 10.3) stating that “It is recommended that a meeting not  
attended by the executive officers be organized each year” is thus  
followed.  
4.3 Compensation for the administration  
and management bodies  
4
.3.1 Board members’ compensation  
Aggregate amount of directors’ fees  
The conditions applicable to Board members’ compensation are  
defined by the Board of Directors on the proposal of the Governance  
and Ethics Committee, subject to the aggregate maximum amount of  
directors’ fees authorized by the Annual Shareholders’ Meeting of  
May 17, 2013 and set at €1.4 million per fiscal year.  
In 2017, the aggregate amount of directors’ fees due to the members  
of the Board of Directors (12 directors on December 31, 2017) was  
€1.28 million.  
REGISTRATION DOCUMENT 2017  
137  
 
REPORT ON CORPORATE GOVERNANCE  
4
Compensation for the administration and management bodies  
Rules for allocating directors’ fees  
The directors’ fees for fiscal year 2017 are allocated according to a  
formula comprised of fixed compensation and variable compensation  
based on fixed amounts per meeting, which makes it possible to take  
into account each director’s actual attendance at the meetings of the  
Board of Directors and its Committees, subject to the conditions  
below:  
The table below presents the total compensation and including  
in-kind benefits due and paid to each executive and non-executive  
director during the previous two fiscal years.  
Mr. Marc Blanc, the director representing employees until May 26,  
2
017, participates in the internal defined contribution pension plan  
applicable to all TOTAL S.A. employees, known as RECOSUP  
(Régime collectif et obligatoire de retraite supplémentaire  
(
1)  
▪
▪
a fixed annual portion of €20,000 per director ;  
à
(1)  
cotisations définies), governed by Article L. 242-1 of the French  
Social Security Code. The Company’s commitment is limited to its  
share of the contribution paid to the insurance company that  
manages the plan. For fiscal year 2017, this pension plan represented  
a booked expense to TOTAL S.A. in favor of Mr. Blanc of €780.  
a fixed annual portion of €30,000 for the Chairman of the Audit  
Committee ;  
a fixed annual portion of €25,000 for the Audit Committee  
(
2)  
(1)  
▪
▪
(
2)  
members ;  
(1)  
a fixed annual portion of €25,000 for the Chairman of the  
Governance and Ethics Committee and for the Chairman of the  
Compensation Committee ;  
an additional fixed annual portion of €15,000, increased to  
30,000 from July 26, 2017 for the Lead Independent Director  
beyond amounts above);  
Mr. Blanc, who joined the Elf Aquitaine Group in 1980, also  
participates in a supplementary defined benefit pension plan, known  
as CREA, set up and financed by the Company. This plan covers  
former employees of the Elf Aquitaine Group and was closed on  
December 31, 1994. It does not require a presence condition within  
the Group at the time of retirement. The commitments made by the  
Group in favor of Mr. Blanc under this plan represent, at  
December 31, 2017, a gross annual pension, payable to his spouse  
within a limit of 60% in case of death of the beneficiary, estimated at  
(2)  
(1)  
▪
▪
▪
€
(
an amount of €5,000, increased to €7,500 from July 26, 2017, per  
director for each Board of Directors’ meeting actually attended (in  
view of the additional workload of the Board);  
€
4,924. Nearly the full amount of the Group’s commitments under  
an amount of €3,500 per director for each Governance and Ethics  
Committee, Compensation Committee or Strategic and CSR  
Committee meeting actually attended;  
the CREA plan is outsourced to an insurance company and the  
non-outsourced balance is evaluated annually and adjusted through a  
provision in the accounts. The amount of these commitments at  
December 31, 2017 in favor of Mr. Blanc is €142.5 thousand. This  
amount represents the gross value of the Group’s commitments to  
this beneficiary based on the gross annual pension estimated as of  
December 31, 2017, as well as a statistical life expectancy of the  
beneficiary and his spouse.  
▪
▪
an amount of €7,000 per director for each Audit Committee  
meeting actually attended; and  
a premium of €2,000, increased to €4,000 since January 1, 2017,  
for travel from outside France to attend a Board of Directors’ or  
Committee meeting.  
Ms. Christine Renaud, the director representing employees since  
May 26, 2017, also participates in the internal defined contribution  
pension plan applicable to all TOTAL S.A. employees, known as  
RECOSUP (Régime collectif et obligatoire de retraite supplémentaire  
à cotisations définies), governed by Article L. 242-1 of the French  
Social Security Code. The Company’s commitment is limited to its  
share of the contribution paid to the insurance company that  
manages the plan. For fiscal year 2017, this pension plan represented  
a booked expense to TOTAL S.A. in favor of Ms. Renaud of €629.  
The Chairman and Chief Executive Officer does not receive directors’  
fees for his work on the Board and Committees of TOTAL S.A.  
The total amount paid to each director is determined after taking into  
consideration the director’s actual presence at each Board of  
Directors’ or Committee meeting and, if appropriate, after prorating  
the amount set for each director such that the overall amount paid  
remains within the maximum limit set by the Shareholders’ Meeting.  
Directors’ fees for each fiscal year are paid following a decision by the  
Board of Directors, on the proposal of the Governance and Ethics  
Committee, at the beginning of the following fiscal year.  
During the past two years, the directors currently in office have not  
received any compensation or in-kind benefits from TOTAL S.A. or  
from its controlled companies other than those mentioned in the table  
below.  
The director representing employee shareholders and the director  
representing employees receive directors’ fees according to the same  
terms and conditions as any other director.  
Moreover, there is no service contract between a director and TOTAL  
S.A. or any of its controlled companies that provides for the grant of  
benefits under such a contract.  
(
(
1) Calculated on a prorata basis, in the event of change in the course of the year.  
2) To be substituted to the €20,000 fixed annual portion per director. In case of accumulation of the functions of director and/or Audit Committee member  
and/or Chairman of a Committee (Audit, Governance and Ethics, Compensation), the difference between the fixed annual portion per director and the fixed  
annual portion of the others functions is added.  
1
38  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
Table of directors’ fees and other compensation due and paid to the executive and non-executive directors  
AMF position-recommendation No. 2009-16 – AMF Table No. 3)  
(
For the year ended December 31, 2016  
For the year ended December 31, 2017  
Gross amount (€)  
Amounts paid  
Amounts due  
Amounts paid  
Amounts due  
Patrick Pouyanné  
Directors’ fees  
-
a)  
-
(a)  
-
(a)  
-
(a)  
(
Other compensation  
Patrick Artus  
Directors’ fees  
121,000  
-
88,000  
-
128,000  
-
121,000  
-
Other compensation  
Patricia Barbizet  
Directors’ fees  
109,500  
-
130,644  
-
128,534  
-
109,500  
-
Other compensation  
Marc Blanc  
4
(
b)(c)  
Directors’ fees  
73,500  
76,443  
72,000  
76,443  
31,500  
77,997  
73,500  
77,997  
Other compensation  
Marie-Christine Coisne-Roquette  
Directors’ fees  
146,500  
-
122,679  
-
154,000  
-
146,500  
-
Other compensation  
Mark Cutifani  
(
d)  
Directors’ fees  
-
-
-
-
53,500  
-
-
-
Other compensation  
Paul Desmarais, Jr  
(
e)  
Directors’ fees  
49,500  
-
61,000  
-
17,000  
-
49,500  
-
Other compensation  
Maria van der Hoeven  
Directors’ fees  
43,576  
-
-
-
148,500  
-
43,576  
-
Other compensation  
Anne-Marie Idrac  
Directors’ fees  
84,000  
-
79,000  
-
91,500  
-
84,000  
-
Other compensation  
Barbara Kux  
(
e)  
Directors’ fees  
100,000  
-
102,500  
-
39,500  
-
100,000  
-
Other compensation  
Gérard Lamarche  
Directors’ fees  
150,000  
-
147,000  
-
181,000  
-
150,000  
-
Other compensation  
Jean Lemierre  
Directors’ fees  
32,076  
-
-
-
88,000  
-
32,076  
-
Other compensation  
Renata Perycz  
Directors’ fees  
48,576  
53,158  
-
120,000  
57,946  
48,576  
57,946  
Other compensation  
53,158  
Christine Renaud  
(
c)(f)  
Directors’ fees  
-
-
-
-
53,000  
60,789  
-
Other compensation  
60,789  
Carlos Tavares  
(
d)  
Directors’ fees  
-
-
-
-
42,000  
-
-
-
Other compensation  
TOTAL  
1,087,829  
932,424  
1,472,766  
1,154,960  
(
(
(
(
(
(
a) For more information concerning compensation, refer to the summary tables presented in point 4.2.3 of this chapter.  
b) Director representing employees until May 26, 2017.  
c) Mr. Blanc and Ms. Renaud chose to pay all their directors’ fees to their trade union membership organizations for the entire term of their directorship.  
d) Director since May 26, 2017.  
e) Director until May 26, 2017.  
f) Director representing employees since May 26, 2017.  
REGISTRATION DOCUMENT 2017  
139  
REPORT ON CORPORATE GOVERNANCE  
4
Compensation for the administration and management bodies  
4
.3.2 Chairman and Chief Executive Officer’s compensation  
4
.3.2.1 Compensation of Mr. Patrick Pouyanné for fiscal year 2017  
This report by the Board of Directors, on the proposal of the  
Compensation Committee, and in application of Article L. 225-37-3  
of the French Commercial Code, presents the total compensation  
and benefits of all kinds, paid to the Chairman and Chief Executive  
The payment to the Chairman and Chief Executive Officer of the  
variable component for fiscal year 2017, the only variable or  
exceptional component of the compensation policy of the Chairman  
and Chief Executive Officer for fiscal year 2017, is conditional on the  
approval of the Ordinary Shareholders’ Meeting on June 1, 2018 of  
the compensation components of the Chairman and Chief Executive  
Officer, under the conditions stipulated in Articles L. 225-37-2,  
L. 225-100, and R. 225-29-1 of the French Commercial Code  
(decree No. 2017-340 of March 16, 2017, applicable since March 18,  
2017).  
(1)  
Officer in the fiscal year 2017 . It makes the distinction between the  
fixed, variable and extraordinary components of the total  
compensation and benefits, as well as the criteria used to calculate  
them or the circumstances due to which they were attributed. This  
report also mentions all the commitments of all kinds made by the  
Company in favor of the Chairman and Chief Executive Officer  
corresponding to the components of compensation, indemnities or  
benefits due or likely to be due upon acceptance, termination or  
change in duties or after the discharge thereof, in particular pension  
commitments and other annuities.  
The Ordinary Shareholders’ Meeting on June 1, 2018 will be called  
on to approve the fixed, variable and extraordinary components of  
the total compensation and the benefits of any kind paid or attributed  
to the Chairman and Chief Executive Officer for the fiscal year 2017,  
in application of Article L. 225-100 of the French Commercial Code.  
Table of the compensation of the Chairman and Chief Executive Officer  
AMF position-recommendation No. 2009-16 – AMF Table No. 2)  
(
For the year ended December 31, 2016  
For the year ended December 31, 2017  
Amount due for the  
fiscal year  
Amount paid during  
Amount due for the  
fiscal year  
Amount paid during  
(
a)  
(a)  
(
in €)  
the fiscal year  
the fiscal year  
Patrick Pouyanné  
Chairman and Chief Executive Officer  
Fixed compensation  
1,400,000  
1,400,000  
1,400,000  
1,400,000  
Annual variable compensation  
Multi-year variable compensation  
Extraordinary compensation  
Directors’ fees  
2,339,400  
1,814,400  
2,400,300  
2,339,400  
-
-
-
-
-
-
-
-
-
-
-
-
(
b)  
In-kind benefits  
58,945  
3,798,345  
58,945  
3,273,345  
67,976  
3,868,276  
67,976  
3,807,376  
TOTAL  
(
(
a) Variable portion paid for the prior fiscal year.  
b) Company car and the life insurance and health care plans paid for by the Company.  
Summary of the compensation, options and shares granted to the Chairman and Chief Executive Officer  
AMF position-recommendation No. 2009-16 – AMF Table No. 1)  
(
For the year ended  
December 31, 2016  
For the year ended  
December 31, 2017  
(
in €, except the number of shares)  
Patrick Pouyanné  
Chairman and Chief Executive Officer  
Compensation due for the fiscal year (details in AMF Table No. 2 above)  
Valuation of multi-year variable compensation paid during the fiscal year  
Accounting valuation of the options granted during the fiscal year  
Accounting valuation of the performance shares granted during the fiscal year  
Number of performance shares granted during the fiscal year  
TOTAL  
3,798,345  
3,868,276  
-
-
-
-
(
a)  
(b)  
(c)  
2,122,200  
2,134,200  
60,000  
60,000  
5,920,545  
6,002,476  
Note: The valuations of the options and performance shares correspond to a valuation performed in accordance with IFRS 2 (see Note 9 to the Consolidated Financial  
Statements) and not to any compensation actually received during the fiscal year. Entitlement to performance shares is subject to the fulfillment of performance conditions  
assessed over a three-year period.  
(
(
a) For detailed information, refer to AMF Table No. 6 below. The valuation of the shares was calculated on the grant date (see Note 9 to the Consolidated Financial  
Statements).  
b) The amount of €2,122,200 corresponds to the fair value of the 60,000 shares granted in 2016, calculated using the market price at the grant date (€42.685), minus the  
total estimated amount of the dividends likely to be paid during the vesting period (or a unitary fair value of €35.37) in accordance with IFRS 2. The amount of €2,561,100  
erroneously mentioned in AMF table No. 1 in the 2016 Registration Document corresponds to the closing price of TOTAL shares on the grant date (€42.685), multiplied by  
60,000 shares.  
(
c) The amount of €2,134,200 corresponds to the fair value of the 60,000 shares granted in 2017, calculated using the market price at the grant date (€43.220), minus the  
total estimated amount of the dividends likely to be paid during the vesting period (or a unitary fair value of €35.57) in accordance with IFRS 2.  
(
1) Including attributions in the form of stock, securities or rights giving access to the Company’s share capital or rights to the attribution of securities  
of the Company or of the companies mentioned in Articles L. 228-13 and L. 228-93 of the French Commercial Code.  
1
40  
REGISTRATION DOCUMENT 2017  
 
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
AMF position-recommendation No. 2009-16 – AMF table No. 11  
Payments or benefits  
due or likely to be due  
Employment  
contract  
Supplementary  
pension plan  
upon termination  
or change in duties  
Benefits related to a  
non-compete agreement  
Executive directors  
(
a)  
Patrick Pouyanné,  
Chairman and Chief Executive  
Officer  
NO  
YES  
YES  
NO  
Internal supplementary  
Severance benefit and  
retirement benefit  
(a)  
defined benefit pension plan  
Start of term of office:  
December 19, 2015  
End of term of office:  
Shareholders’ Meeting on  
June 1, 2018 to approve the  
financial statements for fiscal  
year 2017  
and defined contribution  
pension plan known as  
RECOSUP  
(
a) Payment subject to a performance condition under the terms approved by the Board of Directors on December 16, 2015. Details of these commitments are provided  
below. The retirement benefit cannot be combined with the severance benefit.  
4
Summary table of the components of the 2017 compensation for Mr. Patrick Pouyanné,  
Chairman and Chief Executive Officer of TOTAL S.A.  
Amount or accounting  
Components of  
compensation  
valuation submitted for  
vote  
Presentation  
Components of total compensation paid or granted for fiscal year 2017  
Fixed compensation €1,400,000  
The fixed compensation due to Mr. Pouyanné for his duties as Chairman and Chief  
Executive Officer for fiscal year 2017 was €1,400,000 (unchanged from fiscal year 2016).  
(amount paid in 2017)  
Annual variable  
compensation  
€2,400,300  
(amount paid in 2018)  
The variable portion of Mr. Pouyanné’s compensation for his duties as Chairman and  
Chief Executive Officer for fiscal year 2017 has been set at €2,400,300, corresponding  
to 171.45% (of a maximum of 180%) of his fixed annual compensation based on his  
performance.  
At its meeting on February 7, 2018, the Board of Directors reviewed the level of  
achievement of the economic parameters based on the quantifiable targets set by the  
Board of Directors at its meeting on March 15, 2017. The Board of Directors also  
assessed the Chairman and Chief Executive Officer’s personal contribution on the basis  
of the four target criteria set during its meeting on March 15, 2017 to qualitatively assess  
his management.  
Annual variable compensation due for fiscal year 2017  
(expressed as a percentage of the base salary)  
Maximum  
percentage  
Percentage  
allocated  
Economic parameters (quantifiable targets)  
140%  
20%  
12%  
131.45%  
20%  
12%  
–
Safety  
–
–
–
TRIR  
FIR, by comparison  
4%  
4%  
Evolution of the number of Tier 1 + Tier 2 incidents  
4%  
4%  
–
–
–
Return on equity (ROE)  
30%  
40%  
50%  
40%  
10%  
21.45%  
40%  
50%  
40%  
10%  
Net debt-to-equity ratio  
Adjusted net income (ANI) – comparative  
Personal contribution (qualitative criteria)  
–
Steering of the strategy and successful strategic  
negotiations with producing countries  
–
–
Achievement of production and reserve targets  
10%  
10%  
10%  
10%  
Performance and outlook with respect to Downstream  
activities  
–
Corporate Social Responsibility (CSR) performance  
10%  
10%  
TOTAL  
180%  
171.45%  
REGISTRATION DOCUMENT 2017  
141  
REPORT ON CORPORATE GOVERNANCE  
4
Compensation for the administration and management bodies  
Amount or accounting  
Components of  
compensation  
valuation submitted  
for vote  
Presentation  
The Board of Directors assessed achievement of the targets set for the economic  
parameters as follows:  
–
The safety criterion was assessed for a maximum of 20% through (i) the  
achievement of the annual TRIR (Total Recordable Injury Rate) target, for a maximum  
of 12%; (ii) the number of accidental deaths per million hours worked, FIR (Fatality  
(1)  
Incident Rate) compared to those of the four large competitor oil companies , for a  
(2)  
maximum of 4%, as well as through changes in the Tier 1 + Tier 2 indicator , for a  
maximum of 4%.  
In particular, the Board of Directors noted that the target of a TRIR lower than 1.0 was  
fully achieved in 2017. The TRIR in 2017 was 0.88. It also noted that the number of  
accidental deaths per million hours worked, FIR (Fatality Incident Rate), the best  
amongst the panel of majors, was achieved in full in 2017. Finally, the Board noted  
that the annual target of Tier 1 + Tier 2 incidents equal to or fewer than 130 was  
achieved in full in 2017; the number of incidents was 103.  
It therefore set the portion for this criterion at 20% of the fixed compensation  
(maximum of 20%);  
(3)  
–
For the return on equity (ROE) criterion , the Board of Directors noted that the  
target of an ROE equal to or higher than 13% in 2017 was partly achieved. Since the  
ROE stood at 10.15% in 2017, the Board of Directors set the portion awarded for this  
criterion at 21.45% of the fixed compensation for the fiscal year 2017 (maximum of  
30%);  
(
4)  
–
–
For the net debt-to-equity ratio criterion , the Board of Directors noted that the  
objective of maintaining a debt ratio equal to or lower than 30% in 2017 was achieved  
in full, which led the portion for this criterion to be set at 40% of the fixed  
compensation for fiscal year 2017 (maximum of 40%);  
The criterion related to the change in the Group’s adjusted net income (ANI) was  
assessed by comparison with those of the four large oil companies on the basis of  
(5)  
estimates calculated by a group of leading financial analysts . The Board of Directors  
noted that the increase in the Group’s three-year average ANI was better than that of  
the panel, which led the portion for this criterion to be set at 50% of the fixed  
compensation for fiscal year 2017 (maximum of 50%).  
Regarding the Chairman and Chief Executive Officer’s personal contribution, the Board  
of Directors determined that the targets set were largely achieved in fiscal year 2017,  
particularly those related to:  
–
steering of the strategy and successful strategic negotiations with producing  
countries. The following points in particular were noted during the period:  
–
a global partnership agreement with Sonatrach in Algeria consolidating the existing  
partnership,  
–
the development of the unconventional resources of the Vaca Muerta in Argentina,  
accompanied by an increase of the Group’s stake in the permit from 27.27% to  
4
1%,  
–
an agreement to develop the production of phase 11 of the South Pars gas field in  
Iran,  
–
–
the acquisition of Mærsk Oil,  
the resumption of offshore exploration in Angola with the Zinia 2 project on block  
17, the extension of cooperation with Sonangol on the Kaombo project,  
(
(
1) ExxonMobil, Royal Dutch Shell, BP and Chevron.  
2) Tier 1 and Tier 2: indicator of the number of loss of primary containment events, with more or less significant consequences, as defined by the API 754 (for  
downstream) and IOGP 456 (for upstream) standards. Excluding acts of sabotage and theft.  
(
(
(
3) The Group measures the ROE as the ratio of adjusted consolidated net income to average adjusted shareholders’ equity between the beginning and the end  
of the period. Adjusted shareholders’ equity for fiscal year 2017 is calculated after payment of a dividend of €2.48 per share, subject to approval by the  
Annual Shareholders’ Meeting on June 1, 2018. In 2016, the ROE was 8.7%.  
4) For its internal management and external communication purposes, the Group calculates a net debt-to-equity ratio by dividing its net financial debt by its  
adjusted shareholders’ equity. Adjusted shareholders’ equity for 2017 is calculated after payment of a dividend of €2.48 per share, subject to approval by  
the Annual Shareholders’ Meeting on June 1, 2018. In 2017, the net debt-to-equity ratio was 13.8%. In 2016, it was 27.1%.  
5) Adjusted results are defined as income at replacement cost, excluding non-recurring items and excluding the impact of fair value changes. The annual ANI of  
each peer used for the calculation is determined by taking the average of the ANIs published by a panel of six financial analysts: UBS, Crédit Suisse,  
Barclays, Bank of America Merrill Lynch, JP Morgan and Deutsche Bank. If any of these analysts is unable to publish the results of one or more peers for a  
given year, it will be replaced, for the year and for the peer(s) in question, in the order listed, by an analyst included in the following additional list: Jefferies,  
HSBC, Société Générale, Goldman Sachs and Citi. The ANIs used will be set according to these analysts’ last publications two business days after the  
publication of the press release announcing the “fourth quarter and annual results” of the last peer.  
1
42  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
Amount or accounting  
valuation submitted  
for vote  
Components of  
compensation  
Presentation  
–
the signing of two agreements for the exploration and operation of deep  
offshore oil concessions offshore from Senegal and of a cooperation agreement  
with Petrosen and the Senegalese Ministry of Energy,  
–
an exploration-production contract in Mauritania for block C7 with the Société  
Mauritanienne des Hydrocarbures et de Patrimoine Minier (SMHPM);  
–
–
the increase of hydrocarbon production and reserves: an increase in the  
production of hydrocarbons in 2017 of 4.65% compared with 2016 and an  
increase of reserves booked on December 31, 2017;  
the performance and outlook with respect to Downstream activities. The following  
points were noted in 2017:  
–
in March 2017, the signing of an agreement to create a joint venture, in which  
the Group holds a 50% interest, for the construction of an ethane-based steam  
cracker on the American coast of the Gulf of Mexico and a new polyethylene  
plant,  
4
–
the acquisition of a 23% stake in Eren Renewable Energy, which develops  
power plants producing electricity of renewable origin (solar and wind). The  
acquisition of this stake in renewable energies constitutes a diversification  
reflecting the inclusion of climate-related issues in the Group’s strategy,  
a distribution agreement signed with the Mexican government in October 2017,  
the announcement of the acquisition of Engie’s LNG business in  
November 2017,  
–
–
–
–
–
the launch of the Total Spring offer in France,  
the agreement with CMA CGM to supply LNG,  
the acquisition of PitPoint for a deployment in the vehicle natural gas sector;  
–
CSR performance, notably taking into account climate issues in the Group’s  
strategy as well as the Group’s reputation in the domain of Corporate Social  
Responsibility. Different actions were noted that aim to reduce the environmental  
footprint of the Group’s operations (such as the signing of the Statoil/Shell/Total  
agreement to develop a project to capture, store and utilize CO2 in Norway, or the  
signing of a Group commitment to compensate for carbon emissions produced by  
air travel by the Group’s employees with the support of the GoodPlanet  
Foundation). Different actions were also noted that aim to provide the Group’s  
customers with an energy product mix with a carbon intensity that is regularly  
reduced (investments in gas, with the announcement of the acquisition of Engie’s  
LNG business and acquisitions in renewable energies, such as Eren RE and  
Greenflex). Finally, it was noted that the Global Compact appointed the Chairman  
and Chief Executive Officer as an SDG Pioneer in recognition of the commitments  
made by the Group to develop partnerships and invest in low carbon energies.  
In the development of the Group’s societal policy, the adhesion of TOTAL to the  
Global Deal initiative, the revision of the “Human rights” roadmap, the publication  
of a guide to religion in the workplace and the commitment to increase the budget  
of the Total Corporate Foundation (€50 million to €125 million over 3 years) were  
noted in particular.  
Regarding the development of the Group’s relations with its stakeholders and its  
reputation in the field of Corporate Social Responsibility, the election of the  
Chairman and Chief Executive Officer as the 2016 Energy Intelligence Petroleum  
Executive of the Year was noted. Regarding the extra-financial rating agencies, it  
was noted that TOTAL maintained its position in the main ESG indexes (DJSI  
World and Europe; FTSE4Good) and its ratings (MSCI; CDP Climate Change and  
CDP Water), and that it figured for the first time, in 31st position, in the Corporate  
Knights Global 100 rankings of the Most sustainable companies, and in 3rd place  
in the extraction sector and in 1st place in the Oil & Gas sector of the Corporate  
Human Rights Benchmark published in 2017.  
The Chairman and Chief Executive Officer’s personal contribution was therefore set  
at 40% of the fixed compensation (maximum of 40%).  
Multi-year or deferred n/a  
variable compensation  
The Board of Directors has not granted any multi-year or deferred variable  
compensation.  
Extraordinary  
compensation  
n/a  
The Board of Directors has not granted any extraordinary compensation.  
REGISTRATION DOCUMENT 2017  
143  
REPORT ON CORPORATE GOVERNANCE  
4
Compensation for the administration and management bodies  
Amount or accounting  
Components of  
compensation  
valuation submitted for  
vote  
Presentation  
Directors’ fees  
n/a  
Mr. Pouyanné does not receive directors’ fees for his duties at TOTAL S.A. or at the  
companies it controls.  
(
1)  
Stock options,  
€2,134,200  
On July 26, 2017, Mr. Pouyanné was granted 60,000 existing shares of the Company  
(corresponding to 0.0024% of the share capital) pursuant to the authorization of the  
Company’s Combined Shareholders’ Meeting of May 24, 2016 (twenty-fourth resolution)  
subject to the conditions set out below. These shares were granted under a broader  
share plan approved by the Board of Directors on July 26, 2017, relating to 0.23% of the  
share capital in favor of more than 10,000 beneficiaries. The definitive grant of all the  
shares is subject to the beneficiary’s continued presence within the Group during the  
vesting period and to performance conditions as described below.  
performance shares (accounting valuation)  
and all other forms  
(
of long-term  
compensation)  
The definitive number of shares granted will be based on the comparative TSR (Total  
Shareholder Return) and the annual variation in net cash flow per share for fiscal years  
2017 to 2019, applied as follows:  
–
the Company will be ranked each year against its peers (ExxonMobil, Royal Dutch  
Shell, BP and Chevron) during the three vesting years (2017, 2018 and 2019) based  
on the TSR criterion using the average closing market price expressed in dollars over  
one quarter at the beginning and end of each three-year period (Q4 year N  
vs./Q4 year N-3). The dividend will be considered reinvested based on the last market  
price on the ex-dividend date. TSR N = (average price Q4 N – average price Q4 N-3 +  
reinvested dividends)/(average price Q4 N-3);  
–
the Company will be ranked each year against its peers (ExxonMobil, Royal Dutch  
Shell, BP and Chevron) using the annual variation in net cash flow per share  
expressed in dollars criterion. Net cash flow is defined as cash flow from operating  
activities minus cash flow from investing activities including acquisitions and  
divestments. This data expressed in dollars will come from the consolidated  
statements of cash flow taken from the annual Consolidated Financial Statements of  
the Company and its peers for the fiscal years in question (based on the accounting  
standards applicable at the time of the closing of the accounts for such fiscal years).  
The number of shares used to calculate net cash flow per share will be the  
weighted-average number of diluted shares for the Company and each of its peers.  
st  
Based on the ranking, a grant rate will be determined for each year: 1 : 180% of the  
nd  
rd  
th  
th  
grant; 2 : 130%: of the grant; 3 : 80% of the grant; 4 and 5 : 0%. For each of the  
criteria, the average of the three grant rates obtained (for each of the three fiscal years  
for which the performance conditions are assessed) will be rounded to the nearest 0.1  
whole percent (0.05% being rounded to 0.1%) and capped at 100%. Each criterion will  
have a weight of 50% in the definitive grant rate. The definitive grant rate will be rounded  
to the nearest 0.1 whole percent (0.05% being rounded to 0.1%). The number of shares  
definitively granted, after confirmation of the performance conditions, will be rounded to  
the nearest whole number of shares in case of a fractional lot.  
In application of Article L. 225-197-1 of the French Commercial Code, Mr. Pouyanné  
will, until the end of his term, be required to retain in the form of registered shares 50%  
of the gains on the acquired shares net of tax and national insurance contributions  
(2)  
related to the shares granted in 2017. When Mr. Pouyanné holds a volume of shares  
representing five times the fixed portion of his gross annual compensation, this  
percentage will be equal to 10%. If this condition is no longer met, the above-mentioned  
50% holding requirement will again apply.  
In addition, the Board of Directors has noted that, pursuant to the Board’s Rules of  
Procedure applicable to all directors, the Chairman and Chief Executive Officer is not  
allowed to hedge the shares of the Company or any related financial instruments and  
has taken note of Mr. Pouyanné’s commitment to abstain from such hedging operations  
with regard to the performance shares granted.  
(
(
1) The amount of €2,134,200 corresponds to the fair value of the 60,000 shares granted, calculated using the market price at the grant date (€43.220) minus  
the total estimated amount of the dividends likely to be paid during the vesting period (or €35.57) in accordance with IFRS 2.  
2) In the form of shares or units of mutual funds invested in shares of the Company.  
1
44  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
Amount or accounting  
valuation submitted for  
vote  
Components of  
compensation  
Presentation  
The grant of performance shares to Mr. Pouyanné is subject to the same requirements  
applicable to the other beneficiaries of the performance share plan and were approved  
by the Board at its meeting on July 26, 2017. In particular, these provisions stipulate that  
the shares definitively granted at the end of the three-year vesting period will, after  
confirmation of fulfillment of the presence and performance conditions, be automatically  
recorded as pure registered shares on the start date of the two-year holding period and  
will remain non-transferable and unavailable until the end of the holding period.  
Payment for  
n/a  
Mr. Pouyanné was not granted any payment for assuming his position.  
assuming a position  
Components of total compensation paid or granted for fiscal year 2017 subject to a vote by the Annual Shareholders’ Meeting as  
per the procedure regarding regulated agreements and undertakings  
Valuation of in-kind €67,976  
The Chairman and Chief Executive Officer is entitled to a company vehicle.  
He is covered by the following life insurance plans provided by various life insurance  
companies:  
benefits  
(accounting valuation)  
4
–
an “incapacity, disability, life insurance” plan applicable to all employees, partly paid  
for by the Company, that provides for two options in case of death of a married  
employee: either the payment of a lump sum equal to five times the annual  
compensation up to 16 times the PASS, corresponding to a maximum of €3,178,560  
in 2018, plus an additional amount if there is a dependent child or children, or the  
payment of a lump sum equal to three times the annual compensation up to 16 times  
the PASS, plus a survivor’s pension and education allowance;  
–
a second “disability and life insurance” plan, fully paid by the Company, applicable to  
executive officers and senior executives whose annual gross compensation is more  
than 16 times the PASS. This contract, signed on October 17, 2002, amended on  
January 28 and December 16, 2015, guarantees the beneficiary the payment of a  
lump sum, in case of death, equal to two years of compensation (defined as the gross  
annual fixed reference compensation (base France), which corresponds to 12 times  
the monthly gross fixed compensation paid during the month prior to death or sick  
leave, to which is added the highest amount in absolute value of the variable portion  
received during one of the five previous years of activity), which is increased to three  
years in case of accidental death and, in case of accidental permanent disability, a  
lump sum proportional to the degree of disability. Death benefits are increased by  
15% for each dependent child. Payments due under this contract are made after the  
deduction of any amount paid under the above-mentioned plan applicable to all  
employees.  
The Chairman and Chief Executive Officer also benefits from the health care plan  
applicable to all employees.  
Severance benefit  
None  
The Chairman and Chief Executive Officer is entitled to a benefit equal to two years of his  
gross compensation if he is removed from office or his term of office is not renewed by  
the Company. The calculation is based on the gross compensation (fixed and variable)  
of the 12 months preceding the date of termination or non-renewal of his term of office.  
The severance benefit will only be paid in the event of a forced departure related to a  
change of control or strategy. It will not be due in 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.  
These undertakings were subject to the procedure for regulated agreements, as  
provided for by Article L. 225-38 of the French Commercial Code. They were approved  
by the Annual Shareholders’ Meeting held on May 24, 2016.  
Pursuant to the provisions of Article L. 225-42-1 of the French Commercial Code,  
receipt of this severance benefit is contingent upon a performance-related condition  
applicable to the beneficiary, which is deemed to be fulfilled if at least two of the  
following criteria are met:  
–
–
–
the average ROE (return on equity) for the three years preceding the year in which the  
Chairman and Chief Executive Officer retires is at least 10%;  
the average net debt-to-equity ratio for the three years preceding the year in which  
the Chairman and Chief Executive Officer retires is less than or equal to 30%;  
growth in TOTAL’s oil and gas production is greater than or equal to the average  
growth rate of four oil companies (ExxonMobil, Royal Dutch Shell, BP and Chevron)  
during the three years preceding the year in which the Chairman and Chief Executive  
Officer retires.  
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4
Compensation for the administration and management bodies  
Amount or accounting  
Components of  
compensation  
valuation submitted  
for vote  
Presentation  
Retirement benefit  
None  
The Chairman and Chief Executive Officer is entitled to a retirement benefit equal to  
those available to eligible members of the Group under the French National Collective  
Bargaining Agreement for the Petroleum Industry. This benefit is equal to 25% of the  
fixed and variable annual compensation received during the 12 months preceding  
retirement. Pursuant to the provisions of Article L. 225-42-1 of the French Commercial  
Code, receipt of this retirement benefit is contingent upon a performance-related  
condition applicable to the beneficiary, which is deemed to be fulfilled if at least two of  
the following criteria are met:  
–
–
–
the average ROE (return on equity) for the three years preceding the year in which the  
Chairman and Chief Executive Officer retires is at least 10%;  
the average net debt-to-equity ratio for the three years preceding the year in which  
the Chairman and Chief Executive Officer retires is less than or equal to 30%;  
growth in TOTAL’s oil and gas production is greater than or equal to the average  
growth rate of four oil companies (ExxonMobil, Royal Dutch Shell, BP and Chevron)  
during the three years preceding the year in which the Chairman and Chief Executive  
Officer retires. The retirement benefit cannot be combined with the severance benefit  
described above.  
Non-compete  
compensation  
n/a  
Mr. Pouyanné has not received any non-compete compensation.  
Supplementary  
pension plan  
None  
Pursuant to applicable legislation, the Chairman and Chief Executive Officer is eligible for  
the basic French Social Security pension and for pension benefits under the ARRCO and  
AGIRC supplementary pension plans. He also participates in the internal defined  
contribution pension plan applicable to all TOTAL S.A. employees, known as RECOSUP  
(Régime collectif et obligatoire de retraite supplémentaire à cotisations définies), covered  
by Article L. 242-1 of the French Social Security Code. The Company’s commitment is  
limited to its share of the contribution paid to the insurance company that manages the  
plan. For fiscal year 2017, this pension plan represented a booked expense to TOTAL  
S.A. in favor of the Chairman and Chief Executive Officer of €2,354.  
The Chairman and Chief Executive Officer also participates in a supplementary defined  
benefit pension plan, covered by Article L. 137-11 of the French Social Security Code,  
set up and financed by the Company and approved by the Board of Directors on  
March 13, 2001, for which management is outsourced to two insurance companies  
effective January 1, 2012. This plan applies to all TOTAL S.A. employees whose  
compensation exceeds eight times the annual ceiling for calculating French Social  
Security contributions (PASS), set at €39,228 for 2017 (i.e., €313,824), and above which  
there is no conventional pension plan.  
To be eligible for this supplementary pension plan, participants must have served for at  
least five years, be at least 60 years old and exercised his or her rights to retirement from  
the French Social Security. The benefits under this plan are subject to a presence  
condition under which the beneficiary must still be employed at the time of retirement.  
However, the presence condition does not apply a beneficiary aged 55 or older leaves  
the Company at the Company’s initiative or in case of disability.  
The length of service acquired by Mr. Pouyanné as a result of his previous salaried  
duties held at the Group since January 1, 1997 has been maintained for the benefit of  
this plan.  
The compensation taken into account to calculate the supplementary pension is the  
average gross annual compensation (fixed and variable portion) over the last three years.  
This pension plan provides a pension for its beneficiaries equal to 1.8% of the portion of  
the compensation falling between 8 and 40 times the PASS and 1% for the portion of  
the compensation falling between 40 and 60 times the PASS, multiplied by the number  
of years of service up to a maximum of 20 years.  
The sum of the annual supplementary pension plan benefits and other pension plan  
benefits (other than those set up individually and on a voluntary basis) may not exceed  
45% of the average gross compensation (fixed and variable portion) over the last three  
years. In the event that this percentage is exceeded, the supplementary pension is  
reduced accordingly.  
The amount of the supplementary pension determined in this way is indexed to the  
ARRCO pension point.  
The supplementary pension includes a clause whereby 60% of the amount will be paid  
to beneficiaries in the event of death after retirement.  
1
46  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
Amount or accounting  
valuation submitted  
for vote  
Components of  
compensation  
Presentation  
To ensure that the acquisition of additional pension rights under this defined-benefit  
pension plan is subject to performance conditions to be defined pursuant to the  
provisions of Article L. 225-42-1 of the French Commercial Code amended by law  
No. 2015-990 of August 6, 2015, at the meeting on December 16, 2015, the Board of  
Directors noted the existence of the Chief Executive Officer’s pension rights under the  
above-mentioned pension plan, immediately before his appointment as Chairman, for  
the period from January 1, 1997 to December 18, 2015.  
The conditional rights granted for the period from January 1, 1997 to December 18,  
2015 (inclusive), acquired without performance conditions, correspond to a replacement  
rate equal to 34.14% for the portion of the base compensation falling between 8 and 40  
times the PASS and a replacement rate of 18.96% for the portion of the base  
compensation falling between 40 and 60 times the PASS.  
The conditional rights granted for the period from December 19, 2015 to December 31,  
2016 are subject to the performance condition described below and correspond to a  
maximum replacement rate equal to 1.86% for the portion of the base compensation  
falling between 8 and 40 times the PASS and a replacement rate equal to 1.04% for the  
portion of the base compensation falling between 40 and 60 times the PASS.  
These undertakings regarding the supplementary pension plan were subject to the  
procedure for regulated agreements, as per Article L. 225-38 of the French Commercial  
Code, and they were approved by the Company’s Annual Shareholders’ Meeting on  
May 24, 2016.  
4
Pursuant to the provisions of Article L. 225-42-1 of the French Commercial Code, the  
acquisition of these supplementary pension rights under the terms of the pension plan  
for the period from December 19, 2015 to December 31, 2016, was submitted by the  
Board of Directors meeting on December 16, 2015, to a condition related to the  
beneficiary’s performance, which is considered fulfilled if the variable portion of the  
Chairman and Chief Executive Officer’s compensation paid in 2017 for fiscal year 2016  
reaches 100% of the base salary due for fiscal year 2016. Should the variable portion  
not reach 100% of his base compensation, the rights will be awarded on a pro rata  
basis.  
On February 8, 2017, the meeting of the Board of Directors noted that the specified  
performance condition was fully met and therefore confirmed the acquisition by Mr.  
Pouyanné of additional pension rights for the period from December 19, 2015 to  
December 31, 2016.  
The Board also noted that Mr. Pouyanné can no longer acquire additional pension rights  
under this plan given the rules for determining pension rights set out in the plan and the  
2
0 years of service of Mr. Pouyanné as of December 31, 2016.  
The conditional rights granted for the period from January 1, 1997 to December 31,  
016 (inclusive), therefore correspond to a replacement rate equal to 36% for the portion  
2
of the base compensation falling between 8 and 40 times the PASS and a replacement  
rate of 20% for the portion of the base compensation falling between 40 and 60 times  
the PASS.  
The commitments made by TOTAL S.A. to its Chairman and Chief Executive Officer  
regarding the supplementary defined benefit and similar pension plans therefore  
represent, at December 31, 2017, a gross annual pension estimated at €608,819 based  
on the length of service acquired as of December 31, 2017 (i.e., capped at 20 years),  
corresponding to 16.02% of Mr. Pouyanné’s gross annual compensation consisting of  
(1)  
the annual fixed portion for 2017 (i.e., €1,400,000) and the variable portion to be paid  
in 2018 for fiscal year 2017 (i.e., €2,400,300).  
Nearly the full amount of TOTAL S.A.’s commitments under these supplementary and  
similar retirement plans (including the retirement benefit) is outsourced for all  
beneficiaries to insurance companies and the non-outsourced balance is evaluated  
annually and adjusted through a provision in the accounts. The amount of these  
commitments as of December 31, 2017 is €17.4 million for the Chairman and Chief  
Executive Officer (€17.7 million for the Chairman and Chief Executive Officer, the current  
and former executive and non-executive directors covered by these plans). These  
amounts represent the gross value of TOTAL S.A.’s commitments to these beneficiaries  
based on the estimated gross annual pensions as of December 31, 2017 and the  
statistical life expectancy of the beneficiaries.  
(1) Subject to the approval of the Ordinary Shareholders’ Meeting on June 1, 2018.  
REGISTRATION DOCUMENT 2017  
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4
Compensation for the administration and management bodies  
Amount or accounting  
Components of  
compensation  
valuation submitted for  
vote  
Presentation  
The total amount of all the pension plans in which Mr. Pouyanné participates represents,  
at December 31, 2017, a gross annual pension estimated at €704,550 based on the  
length of service acquired as of December 31, 2017, corresponding to 18.54% of Mr.  
Pouyanné’s gross annual compensation defined above (annual fixed portion for 2017  
and variable portion to be paid in 2fiscal year 2017).  
In line with the principles for determining the compensation of executive directors as set  
out in the AFEP-MEDEF Code which the Company uses as a reference, the Board of  
Directors took into account the benefit accruing from participation in the pension plans  
when determining the Chairman and Chief Executive Officer’s compensation.  
Approval by the  
Shareholders’  
Meeting  
-
The commitments made to the Chairman and Chief Executive Officer regarding the  
pension and insurance plans, the retirement benefit and the severance benefit (in the  
event of forced departure related to a change of control or strategy) were authorized by  
the Board of Directors on December 16, 2015 and approved by the Shareholders’  
Meeting on May 24, 2016.  
Draft resolution prepared by the Board of Directors in accordance with Article L. 225-100 of the French  
Commercial Code submitted to the Ordinary Shareholders’ Meeting of June 1, 2018  
Approval of the fixed, variable and extraordinary components of the total compensation and the in-kind benefits paid or  
granted to the Chairman and Chief Executive Officer for fiscal year 2017  
Voting under the conditions of quorum and majority required for  
Ordinary Shareholders’ Meetings and in accordance with  
Article L. 225-100 of the French Commercial Code, the  
shareholders approve the fixed, variable and extraordinary  
components of the total compensation and in-kind benefits paid  
or granted to the Chairman and Chief Executive Officer for fiscal  
year 2017, as presented in the report on corporate governance,  
covered by Article L. 225-37 of the French Commercial Code  
and in the 2017 Registration Document (chapter 4,  
point 4.3.2.1).  
Compensation due to the Chairman and Chief Executive Officer for the last three fiscal years  
€3,000,000  
€2,000,000  
€1,000,000  
€0  
Fixed portion (paid in N)  
Variable portion (paid in N+1)  
Performance shares  
accounting valuation -  
fair value IFRS 2)  
In-kind benefits  
(accounting valuation)  
(
Fiscal year 2015  
Fiscal year 2016  
Fiscal year 2017  
1
48  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
4
.3.2.2 Principles and criteria for the determination, breakdown and allocation  
of the fixed, variable and extraordinary components of the total compensation  
(
(
including in-kind benefits) attributable to the Chairman and Chief Executive Officer  
Article L. 225-37-2 of the French Commercial Code)  
This report, issued by the Board of Directors further to a proposal by  
the Compensation Committee, in accordance with the provisions of  
Article L. 225-37-2 of the French Commercial Code, describes the  
principles and criteria for the determination, breakdown and allocation  
of the fixed, variable and extraordinary components of the total  
compensation (including in-kind benefits) attributable to the Chairman  
and Chief Executive Officer as a result of his duties.  
Executive Officer by an external consultant, to which the members of  
the Compensation Committee referred.  
At its meeting on March 14, 2018, and on the proposal of the  
Compensation Committee, the Board of Directors also decided that  
the amount of the fixed component of the compensation of the  
Chairman and Chief Executive Officer, the maximum percentage of  
the variable part of his compensation, and the annual number of  
performance shares attributed to the Chairman and Chief Executive  
Officer in 2018 will not be changed throughout his next term of office  
as Chairman and Chief Executive Officer, after the renewal by the  
Board of Directors, in other words, until the General Shareholders’  
Meeting held in 2021 to approve the accounts of fiscal year ending  
December 31, 2020.  
The compensation policy for the Chairman and Chief Executive  
Officer was approved by the Board of Directors, on the proposal of  
the Compensation Committee, at its meeting on March 14, 2018. It  
was based on the general principles for determining the  
compensation of the executive directors described below, and on a  
comparative study of the compensation of the Chairman and Chief  
4
General principles for determining the compensation of the executive directors  
The general principles for determining the compensation and other  
benefits granted to the executive directors of TOTAL S.A. are as  
follows:  
The grant of options and performance shares to the executive  
directors is reviewed in light of all the components of  
compensation of the person in question. No discount is applied  
when stock options are granted.  
▪
Compensation and benefits for the executive directors are set by  
the Board of Directors on the proposal of the Compensation  
Committee. Such compensation must be reasonable and fair, in a  
context that values both teamwork and motivation within the  
Company. Compensation for the executive directors is based on  
the market, the work performed, the results obtained and the  
responsibilities assumed.  
Stock options and performance shares are granted at regular  
intervals to prevent any opportunistic behavior.  
The exercise of options and the definitive grant of performance  
shares to which the executive directors are entitled are subject to  
conditions of presence in the Company and performance that  
must be met over several years. The departure of executive  
directors from the Group results in the inapplicability of share  
options and the rights to the definitive attribution of performance  
shares. Under exceptional circumstances, the Board of Directors  
can decide to maintain the share options and the rights to the  
definitive attribution of performance shares after the executive’s  
departure, if the decision of the Board of Directors is specially  
justified and taken in the Company’s interest.  
▪
▪
Compensation for the executive directors includes a fixed portion  
and a variable portion. The fixed portion is reviewed at least every  
two years.  
The amount of the variable portion is reviewed each year and may  
not exceed a stated percentage of the fixed portion. Variable  
compensation is determined based on pre-defined quantifiable and  
qualitative criteria that are periodically reviewed by the Board of  
Directors. Quantifiable criteria are limited in number, objective,  
measurable and adapted to the Company’s strategy.  
The Board of Directors determines the rules related to holding a  
portion of the shares resulting from the exercise of options and the  
performance shares definitively granted, which apply to the  
executive directors until the end of their term of office.  
▪
The variable portion rewards short-term performance and the  
progress made toward paving the way for medium-term  
development. It is determined in a manner consistent with the  
annual performance review of the executive directors and the  
Company’s medium-term strategy.  
The executive directors cannot be granted stock options or  
performance shares when they leave office.  
▪
▪
After three years in office, the executive directors are required to  
hold at least the number of Company shares set by the Board.  
▪
▪
The Board of Directors monitors the change in the fixed and  
variable portions of the executive directors’ compensation over  
several years in light of the Company’s performance.  
The components of compensation of the executive directors are  
made public after the Board of Directors’ meeting at which they  
are approved.  
There is no specific pension plan for the executive directors. They  
are eligible for retirement benefits and pension plans available to  
certain employee categories in the Group under conditions  
determined by the Board.  
▪
▪
The executive directors do not take part in any discussions or  
deliberations of the corporate bodies regarding items on the  
agenda of Board of Directors’ meetings related to the assessment  
of their performance or the determination of the components of  
their compensation.  
▪
▪
In line with the principles for determining the compensation of  
executive directors as set out in the AFEP-MEDEF Code which the  
Company uses as a reference, the Board of Directors takes into  
account the benefit accruing from participation in the pension  
plans when determining the compensation policy of the executive  
directors.  
When a new executive director is nominated, the Board of  
Directors decides on his or her compensation and benefits, further  
to a proposal by the Compensation Committee, and in accordance  
with the above general principles for determining the compensation  
of the executive directors. Exceptional compensation or specific  
benefits when taking office are forbidden, unless the Board of  
Directors decides otherwise for particular reasons, in the  
Company’s interest and within the limits of the exceptional  
circumstances.  
Stock options and performance shares are designed to align the  
interests of the executive directors with those of the shareholders  
over the long term.  
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4
Compensation for the administration and management bodies  
Compensation policy for the Chairman and Chief Executive Officer for fiscal year 2018  
The compensation policy for the Chairman and Chief Executive Officer for fiscal year 2018, as approved by the Board of Directors on March 14,  
2
018, is presented below.  
Base salary of the Chairman and Chief Executive Officer  
fixed compensation)  
Annual variable portion of the Chairman and Chief  
Executive Officer’s compensation  
(
The Board of Directors decided to maintain Mr. Pouyanné’s annual  
base salary (fixed compensation) for his duties as Chairman and Chief  
Executive Officer for fiscal year 2018 at €1,400,000 (same as the  
fixed portion due for fiscal year 2017).  
The Board of Directors also decided to maintain the maximum  
amount of the variable portion that could be paid to the Chairman  
and Chief Executive Officer for fiscal year 2018 at 180% of his base  
salary (same percentage as in fiscal year 2017). This ceiling was set  
based on the level applied by a benchmark sample of companies  
operating in the energy sectors.  
The level of the Chairman and Chief Executive Officer’s fixed  
compensation was set based on the responsibilities assumed and the  
compensation levels applied for executive directors of comparable  
companies (particularly CAC 40 companies).  
As in 2017, the formula for calculating the variable portion of the  
Chairman and Chief Executive Officer’s compensation for fiscal year  
2
018 uses economic parameters that refer to quantifiable targets  
reflecting the Group’s performance as well as the Chairman and Chief  
Executive Officer’s personal contribution allowing  
assessment of his management.  
a
qualitative  
Annual variable compensation due for fiscal year 2018 (expressed as a percentage of the base salary)  
Maximum  
percentage  
Economic parameters (quantifiable targets):  
140%  
–
Safety  
20%  
–
–
–
TRIR  
12%  
4%  
FIR, by comparison  
Evolution of the number of Tier 1 + Tier 2 incidents  
4%  
–
–
–
Return on equity (ROE)  
Net debt-to-equity ratio  
30%  
40%  
50%  
(
a)  
Adjusted net income (ANI) – comparative  
Personal contribution (qualitative criteria):  
40%  
–
steering of the strategy and successful strategic negotiations with  
producing countries  
–
–
achievement of production and reserve targets  
15%  
performance and outlook with respect to Downstream activities  
(
Refining & Chemicals / Marketing & Services)  
–
–
the Group's gas-electricity-renewables growth strategy  
10%  
15%  
Corporate Social Responsibility (CSR) performance  
TOTAL  
180%  
(
a) Net debt/shareholders' equity + net debt before IFRSꢀ16 impact.  
The parameters used include:  
–
the maximum weighting of the changes in the number of Tier 1  
Tier 2 incidents is 4% of the base salary. The maximum  
+
▪
change in safety, for up to 20% of the base salary, assessed  
through the achievement of an annual TRIR (Total Recordable  
Injury Rate) target and the number of accidental deaths per million  
hours worked, FIR (Fatality Incident Rate) compared to those of  
weighting will be reached if the number of Tier 1 + Tier 2  
incidents equals 100 or below. The weighting of the parameter  
will be zero if the number of Tier 1 + Tier 2 incidents is equal to  
or higher than 200. The interpolations are linear between these  
two points of reference.  
(1)  
four large competitor oil companies , as well as through changes  
in the Tier 1 + Tier 2 indicator :  
(2)  
▪
return on equity (ROE) as published by the Group on the basis of  
its balance sheet and consolidated statement of income, for up to  
–
the maximum weighting of the TRIR criterion is 12% of the base  
salary. The maximum weighting will be reached if the TRIR is  
below 0.9; the weighting of the criterion will be zero if the TRIR is  
above or equal to 1.5. The interpolations are linear between  
these points of reference;  
3
0% of the base salary:  
–
the maximum weighting of the criterion is reached if the ROE is  
higher than or equal to 13%,  
–
the maximum weighting of the FIR criterion is 4% of the base  
salary. The maximum weighting will be reached if the FIR is the  
best of the panel of the majors, and zero if the FIR is the worst  
of the panel. The interpolations are linear between these two  
points and depend on the ranking;  
–
–
–
the weighting of the criterion is zero if the ROE is lower than or  
equal to 6%,  
the weighting of the criterion is 50% of the maximum of 30% if  
the ROE is 8%,  
the interpolations are linear between these three points of  
reference.  
(
(
1) ExxonMobil, Royal Dutch Shell, BP and Chevron.  
2) Tier 1 and Tier 2: indicator of the number of loss of primary containment events, with more or less significant consequences, as defined by the API 754 (for  
downstream) and IOGP 456 (for upstream) standards. Excluding acts of sabotage and theft.  
1
50  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
¬
net debt-to-equity ratio (net debt/shareholders' equity + net debt  
before IFRS 16 impact(1)) as published by the Group on the basis of  
its balance sheet and consolidated statement of income, for up to  
Performance shares  
The granting of performance shares to the Chairman and Chief  
Executive Officer constitutes the long-term component of his total  
40% of the base salary:  
compensation. They are structured over a five-year period:  
a
three-year vesting period, followed by a two-year period holding  
period. The definitive grant of shares is subject to a presence  
condition and performance conditions assessed at the end of the  
three-year vesting period.  
–
the maximum weighting of the criterion is reached for a debt  
ratio equal to or below 20%,  
–
–
the weighting of the criterion is zero for a debt ratio of 30%,  
the interpolations are linear between these two points of  
reference.  
Performance shares are granted to the Chairman and Chief Executive  
Officer each year as part of plans that are not specific to him and  
concern more than 10,000 employees, a large majority of which are  
non-executive employees (97% of the beneficiaries in 2017).  
¬
change in adjusted net income (ANI), for up to 50% of the base  
salary, determined on the basis of the financial statements  
published by the Group (in accordance with the accounting  
standards applicable at the time of the closing of the accounts for  
the fiscal years in question) and compared with the ANI values of  
four major oil companies (ExxonMobil, Royal Dutch Shell, BP and  
Chevron) determined on the basis of estimates calculated by a  
At its meeting on July 27, 2016, the Board of Directors decided to  
grant a volume of performance shares increased by almost 20% for  
the 2016 plan. The Board of Directors adopts this proactive policy in  
an effort to strengthen the sense of belonging to the Group of the  
beneficiaries, to identify them more closely with its performances and  
to encourage their investment in the Company’s share capital. The  
Chairman and Chief Executive Officer also benefited from this  
increase in the volume of performance shares granted in 2016, since  
he was granted 60,000 shares in 2016, compared to 48,000 in 2015.  
The number of shares granted as part of the plan of July 26, 2017  
remained stable.  
group of leading financial analysts(2)  
.
4
The comparison is made on the average three-year progress of the  
ANI:  
–
if the Group does better than the value observed for the panel,  
plus 12%, the weighting of the criterion is equal to the maximum  
of 50% of base salary,  
The compensation policy proposed for fiscal year 2018 also includes  
the granting of performance shares. On the proposal of the  
Compensation Committee, the Board of Directors decided at its  
meeting on March 14, 2018, to grant 72,000 performance shares to  
the Chairman and Chief Executive Officer (a number of shares up by  
20% compared with 2017), as part of a 2018 plan(3) that is not  
specific to him, to take account of the Chairman and Chief Executive  
Officer’s performance in fiscal year 2017. The increase in the number  
of shares granted to the Chairman and Chief Executive Officer also  
takes account of the fact that his terms of office as the Chairman and  
Chief Executive Officer could be renewed by the Board of Directors  
following the General Shareholders’ Meeting on June 1, 2018 for  
three years, i.e., until 2021 (if the said Shareholders’ Meeting  
approves the renewal of Mr. Pouyanné’s mandate as a director), and  
that, consequently, the number of performance shares likely to be  
granted annually by the Board to the Chairman and Chief Executive  
Officer until the end of his next term of office in 2021 will remain  
stable each year. The granted performance shares will be subject to  
the same provisions as those applicable to the other senior executive  
beneficiaries of the grant plans.  
–
–
–
the weighting of the criterion is 60% of this maximum if the  
performance of the Group is identical to that of the panel,  
the weighting of the criterion is zero if the performance of the  
Group is identical to that of the panel, minus 12%,  
the interpolations are linear between these points of reference.  
For the ANI indicator, a sliding three-year average of the ANI for  
each of the four companies in the panel will apply, and the  
arithmetical average of these four averages is then calculated and  
compared with the changes in TOTAL’s ANI.  
The Chairman and Chief Executive Officer’s personal contribution,  
which may represent up to 40% of the base salary, is evaluated  
based on the following criteria:  
¬
¬
¬
steering of the strategy and successful strategic negotiations with  
producing countries; and achievement of production and reserve  
targets, for up to 15%;  
performance and outlook with respect to Downstream activities  
(Refining & Chemicals / Marketing & Services) and the Group's  
gas-electricity-renewables growth strategy, for up to 10%;  
The performance conditions applicable to the shares granted in 2018  
will be based, on one hand, on the comparative TSR (Total  
Shareholder Return) and the annual variation in net cash flow per  
share for fiscal years 2018 to 2020, applied as follows:  
CSR performance, notably taking into account climate issues in the  
Group’s Strategy, the Group’s reputation in the domain of  
Corporate Social Responsibility as well as the policy concerning all  
aspects of diversity, for up to 15%.  
¬
the Company will be ranked each year against its peers  
ExxonMobil, Royal Dutch Shell, BP and Chevron) during the three  
Pursuant to Articles R. 225-29-1, L. 225-37-2 and L. 225-100 of the  
French Commercial Code, this annual variable component, the only  
variable element of the Chairman and Chief Executive Officer’  
compensation for the fiscal year 2018, can only be paid with the  
approval of the Annual Shareholders’ Meeting called in 2019 to  
approve the accounts of fiscal year 2018.  
(
vesting years (2018, 2019 and 2020) based on the TSR criterion  
using the average closing market price expressed in dollars over  
one quarter at the beginning and end of each three-year period  
(Q4 year N vs./Q4 year N-3). The dividend will be considered  
reinvested based on the last market price on the ex-dividend date.  
(
(
1) Instead of the net debt-to-equity ratio in 2017.  
2) The annual ANI of each peer used for the calculation is determined by taking the average of the ANIs published by a panel of six financial analysts: UBS,  
Crédit Suisse, Barclays, Bank of America Merrill Lynch, JP Morgan and Deutsche Bank. If any of these analysts is unable to publish the results of one or  
more peers for a given year, it will be replaced, for the year and for the peer(s) in question, in the order listed, by an analyst included in the following  
additional list: Jefferies, HSBC, Société Générale, Goldman Sachs and Citi. The ANIs used will be set according to these analysts’ last publications two  
business days after the publication of the press release announcing the “fourth quarter and annual results” of the last peer.  
(
3) Since 2012, the performance shares were granted in July each year. The meeting of the Board of Directors on March 14, 2018 decided to grant the  
performance shares for 2018 in March, so that they coincide with the individual pay-related measures taken each year in March.  
REGISTRATION DOCUMENT 2017  
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REPORT ON CORPORATE GOVERNANCE  
4
Compensation for the administration and management bodies  
TSR N = (average price Q4 N – average price Q4 N-3 + reinvested  
dividends)/(average price Q4 N-3);  
Security Code. The Company’s commitment is limited to its share of  
the contribution paid to the insurance company that manages the  
plan. For fiscal year 2017, this pension plan represented a booked  
expense to TOTAL S.A. in favor of the Chairman and Chief Executive  
Officer of €2,354.  
▪
the Company will be ranked each year against its peers  
(
ExxonMobil, Royal Dutch Shell, BP and Chevron) during the three  
vesting years (2018, 2019 and 2020) using the annual variation in  
net cash flow per share criterion expressed in dollars. Net cash  
flow is defined as cash flow from operating activities minus cash  
flow from investing activities including acquisitions and disposals.  
This data expressed in dollars will come from the consolidated  
statements of cash flow taken from the annual Consolidated  
Financial Statements of the Company and its peers for the fiscal  
years in question (based on the accounting standards applicable at  
the time of the closing of the accounts for such fiscal years). The  
number of shares used to calculate net cash flow per share will be  
the weighted-average number of diluted shares for the Company  
and each of its peers.  
The Chairman and Chief Executive Officer also participates in a  
supplementary defined benefit pension plan, covered by  
Article L. 137-11 of the French Social Security Code, set up and  
financed by the Company and approved by the Board of Directors on  
March 13, 2001, for which management is outsourced to two  
insurance companies effective January 1, 2012. This plan applies to  
all TOTAL S.A. employees whose compensation exceeds eight times  
the annual ceiling for calculating French Social Security contributions  
(PASS), set at €39,228 for 2017 (i.e., €313,824), and above which  
there is no conventional pension plan.  
To be eligible for this supplementary pension plan, participants must  
have served for at least five years, be at least 60 years old and  
exercised his or her rights to retirement from the French Social  
Security. The benefits under this plan are subject to a presence  
condition under which the beneficiary must still be employed at the  
time of retirement. However, the presence condition does not apply a  
beneficiary aged 55 or older leaves the Company at the Company’s  
initiative or in case of disability.  
Based on the ranking, a grant rate will be determined for each year:  
st  
nd  
rd  
1
4
: 180% of the grant; 2 : 130% of the grant; 3 : 80% of the grant;  
th  
th  
and 5 : 0%. For each of the criteria, the average of the three grant  
rates obtained (for each of the three fiscal years for which the  
performance conditions are assessed) will be rounded to the nearest  
.1 whole percent (0.05% being rounded to 0.1%) and capped at  
00%. Each criterion will have a weight of 50% in the definitive grant  
0
1
rate. The definitive grant rate will be rounded to the nearest 0.1 whole  
percent (0.05% being rounded to 0.1%). The number of shares  
definitively granted, after confirmation of the performance conditions,  
will be rounded to the nearest whole number of shares in case of a  
fractional lot.  
The length of service acquired by Mr. Pouyanné as a result of his  
previous salaried duties held at the Group since January 1, 1997 has  
been maintained for the benefit of this plan.  
The compensation taken into account to calculate the supplementary  
pension is the average gross annual compensation (fixed and variable  
portion) over the last three years. The amount paid under this plan is  
equal to 1.8% of the compensation falling between 8 and 40 times  
the PASS and 1% for the portion of the compensation falling between  
Following the 3-year acquisition period, shares that have been  
definitively granted could not be disposed of before the end of a  
2
-year holding period.  
4
0 and 60 times this ceiling, multiplied by the number of years of  
Commitments made by the Company to the Chairman  
and Chief Executive Officer  
service up to a maximum of 20 years, subject to the performance  
condition set out below applicable to the Chairman and Chief  
Executive Officer.  
The Board of Directors decided on March 14, 2018, on the  
Compensation Committee's proposal, to maintain unchanged the  
commitments made to the Chairman and Chief Executive Officer  
regarding the pension plans, the retirement benefit and the severance  
benefit to be paid in the event of forced departure related to a change  
of control or strategy, as well as the life insurance and health care  
benefits presented below. They were approved by the Board of  
Directors on December 16, 2015, and by the Annual General Meeting  
on May 24, 2016, and then by the Board of Directors on February 8,  
The sum of the annual supplementary pension plan benefits and  
other pension plan benefits (other than those set up individually and  
on a voluntary basis) may not exceed 45% of the average gross  
compensation (fixed and variable portion) over the last three years. In  
the event that this percentage is exceeded, the supplementary  
pension is reduced accordingly. The amount of the supplementary  
pension determined in this way is indexed to the ARRCO pension  
point.  
2
017. They will be subject to the approval of the Annual  
Shareholders’ Meeting on June 1, 2018, in accordance with the  
provisions of Article L. 225-42-1 of the French Commercial Code.  
The supplementary pension includes a clause whereby 60% of the  
amount will be paid to beneficiaries in the event of death after  
retirement.  
It should be noted that Mr. Pouyanné already benefited from all these  
provisions when he was an employee of the Company, except for the  
commitment to pay severance benefits in the event of forced  
departure related to a change of control or strategy. It should also be  
noted that Mr. Pouyanné, who joined the Group on January 1, 1997,  
ended the employment contract that he previously had with  
TOTALꢀꢀS.A. through his resignation at the time of his appointment as  
Chief Executive Officer on October 22, 2014.  
To ensure that the acquisition of additional pension rights under this  
defined-benefit pension plan is subject to performance conditions to  
be defined pursuant to the provisions of Article L. 225-42-1 of the  
French Commercial Code amended by law No. 2015-990 of  
August 6, 2015, the Board of Directors noted the existence of the  
Chief Executive Officer’s pension rights under the above-mentioned  
pension plan, immediately before his appointment as Chairman, for  
the period from January 1, 1997 to December 18, 2015.  
▪
Pension plans  
The conditional rights granted for the period from January 1, 1997 to  
December 18, 2015 (inclusive), acquired without performance  
conditions, correspond to a replacement rate equal to 34.14% for the  
portion of the base compensation falling between 8 and 40 times the  
PASS and a replacement rate of 18.96% for the portion of the base  
compensation falling between 40 and 60 times the PASS.  
Pursuant to applicable legislation, the Chairman and Chief Executive  
Officer is eligible for the basic French Social Security pension and for  
pension benefits under the ARRCO and AGIRC supplementary  
pension plans.  
He also participates in the internal defined contribution pension plan  
applicable to all TOTAL S.A. employees, known as RECOSUP  
The conditional rights granted for the period from December 19,  
(Régime collectif et obligatoire de retraite supplémentaire à  
2
015 to December 31, 2016 are subject to the performance  
cotisations définies), covered by Article L. 242-1 of the French Social  
condition described below and correspond to maximum  
a
replacement rate equal to 1.86% for the portion of the base  
compensation falling between 8 and 40 times the PASS and a  
replacement rate equal to 1.04% for the portion of the base  
compensation falling between 40 and 60 times the PASS.  
1
52  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
These undertakings regarding the supplementary pension plan were  
subject to the procedure for regulated agreements, as per  
Article L. 225-38 of the French Commercial Code, and they were  
approved by the Company’s Annual Shareholders’ Meeting on  
May 24, 2016.  
▪
Retirement benefit  
The Chairman and Chief Executive Officer is entitled to a retirement  
benefit equal to those available to eligible members of the Group  
under the French National Collective Bargaining Agreement for the  
Petroleum Industry. This benefit is equal to 25% of the fixed and  
variable annual compensation received during the 12 months  
preceding retirement.  
Pursuant to the provisions of Article L. 225-42-1 of the French  
Commercial Code, at its meeting on December 16, 2015 the Board  
of Directors decided to make the acquisition of these conditional  
rights for the period from December 19, 2015 to December 31, 2016,  
subject to a condition related to the beneficiary’s performance, which  
is considered fulfilled if the variable portion of the Chairman and Chief  
Executive Officer’s compensation paid in 2017 for fiscal year 2016  
reaches 100% of the base salary due for fiscal year 2016. Should the  
variable portion not reach 100% of his base compensation, the rights  
will be awarded on a prorata basis.  
Pursuant to the provisions of Article L. 225-42-1 of the French  
Commercial Code, receipt of this retirement benefit is contingent  
upon a performance-related condition applicable to the beneficiary,  
which is deemed to be fulfilled if at least two of the following criteria  
are met:  
▪
▪
▪
the average ROE (return on equity) for the three years preceding  
the year in which the Chairman and Chief Executive Officer retires  
is at least 10%;  
On February 8, 2017, the Board of Directors noted that the specified  
performance condition was fully met and therefore confirmed the  
acquisition by Mr. Pouyanné of additional pension rights for the  
period from December 19, 2015 to December 31, 2016.  
the average net debt-to-equity ratio for the three years preceding  
the year in which the Chairman and Chief Executive Officer retires  
is less than or equal to 30%; and  
4
growth in TOTAL’s oil and gas production is greater than or equal  
to the average growth rate of four oil companies (ExxonMobil,  
Royal Dutch Shell, BP and Chevron) during the three years  
preceding the year in which the Chairman and Chief Executive  
Officer retires.  
The Board also noted that Mr. Pouyanné is no longer able to acquire  
additional pension rights under this plan given the rules for  
determining pension rights set out in the plan and more than 20 years  
of service of Mr. Pouyanné as of December 31, 2017.  
The conditional rights granted to Mr. Patrick Pouyanné for the period  
from January 1, 1997 to December 31, 2016 are now equal to a  
reference rate of 36% for the portion of the base compensation falling  
between 8 and 40 times the PASS and 20% for the portion of the  
base compensation falling between 40 and 60 times the PASS.  
The retirement benefit cannot be combined with the severance  
benefit described below.  
▪
Severance benefit  
The Chairman and Chief Executive Officer is entitled to a benefit equal  
to two years of his gross compensation in the event of a forced  
departure related to a change of control or strategy. The calculation is  
based on the gross compensation (fixed and variable) of the 12  
months preceding the date of termination or non-renewal of his term  
of office.  
The commitments made by TOTAL S.A. to its Chairman and Chief  
Executive Officer regarding the supplementary defined benefit and  
similar pension plans therefore represent, at December 31, 2017, a  
gross annual pension estimated at €608,819 based on the length of  
service acquired as of December 31, 2017 (i.e., capped at 20 years),  
corresponding to 16.02% of Mr. Pouyanné’s gross annual  
compensation consisting of the annual fixed portion for 2017 (i.e.,  
The severance benefit will only be paid in the event of a forced  
departure related to a change of control or strategy. It will not be due  
in 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.  
(1)  
1,400,000) and the variable portion to be paid in 2018 for fiscal  
€
year 2017 (i.e., €2,400,300).  
Nearly the full amount of TOTAL S.A.’s commitments under these  
supplementary and similar retirement plans (including the retirement  
benefit) is outsourced for all beneficiaries to insurance companies and  
the non-outsourced balance is evaluated annually and adjusted  
Pursuant to the provisions of Article L. 225-42-1 of the French  
Commercial Code, receipt of this severance benefit is contingent  
upon a performance-related condition applicable to the beneficiary,  
which is deemed to be fulfilled if at least two of the following criteria  
are met:  
through  
a provision in the accounts. The amount of these  
commitments as of December 31, 2017 is €17.4 million for the  
Chairman and Chief Executive Officer (€17.7 million for the Chairman  
and Chief Executive Officer, the current and former executive and  
non-executive directors covered by these plans). These amounts  
represent the gross value of TOTAL S.A.’s commitments to these  
beneficiaries based on the estimated gross annual pensions as of  
December 31, 2017 and the statistical life expectancy of the  
beneficiaries.  
▪
▪
▪
the average ROE (return on equity) for the three years preceding the  
year in which the Chairman and Chief Executive Officer retires is at  
least 10%;  
the average net debt-to-equity ratio for the three years preceding  
the year in which the Chairman and Chief Executive Officer retires  
is less than or equal to 30%; and  
The total amount of all the pension plans in which Mr. Pouyanné  
participates represents, at December 31, 2017, a gross annual  
pension estimated at €704,550 based on the length of service  
acquired as of December 31, 2017, corresponding to 18.54% of Mr.  
Pouyanné’s gross annual compensation defined above (annual fixed  
portion for 2017 and variable portion to be paid in 2018 for fiscal year  
growth in TOTAL’s oil and gas production is greater than or equal  
to the average growth rate of four oil companies (ExxonMobil,  
Royal Dutch Shell, BP and Chevron) during the three years  
preceding the year in which the Chairman and Chief Executive  
Officer retires.  
2
017).  
▪
Life insurance and health care plans  
The Chairman and Chief Executive Officer is covered by the following  
life insurance plans provided by various life insurance companies:  
▪
an “incapacity, disability, life insurance” plan applicable to all  
employees, partly paid for by the Company, that provides for two  
options in case of death of a married employee: either the payment  
of a lump sum equal to five times the annual compensation up to  
1
2
6 times the PASS, corresponding to a maximum of €3,178,560 in  
018, plus an additional amount if there is a dependent child or  
(1) Subject to the approval of the Ordinary General Meeting of June 1, 2018.  
REGISTRATION DOCUMENT 2017  
153  
REPORT ON CORPORATE GOVERNANCE  
4
Compensation for the administration and management bodies  
children, or the payment of a lump sum equal to three times the  
annual compensation up to 16 times the PASS, plus a survivor’s  
pension and education allowance;  
absolute value of the variable portion received during one of the  
five previous years of activity), which is increased to three years in  
case of accidental death and, in case of accidental permanent  
disability, a lump sum proportional to the degree of disability.  
Death benefits are increased by 15% for each dependent child.  
▪
a second “disability and life insurance” plan, fully paid by the  
Company, applicable to executive officers and senior executives  
whose annual gross compensation is more than 16 times the  
PASS. This contract, signed on October 17, 2002, amended on  
January 28 and December 16, 2015, guarantees the beneficiary  
the payment of a lump sum, in case of death, equal to two years of  
compensation (defined as the gross annual fixed reference  
compensation (base France), which corresponds to 12 times the  
monthly gross fixed compensation paid during the month prior to  
death or sick leave, to which is added the highest amount in  
Payments due under this contract are made after the deduction of  
any amount paid under the above-mentioned plan applicable to all  
employees.  
The Chairman and Chief Executive Officer also has the use of a  
company car and is covered by the health care plan available to all  
employees.  
Draft resolution prepared by the Board of Directors in accordance with Article L. 225-37-2  
of the French Commercial Code submitted to the Ordinary Shareholders’ Meeting  
of June 1, 2018  
Approval of the principles and criteria for the determination, breakdown and allocation of the fixed, variable and extraordinary  
components of the total compensation (including in-kind benefits) attributable to the Chairman and Chief Executive Officer  
Voting under the conditions of quorum and majority required for  
Ordinary Shareholders’ Meetings and in accordance with  
Article L. 225-37-2 of the French Commercial Code  
compensation (including in-kind benefits) attributable to the  
Chairman and Chief Executive Officer, as presented in the report  
on corporate governance, covered by Article L. 225-37 of the  
French Commercial Code and in the 2017 Registration  
Document (chapter 4, point 4.3.2.2).  
(
paragraph 1), the shareholders approve the principles and  
criteria for the determination, breakdown and allocation of the  
fixed, variable and extraordinary components of the total  
4
.3.3 Executive officers’ compensation  
The Group’s executive officers include the members of the Executive  
Committee, the four Senior Vice Presidents of the central Group  
functions who are members of the Group Performance Management  
Committee (HSE, Strategy & Climate, Communications, Legal), the  
Deputy Chief Financial Officer and the Treasurer.  
▪
Namita Shah, President, People & Social Responsibility, member  
of the Executive Committee;  
▪
▪
▪
Bernadette Spinoy, Senior Vice President Industrial Safety;  
Ladislas Paszkiewicz, Senior Vice President Strategy & Climate;  
Jacques-Emmanuel Saulnier, Senior Vice President  
Communication;  
As of December 31, 2017, the list of the Group’s executive officers  
was as follows (13 people, or one person more than on  
December 31, 2016):  
▪
▪
▪
Aurélien Hamelle, Senior Vice President Legal;  
Jean-Pierre Sbraire, Deputy Chief Financial Officer; and  
Antoine Larenaudie, Treasurer.  
▪
▪
Patrick Pouyanné Chairman and Chief Executive Officer;  
Arnaud Breuillac, President, Exploration & Production, member of  
the Executive Committee;  
In 2017, the aggregate amount paid directly or indirectly by the  
Group’s French and foreign companies as compensation to the  
Group’s executive officers in office as of December 31, 2017 (13  
people, or one more than in 2016) was €13.66 million (compared to  
11.98 million in 2016), including €10.45 million paid to the members  
of the Executive Committee (seven people). The variable component  
based on economic, HSE performance and personal contribution  
▪
▪
▪
▪
Patrick de La Chevardière, Chief Financial Officer, member of the  
Executive Committee;  
Momar Nguer, President, Marketing & Services, member of the  
Executive Committee;  
€
Bernard Pinatel, President, Refining & Chemicals, member of the  
Executive Committee;  
(
criteria) represented 47.97% of this global amount of €13.66 million.  
Philippe Sauquet, President, Gas, Renewables & Power, and  
President, Group Strategy-Innovation, member of the Executive  
Committee;  
4
.3.4 Stock option and free share grants  
4
.3.4.1 General policy  
In addition to its employee shareholding development policy, TOTAL  
S.A. has implemented a policy to involve employees and senior  
executives in the Group’s future performance which entails granting  
free performance shares each year. TOTAL S.A. may also grant stock  
options, although no plan has been put in place since September 14,  
2011. These shares are granted under selective plans based on a  
review of individual performance at the time of each grant.  
The stock option and free share plans offered by TOTAL S.A.  
concern only TOTAL shares and no free shares of the Group’s listed  
subsidiaries or options on them are granted by TOTAL S.A.  
1
54  
REGISTRATION DOCUMENT 2017  
 
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
All grants are approved by the Board of Directors, on the proposal of  
the Compensation Committee. For each plan, the Compensation  
Committee recommends a list of beneficiaries, the conditions and the  
number of options or shares granted to each beneficiary. The Board  
of Directors then gives final approval for this list and the grant  
conditions.  
plans, and subject to the applicable presence and performance  
conditions being met, options may be exercised only at the end of an  
initial two-year period and the shares resulting from the exercise may  
only be disposed of at the end of a second two-year period.  
Moreover, for the 2007 to 2011 option plans, the shares resulting  
from the exercise of options by beneficiaries employed by  
a
▪
Grant of performance shares  
non-French company on the grant date may be disposed of or  
converted to bearer form at the end of the first two-year vesting  
period.  
Grants of free performance shares under selective plans become  
definitive only at the end of a three-year vesting period, subject to  
fulfillment of the applicable presence and performance conditions. At  
the end of the vesting period, and provided that the conditions are  
met, the TOTAL shares are definitively granted to the beneficiaries,  
who must then hold them for at least two years (holding period). All  
shares granted are subject to presence condition.  
4.3.4.2 Follow-up of grants to the executive  
directors  
Stock options  
For beneficiaries employed by a non-French company on the grant  
date, the vesting period for free shares may be increased to four  
years, in which case there is no mandatory holding period. Since  
011, all shares granted to senior executives have been subject to  
performance conditions.  
No stock options have been granted since September 14, 2011. Until  
that date, the Company’s executive directors in office at the time of  
the decision were granted stock options as part of broader grant  
plans approved by the Board of Directors for certain Group  
employees and senior executives. The options granted to the  
executive directors were subject to the same requirements applicable  
to the other beneficiaries of the grant plans.  
2
4
▪
Stock options  
Stock options have a term of eight years, with a strike price set at the  
average of the closing TOTAL share prices on Euronext Paris during  
the 20 trading days preceding the grant date, without any discount.  
Exercise of the options is subject to a presence condition and  
performance conditions, related to the Group’s return on equity  
For the options granted between 2007 and 2011, the Board of  
Directors made the exercise of the options granted to the executive  
directors in office contingent upon  
a presence condition and  
performance conditions based on the Group’s ROE and ROACE. The  
grant rate of the performance-related options under the 2009, 2010  
and 2011 plans was 100%. It had been 60% for the 2008 plan.  
(
ROE), which vary depending on the plan and category of beneficiary.  
All options granted in 2011 have been subject to performance  
conditions. For options granted pursuant to the authorization given by  
the Extraordinary Shareholders’ Meeting of May 24, 2016 (twenty-fifth  
resolution), the performance conditions will be assessed over a  
minimum period of three consecutive fiscal years. For earlier option  
All the options granted to Mr. Pouyanné outstanding at  
December 31, 2017 represented 0.00124% of the Company’s share  
(1)  
capital on that date.  
Stock options granted in 2017 to each executive director by the issuer and by any Group company  
AMF position-recommendation No. 2009-16 – AMF Table No. 4)  
(
Number of  
Type of  
options  
options  
granted  
Plan No. (purchase or  
and date subscription)  
Valuation of  
options (€)  
during the  
fiscal year Exercise price  
Exercise  
period  
(a)  
Executive directors  
Patrick Pouyanné, Chairman  
and Chief Executive Officer  
-
-
-
-
-
-
(
a) According to the method used for the Consolidated Financial Statements.  
Stock options exercised in fiscal year 2017 by each executive director (AMF position-recommendation No. 2009-16 – AMF Table No. 5)  
Number of options  
exercised during  
Plan No. and date  
the fiscal year  
Exercise price  
Patrick Pouyanné  
Chairman and Chief Executive Officer since December 19, 2015  
2010 Plan  
09/14/2010  
15,000  
38.20  
(1) Based on a capital of 2,528,989,616 shares.  
REGISTRATION DOCUMENT 2017  
155  
REPORT ON CORPORATE GOVERNANCE  
4
Compensation for the administration and management bodies  
Grant of performance shares  
Mr. Pouyanné is granted performance shares as part of the broader  
grant plans approved by the Board of Directors for certain Group  
employees. The performance shares granted to him are subject to  
the same requirements applicable to the other beneficiaries of the  
grant plans.  
Summary tables  
(a)  
Free shares granted to each director in fiscal year 2017 by the issuer and by any Group company  
(AMF position-recommendation No. 2009-16 – AMF Table No. 6)  
Number of  
shares  
granted  
Valuation  
of the  
Plan No. during the  
shares Acquisition  
Date of  
(b)  
and date  
fiscal year  
(€)  
date transferability Performance conditions  
Patrick  
Pouyanné  
Chairman and  
Chief Executive  
Officer  
2017 Plan  
07/26/2017  
60,000  
2,134,200 07/27/2020  
07/28/2022 The performance conditions are based:  
–
for 50% of the performance shares granted, the Company  
(
c)  
will be ranked each year against its peers during the three  
vesting years (2017, 2018 and 2019) based on the TSR  
criterion using the average closing market price expressed  
in dollars over one quarter at the beginning and end of  
each three-year period (Q4 year N vs./Q4 year N-3);  
–
for 50% of the performance shares granted, the Company  
(
c)  
will be ranked each year against its peers using the  
annual variation in net cash flow per share expressed in  
dollars criterion. For further details, refer to point 4.3.2.1 of  
this chapter.  
Marc Blanc  
2017 Plan  
07/26/2017  
n/a  
n/a  
n/a  
n/a  
Director  
representing  
employees until  
May 26, 2017  
Renata Perycz  
2017 Plan  
07/26/2017  
260  
9,248.2 07/27/2020  
07/28/2022  
Director  
representing  
employee  
shareholders  
since May 24,  
2
016  
Christine  
2017 Plan  
-
-
-
-
Renaud  
Director  
07/26/2017  
representing  
employees since  
May 26, 2017  
TOTAL  
60,260 2,143,448.2  
(
(
(
a) List of executive and non-executive directors who had this status during fiscal year 2017.  
b) The valuation of the shares was calculated on the grant date according to the method used for the Consolidated Financial Statements.  
c) ExxonMobil, Royal Dutch Shell, BP and Chevron.  
(
a)  
Free shares that have become transferable for each director (AMF position-recommendation No. 2009-16 – AMF Table No. 7)  
Number of shares that  
Plan No. and  
become transferable  
date during the fiscal year Vesting conditions  
Patrick Pouyanné  
Shares are subject to a performance condition based on the Group’s average  
Chairman and Chief Executive  
2014 Plan  
07/30/2017  
ROE in fiscal years 2014, 2015 and 2016. For beneficiaries other than senior  
Officer  
9,500 executives, the performance condition applies to shares in excess of the first  
Marc Blanc  
100.  
Director representing employees  
2014 Plan  
07/30/2017  
For the 2014 plan, pursuant to performance condition, the acquisition rate  
until May 26, 2017  
n/a was 38%.  
Renata Perycz  
Director representing employee  
shareholders since May 24, 2016  
2014 Plan  
07/30/2017  
119  
0
Christine Renaud  
Director representing employees  
2014 Plan  
07/30/2017  
since May 26, 2017  
(
a) List of executive and non-executive directors who had this status during fiscal year 2017.  
1
56  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
4
.3.4.3 Follow-up of TOTAL stock option plans as of December 31, 2017  
Breakdown of TOTAL stock option grants by category of beneficiary  
The breakdown of TOTAL stock options granted by category of beneficiary (executive officers, other senior executives and other employees) for  
each of the plans in effect during fiscal year 2017 is as follows:  
Average number  
Number of  
beneficiaries  
Number of  
notified options  
of options per  
beneficiary  
Percentage  
27.4%  
(
a)  
(b)  
Executive officers  
2
009 Plan :  
26  
1,201,500  
1,825,540  
46,212  
6,428  
Subscription options  
Decision of the Board of  
Directors of September 15,  
Senior executives  
284  
41.6%  
2
009  
Strike price: €39.90;  
discount: 0.0%  
Other employees  
1,742  
2,052  
25  
1,360,460  
4,387,500  
1,348,100  
2,047,600  
31.0%  
100%  
28.2%  
42.8%  
781  
2,138  
53,924  
7,261  
TOTAL  
(
a)  
(b)  
2
010 Plan :  
Executive officers  
4
Subscription options  
Senior executives  
282  
Decision of the Board of  
Directors of September 14,  
2
010  
Strike price: €38.20;  
discount: 0.0%  
Other employees  
1,790  
2,097  
29  
1,392,720  
4,788,420  
846,600  
29.0%  
100%  
55.7%  
44.3%  
778  
2,283  
29,193  
3,798  
TOTAL  
(
a)  
(b)  
2
011 Plan :  
Executive officers  
Subscription options  
Senior executives  
177  
672,240  
Decision of the Board of  
Directors of September 14,  
2
011  
Strike price: €33.00;  
discount: 0.0%  
Other employees  
-
-
-
-
TOTAL  
206  
1,518,840  
100%  
7,373  
(a) The grant rate of performance-related options was 100% for the 2009, 2010 and 2011 plans.  
(b) Members of the Management Committee and the Treasurer, as defined on the date of the Board meeting granting the performance shares.  
For the 2009 stock option plan, the Board of Directors decided that  
for each beneficiary of more than 25,000 options, one third of the  
options granted in excess of that number would be subject to a  
performance condition.  
performance condition. For the 2011 stock option plan, all the  
options are subject to a performance condition.  
Since September 14, 2011, the Board of Directors has not granted  
any stock options.  
For the 2010 stock option plan, a portion of the options granted to  
beneficiaries of more than 3,000 options are subject to  
a
REGISTRATION DOCUMENT 2017  
157  
REPORT ON CORPORATE GOVERNANCE  
4
Compensation for the administration and management bodies  
Breakdown of TOTAL stock option plans  
History of stock option grants – Information on stock options (AMF position-recommendation No. 2009-16 – AMF Table No. 8)  
2009 Plan  
2010 Plan  
2011 Plan  
Total  
Type of options  
Subscription options Subscription options Subscription options  
Date of the Shareholders’ Meeting  
Date of the Board meeting/grant date  
05/11/2007  
09/15/2009  
05/21/2010  
09/14/2010  
05/21/2010  
09/14/2011  
(
a)  
Total number of options granted by the  
Board of Directors, including to:  
4,387,620  
30,000  
30,000  
n/a  
4,788,420  
40,000  
40,000  
n/a  
1,518,840  
30,400  
30,400  
n/a  
10,694,880  
100,400  
100,400  
n/a  
(
b)  
Executive and non-executive directors  
–
–
–
–
P. Pouyanné  
M. Blanc  
C. Renaud  
R. Perycz  
n/a  
n/a  
n/a  
n/a  
n/a  
n/a  
n/a  
n/a  
Date as of which the options may be exercised:  
Expiry date  
09/16/2011  
09/15/2017  
39.90  
09/15/2012  
09/14/2018  
38.20  
09/15/2013  
09/14/2019  
33.00  
(
c)  
Strike price (€)  
Cumulative number of options exercised as  
of December 31, 2017  
4,159,730  
277,890  
2,746,851  
91,197  
1,023,872  
4,400  
7,930,453  
373,487  
Cumulative number of options canceled as  
of December 31, 2017  
Number of options:  
–
–
–
–
Outstanding as of January 1, 2017  
Granted in 2017  
1,779,053  
2,880,237  
626,328  
5,285,618  
-
-
195,370  
1,583,683  
-
-
-
-
-
(d)  
Canceled in 2017  
Exercised in 2017  
195,370  
2,649,308  
2,440,940  
929,865  
1,950,372  
135,760  
490,568  
EXISTING OPTIONS AS OF DECEMBER 31, 2017  
(a) The grant date is the date of the Board meeting granting the options.  
(b) List of executive and non-executive directors who had this status during fiscal year 2017. Mr. Blanc’s term of office as a director came to an end on May 26, 2017. Ms.  
Renaud has been a director representing employees since May 26, 2017.  
(
(
c) The strike price is the average closing price of TOTAL’s share on Euronext Paris during the 20 trading days preceding the option grant date, without any discount.  
d) The 194,510 options canceled in 2017 were unexercised options that expired on September 15, 2017 due to the expiration of the 2009 stock option plan and 860  
were cancelations due to succession.  
(1)  
If all the stock options outstanding at December 31, 2017 were exercised, the corresponding shares would represent 0.10% of the Company’s  
share capital on that date.  
Stock options granted to the 10 employees (other than executive or non-executive directors) receiving the largest number of  
options/Stock options exercised by the ten employees (other than executive or non-executive directors) exercising the largest  
number of options (AMF position-recommendation No. 2009-16 – AMF Table No. 9)  
Total number of  
Average  
options granted/ weighted strike  
2009 Plan  
2010 Plan  
2011 Plan  
exercised  
price (€)  
09/15/2009  
09/14/2010  
09/14/2011  
Options granted in fiscal year 2017 by TOTAL S.A.  
(
a)  
and its affiliates to each of the 10 employees of  
TOTAL S.A. and its affiliates (other than executive or  
non-executive directors) receiving the largest number  
of options (aggregate – not individual information)  
-
-
-
-
-
(
a)  
Options held on TOTAL S.A. and its affiliates and  
exercised in fiscal year 2017 by the 10 employees of  
TOTAL S.A. and its affiliates (other than executive or  
non-executive directors at the date of the exercises)  
who purchased or subscribed for the largest number  
of shares (aggregate – not individual information)  
398,680  
38.28  
152,900  
202,100  
43,680  
(
a) Pursuant to the conditions of Article L. 225-180 of the French Commercial Code.  
(1) Based on a capital of 2,528,989,616 shares.  
1
58  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Compensation for the administration and management bodies  
4
.3.4.4 Follow-up of TOTAL free share grants as of December 31, 2017  
Breakdown of TOTAL performance share grants by category of beneficiary  
The following table gives a breakdown of TOTAL performance share grants by category of beneficiary (executive officers, other senior executives  
and other employees):  
Number of  
beneficiaries  
Number of notified  
shares  
Average number of shares  
per beneficiary  
Percentage  
(
a)  
(b)  
Executive officers  
Senior executives  
2
013 Plan  
32  
422,600  
934,500  
9.5%  
13,206  
3,374  
Decision of the Board  
of Directors of July 25,  
277  
20.9%  
(c)  
2
013  
Other employees  
9,625  
9,934  
32  
3,107,100  
4,464,200  
421,200  
69.6%  
100%  
9.4%  
323  
449  
TOTAL  
(
a)  
(b)  
2014 Plan  
Executive officers  
13,163  
3,471  
Decision of the Board  
of Directors of July 29,  
Senior executives  
281  
975,300  
21.7%  
(c)  
2
014  
Other employees  
9,624  
9,937  
13  
3,089,800  
4,486,300  
264,600  
68.9%  
100%  
5.6%  
321  
451  
TOTAL  
4
(
a)  
(d)  
2015 Plan  
Executive officers  
20,354  
3,906  
Decision of the Board  
of Directors of July 28,  
Senior executives  
290  
1,132,750  
23.8%  
(c)  
2
015  
Other employees  
TOTAL  
10,012  
10,315  
12  
3,364,585  
4,761,935  
269,900  
70.6%  
100%  
4.8%  
336  
462  
(d)  
2
016 Plan  
Decision of the Board  
of Directors of July 27,  
Executive officers  
Senior executives  
22,492  
4,739  
279  
1,322,300  
23.4%  
(c)  
2
016  
Other employees  
TOTAL  
10,028  
10,319  
12  
4,047,200  
5,639,400  
266,500  
71.8%  
100%  
4.7%  
404  
547  
(d)  
2
017 Plan  
Decision of the Board  
of Directors of July 26,  
Executive officers  
Senior executives  
22,208  
4,770  
277  
1,321,200  
23.3%  
(c)  
2
017  
Other employees  
TOTAL  
10,288  
4,092,249  
72.0%  
398  
10,577  
5,679,949  
100%  
537  
(
a) For the 2013 and 2014 plans, the shares acquisition rate related to the ROE performance condition was 63% and 38%, respectively. For the 2015 plan, the shares  
acquisition rate related to a comparison of ROE and ANI was 82%.  
(
(
b) Members of the Management Committee and the Treasurer, as defined on the date of the Board meeting granting the performance shares.  
c) Mr. Keller, a TOTAL S.A. employee and a TOTAL S.A. director representing employee shareholders from May 17, 2013 to May 24, 2016, was granted 400 performance  
shares under the 2013 plan and 400 performance shares under the 2014 plan. He was not granted any shares under the 2015 or 2016 plans. Mr. Blanc, a TOTAL S.A.  
employee and a TOTAL S.A. director representing employees from November 4, 2014 to May 26, 2017, was not granted any shares under the 2014, 2015 and 2016  
plans. Ms. Perycz, an employee of the Group and a TOTAL S.A. director representing employee shareholders since May 24, 2016, was granted 160 shares under the 2016  
plan and 260 shares under the 2017 plan. Ms. Renaud, an employee of the Group and a TOTAL S.A. director representing employee shareholders since May 26, 2017,  
was not granted any shares under the 2017 plan.  
d) Group’s executive officers as defined on the date of the Board meeting granting the performance shares. The Group’s executive officers on this date included the members  
of the Executive Committee, the four Senior Vice Presidents of the central Group functions who are members of the Group Performance Management Committee (HSE,  
Strategy & Climate, Communications, Legal) and the Treasurer.  
(
The performance shares, which were previously bought back by the  
Company on the market, are definitively granted to their beneficiaries  
at the end of a three-year vesting period from the grant date. For the  
shares granted under the 2012 plan, the vesting period was two  
years.  
(2017, 2018 and 2019) based on the TSR criterion using the  
average closing market price expressed in dollars over one quarter  
at the beginning and end of each three-year period (Q4 year N  
vs./Q4 year N-3). The dividend will be considered reinvested based  
on the last market price on the ex-dividend date; and  
The definitive grant of performance shares is subject to a presence  
condition and performance conditions.  
▪
for 50% of the performance shares granted, the Company will be  
ranked each year against its peers using the annual variation in  
net cash flow per share expressed in dollars criterion.  
(1)  
For the 2017 plan, the applicable performance conditions are the  
following:  
In addition, shares that have been definitively granted cannot be  
disposed of before the end of a mandatory two-year holding period.  
▪
for 50% of the performance shares granted, the Company will be  
(1)  
ranked each year against its peers during the three vesting years  
(1) ExxonMobil, Royal Dutch Shell, BP and Chevron.  
REGISTRATION DOCUMENT 2017  
159  
REPORT ON CORPORATE GOVERNANCE  
4
Compensation for the administration and management bodies  
Breakdown of TOTAL performance share plans  
History of TOTAL performance share grants – Information on performance shares granted (AMF position-recommendation  
No. 2009-16 – AMF Table No. 10)  
2
013 Plan  
2014 Plan  
05/16/2014  
07/29/2014  
€52.220  
2015 Plan  
05/16/2014  
07/28/2015  
€43.215  
€45.150  
4,761,935  
48,000  
2016 Plan  
05/24/2016  
07/27/2016  
€42.685  
€45.38  
2017 Plan  
05/24/2016  
07/26/2017  
€43.220  
n/a  
Date of the Shareholders’ Meeting  
05/13/2011  
07/25/2013  
€40.005  
Date of Board meeting/grant date  
Closing price on grant date  
Average purchase price per share paid by the Company  
Total number of performance shares granted, including to:  
€40.560  
€48.320  
4,464,200  
22,500  
4,486,300  
25,000  
5,639,400  
60,160  
5,679,949  
60,260  
60,000  
n/a  
(
a)  
Executive and non-executive directors  
(b)  
(b)  
–
–
–
–
P. Pouyanné  
22,500  
25,000  
48,000  
60,000  
(c)  
M. Blanc  
n/a  
n/a  
-
n/a  
-
-
(d)  
R. Perycz  
n/a  
160  
260  
(c)  
C. Renaud  
n/a  
n/a  
n/a  
n/a  
-
Start of the vesting period  
07/25/2013  
07/29/2014  
07/28/2015  
07/27/2016  
07/26/2017  
Definitive grant date, subject to the conditions set (end of  
the vesting period)  
07/26/2016  
07/26/2018  
07/30/2017  
07/30/2019  
07/29/2018  
07/29/2020  
07/28/2019  
07/29/2021  
07/27/2020  
07/28/2022  
Disposal possible from (end of the mandatory holding  
period)  
Number of free shares:  
–
–
–
–
Outstanding as of January 1, 2017  
Notified in 2017  
-
-
-
4,364,500  
4,730,735  
-
5,637,560  
-
-
5,679,949  
(910)  
-
(2,157,820)  
(2,206,680)  
-
Canceled in 2017  
(31,480)  
(1,950)  
4,697,305  
(29,050)  
(1,410)  
5,607,100  
(
e)  
Definitively granted in 2017  
-
EXISTING OPTIONS AS OF DECEMBER 31, 2017  
-
5,679,039  
(
(
(
a) List of executive and non-executive directors who had this status during fiscal year 2017.  
b) Shares granted in respect of his previous salaried duties.  
c) Mr. Blanc, a TOTAL S.A. employee and a TOTAL S.A. director representing employees from November 4, 2014 to May 26, 2017. Ms. Renaud, a TOTAL S.A. employee  
and a TOTAL S.A. director representing employees since May 26, 2017.  
(
(
d) Ms. Perycz, a TOTAL Polska sp. Z.o.o. employee and a TOTAL S.A. director representing employee shareholders since May 24, 2016.  
e) Definitive grants completed early following the death of the beneficiaries of shares for the respective plan.  
(1)  
If all the performance shares outstanding at December 31, 2017 were definitively granted, they would represent 0.63% of the Company’s share  
capital on that date.  
Performance shares granted to the 10 employees (other than executive and non-executive directors) receiving the largest number  
of performance shares  
Number of  
performance shares  
notified/definitively  
granted  
Date of the final  
award (end of  
the vesting  
period)  
Date of  
transferability  
(end of the  
Date of  
the award  
holding period)  
Free performance share grants approved by the Board of  
Directors at its meeting on July 26, 2017 to the ten  
employees of TOTAL S.A. and its affiliates (other than  
executive or non-executive directors at the date of the  
exercises) who purchased or subscribed for the largest  
224,000  
07/26/2017  
07/27/2020  
07/28/2022  
(
a)  
number of shares (aggregate – not individual information)  
Performance shares definitively granted in fiscal year 2017  
to the 10 employees of TOTAL S.A. and its affiliates (other  
than executive and non-executive directors on the date of  
the decision) receiving the largest number of performance  
shares  
61,750  
07/29/2014  
07/30/2017  
07/30/2019  
(
a) These shares will be definitively granted to their beneficiaries at the end of a three-year vesting period, i.e., on July 27, 2020, subject to two performance conditions  
being met. The free shares that have been definitively granted cannot be disposed of before the end of a two-year holding period, i.e., from July 28, 2022.  
(1) Based on a capital of 2,528,989,616 shares.  
1
60  
REGISTRATION DOCUMENT 2017  
REPORT ON CORPORATE GOVERNANCE  
Additional information about corporate governance  
4
.4 Additional information about corporate governance  
4
.4.1 Regulated agreements and undertakings and related-party transactions  
Regulated agreements and undertakings  
The special report of the statutory auditors of TOTAL S.A. on regulated agreements and undertakings referred to in Article L. 225-38 et seq. of  
the French Commercial Code for fiscal year 2017 is provided in point 4.6 of this chapter.  
In addition, to TOTAL’s knowledge there exists no agreement, other than the agreements related to its ordinary course of business and signed  
under normal conditions, engaged, directly or through an intermediary, between, on the one hand, any director or shareholder holding more than  
1
0% of TOTAL S.A.’s voting rights and, on the other hand, a company of which TOTAL S.A. directly or indirectly owns more than half the capital.  
Related-party transactions  
Details of transactions with related parties as specified by the regulations adopted under EC regulation 1606/2002, entered into by the Group  
companies during fiscal years 2015, 2016 or 2017, are provided in Note 8 to the Consolidated Financial Statements (refer to point 8.7 of  
chapter 8).  
4
These transactions primarily concern equity affiliates and non-consolidated companies.  
REGISTRATION DOCUMENT 2017  
161  
 
REPORT ON CORPORATE GOVERNANCE  
4
Additional information about corporate governance  
4
.4.2 Delegations of authority and powers granted to the Board of Directors  
with respect to share capital increases and authorization for share  
cancellation  
Table compiled in accordance with Article L. 225-37-4 3° of the French Commercial Code summarizing the  
use of delegations of authority and powers granted to the Board of Directors with respect to share capital  
increases as of December 31, 2017:  
Date of delegation  
of authority or  
Use in 2017, by  
value, or  
Available balance  
as of 12/31/2017  
by value, or  
authorization by  
the Extraordinary term of authorization  
Shareholders’ granted to the Board  
Expiry date and  
Cap on par value, or number of shares or  
expressed as % of  
share capital  
number of  
shares  
Type  
number of shares  
Meeting (ESM)  
of Directors  
Debt securities  
representing  
rights to capital  
May 24, 2016  
th  
th  
th  
(18 , 19 , 20 and  
July 24, 2018  
26 months  
nd  
€10 Bn in securities  
-
€10 Bn  
22 resolutions)  
An overall cap of €2.5 Bn (i.e., a maximum of  
1
,000 million  
shares  
issued  
with  
a
€2.187 Bn  
pre-emptive subscription right), from which  
can be deducted:  
125.1 million (i.e., 874.9 million  
May 24, 2016  
July 24, 2018  
26 months  
(
a)  
th  
shares  
shares)  
(18 resolution)  
1
/ a specific cap of €600 million, i.e., a  
maximum of 240 million shares for  
issuances without pre-emptive subscription  
rights (with potential use of a greenshoe),  
including in compensation with securities  
contributed within the scope of a public  
exchange offer, provided that they meet the  
requirements of Article L. 225-148 of the  
French Commercial Code, from which can  
be deducted:  
Maximum cap  
for the issuance  
of securities  
granting  
immediate or  
future rights to capital  
share capital  
May 24, 2016  
th  
st  
(19 and 21  
July 24, 2018  
26 months  
-
-
€356.2 million  
resolutions)  
1/a a sub-cap of €600 million with a view  
to issuing, through an offer as set forth in  
Article L. 411-2 II of the French Monetary  
and Financial Code, shares and securities  
Nominal share  
resulting in  
without  
subscription right  
/b a sub-cap of €600 million through  
in-kind contributions when provisions of  
Article L. 225-148 of the French  
a
share capital increase,  
May 24, 2016  
th  
st  
a
shareholders’ pre-emptive  
(20 and 21  
July 24, 2018  
26 months  
€356.2 million  
€356.2 million  
resolutions)  
1
97.5 million  
May 24, 2016  
July 24, 2018  
26 months  
(
c)  
nd  
Commercial Code are not applicable  
shares  
(22 resolution)  
2
/ a specific cap of 1.5% of the share  
(
b)  
capital on the date of the Board decision  
for share capital increases reserved for  
employees participating in  
savings plan  
a
Company  
27.5 million  
10.4 million  
shares  
May 24, 2016  
July 24, 2018  
26 months  
(
d)  
rd  
shares  
(23 resolution)  
(b)  
0
.75% of share capital on the date of the  
Board decision to grant options  
19.0 million  
shares  
May 24, 2016  
July 24, 2019  
38 months  
th  
-
(25 resolution)  
Restricted shares awarded to Group  
employees and to executive  
directors  
(b)  
0.8% of share capital on the date of the  
Board decision to grant the restricted shares  
11.3 million  
8.9 million  
shares  
May 24, 2016  
July 24, 2019  
38 months  
(
e)  
(d)  
th  
shares  
(24 resolution)  
th  
nd  
(
a) The number of new shares authorized under the 18 resolution of the ESM held on May 24, 2016 cannot exceed 1,000 million shares. Pursuant to the 22 resolution of the ESM held on May 24, 2016, the  
Board of Directors decided on February 7, 2018, subject to the fulfillment of the conditions precedent stipulated in the contribution agreement concluded with A.P. Møller-Mærsk A/S on the same day, a share  
rd  
capital increase of of the Company by issuing 97,522,593 shares in compensation of the contribution of the shares of Mærsk Olie og Gas A/S in 2018 (see note (c) below). Pursuant to the 23 resolution of the  
ESM held on May 24, 2016, the Board of Directors decided on July 27, 2016 to proceed with a share capital increase reserved for Group employees in 2017 (see note (d) below). Pursuant to the 23 resolution  
rd  
of the ESM held on May 24, 2016, the Board of Directors decided on July 26, 2017 to proceed with a share capital increase reserved for Group employees in 2018 (see note (c) below). As a result, the available  
balance under this authorization was 874,945,217 new shares as of December 31, 2017.  
(
(
(
b) Share capital as of December 31, 2017: 2,528,989,616 shares.  
nd  
c) The number of new shares authorized under the 22 resolution of the ESM held on May 24, 2016 cannot exceed 240 million shares. Refer to note (a).  
rd  
d) The number of new shares authorized under the 23 resolution of the May 24, 2016 ESM may not exceed 1.5% of the share capital on the date when the Board of Directors decides to use the delegation.  
Pursuant to the subscription requests made by employees, on April 26, 2017, the Chairman and Chief Executive Officer exercised his powers delegated by the Board of Directors on July 27, 2016 to observe a  
capital increase by issuing 9,532,190 shares. The meeting of the Board of Directors of July 26, 2017 decided to proceed with a share capital increase in 2018 with a cap of 18,000,000 shares (subscription to  
the shares under this operation is planned for the first quarter of 2018, subject to the decision of the Chairman and Chief Executive Officer). As a result, the available balance under this authorization was  
1
0,402,654 new shares as of December 31, 2017.  
th  
(
e) The number of shares that may be awarded as restricted share grants under the 24 resolution of the May 24, 2016 ESM may not exceed 0.8% of the share capital on the date when the restricted shares are  
awarded by the Board of Directors. 5,639,400 shares were awarded by the Board of Directors on July 27, 2016. 10,393 shares as a deferred contribution under the 2017 ACRS were attributed by the Board of  
Directors on April 26, 2017. 5,679,949 shares were awarded by the Board of Directors on July 26, 2017. As a result, the number of shares that could still be awarded as of December 31, 2017 was  
th  
8
,902,174 shares. In addition, the shares awarded under presence and performance conditions to the Company’s executive directors under the 24 resolution of the ESM held on May 24, 2016, cannot exceed  
.01% of the outstanding share capital on the date of the decision of the Board of Directors to proceed with the grant. Taking into account the 60,000 existing shares awarded under presence and performance  
0
conditions to the Chairman and Chief Executive Officer by the meeting of the Board of Directors of July 27, 2016, and of the 60,000 existing shares granted under presence and performance conditions to the  
Chairman and Chief Executive Officer by the Board of Directors on July 26, 2017, the remaining number of shares that may still be awarded to the executive directors is 132,898 shares.  
1
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REPORT ON CORPORATE GOVERNANCE  
Additional information about corporate governance  
Authorization to cancel shares of the Company  
th  
Pursuant to the terms of the 13 resolution of the Annual  
Based on 2,528,989,616 shares outstanding on December 31, 2017,  
the Company may, up until the conclusion of the Annual Shareholders’  
Meeting called to approve the financial statements for the fiscal year  
Shareholders’ Meeting held on May 26, 2017, the Board of Directors  
is authorized to cancel shares of the Company up to a maximum of  
1
0% of the share capital of the Company existing as of the date of  
ending on December 31, 2021, cancel  
a
maximum of  
the operation within a 24-month period. This authorization is effective  
until the Shareholders’ Meeting held to approve the financial  
statements for the year ending December 31, 2021.  
252,898,961 shares, before reaching the cancellation threshold of 10%  
of share capital canceled over a 24-month period.  
4
.4.3 Provisions of the bylaws governing shareholders’ participation to General  
Meetings  
request to add a draft resolution must be accompanied by the draft  
resolution text and brief summary of the grounds for this request.  
Requests made by shareholders must be accompanied by a proof of  
their share ownership and their ownership of the portion of capital as  
required by the regulations. Review of the item or draft resolution filed  
pursuant to regulatory conditions is subject to those making the  
request providing a new attestation justifying the shares being  
recorded in a book-entry form in the same accounts on the second  
working date preceding the date of the meeting.  
4
.4.3.1 Calling of shareholders to  
Shareholders’ Meetings  
Shareholders’ Meetings are convened and conducted under the  
conditions provided for by law.  
4
The Ordinary Shareholders’ Meeting is called to take any decisions  
that do not modify the Company’s bylaws. It is held at least once a  
year within six months of the closing date of each fiscal year to  
approve the financial statements of that year. It may only deliberate,  
at its first meeting, if the shareholders present, represented or  
participating by remote voting hold at least one fifth of the shares that  
confer voting rights. No quorum is required at its second meeting.  
Ordinary Shareholders’ Meeting decisions are made with the majority  
of votes of shareholders present, represented or participating by  
remote voting.  
The Central Works Council may also request the addition of draft  
resolutions to the meeting agendas under the forms, terms and  
deadlines set by the French Labor Code. In particular, requests to  
add draft resolutions must be sent within 10 business days following  
the date the notice of meeting was published.  
4
.4.3.2 Admission of shareholders to  
Shareholders’ Meetings  
Only the Extraordinary Shareholders’ Meeting is authorized to modify  
the bylaws. It may not, however, increase shareholders’  
commitments. It may only deliberate, at its first meeting, if the  
shareholders present, represented or participating by remote voting  
hold at least one quarter, and, at the second meeting, one fifth, of the  
shares that confer voting rights. Decisions of Extraordinary  
Shareholders’ Meeting are made with a two thirds majority of votes of  
shareholders present, represented or participating by remote voting.  
Participation in any form in Shareholders’ Meetings is subject to  
registration of participating shares, either in the registered account  
maintained by the Company (or its securities agent) or recorded in  
bearer form in  
a securities account maintained by a financial  
intermediary. Proof of this registration is obtained under a certificate  
of participation (attestation de participation) delivered to the  
shareholder. Registration of the shares must be effective no later than  
midnight (Paris time) on the second business day preceding 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.  
One or several shareholders holding a certain percentage of the  
Company’s share capital (calculated using a decreasing scale based  
on the share capital) may ask for items or resolution drafts to be  
added to the agenda of a Shareholders’ Meeting under the forms,  
terms and deadlines set forth by the French Commercial Code.  
Requests to add items or resolution drafts to the agenda must be  
sent no later than 20 days after the publication of the notice of  
meeting that the Company must publish in the French official journal  
of legal notices (Bulletin des annonces légales obligatoires, BALO).  
Any request to add an item to the agenda must be justified. Any  
4
.4.4 Information about factors likely to have an impact in the event of a public  
offering or exchange  
In accordance with Article L. 225-37-5 of the French Commercial  
Code, information relating to factors likely to have an impact in the  
event of a public offering is provided below.  
The provisions of the bylaws relating to shareholders’ voting rights  
are mentioned in point 7.2.4 of chapter 7. The Company has not  
been informed of any clauses as specified in paragraph 2 of  
Article L. 225-37-4 of the French Commercial Code.  
▪
Structure of the share capital  
▪
Holders of securities conferring special control rights  
The structure of the Company’s share capital and the interests that  
the Company is aware of pursuant to Articles L. 233-7 and  
L.ꢀꢀ233-12 of the French Commercial Code are presented in points  
Article 18 of the bylaws stipulates that double voting rights are  
granted to all the shares held in the name of the same shareholder  
for at least two years. Subject to this condition, there are no  
securities conferring special control rights as specified in  
paragraph 4 of Article L. 225-37-5 of the French Commercial  
Code.  
6
.4.1 to 6.4.3 in chapter 6.  
▪
Restrictions on the exercise of voting rights and transfers of shares  
provided in the bylaws – Clauses of the agreements of which the  
Company has been informed in accordance with Article L. 233-11  
of the French Commercial Code  
REGISTRATION DOCUMENT 2017  
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REPORT ON CORPORATE GOVERNANCE  
4
Additional information about corporate governance  
▪
Control mechanisms specified in an employee shareholding  
system  
▪
▪
Powers of the Board of Directors in the event of a public offering  
The delegations of authority or authorizations granted by the  
Shareholders’ Meeting that are currently in effect limit the powers  
of the Board of Directors over the Company’s shares, which expire  
during a public offering.  
The rules relating to the exercise of voting rights within the  
Company collective investment funds are presented in point 6.4.2  
of this chapter 6.  
▪
Shareholder agreements of which the Company is aware and that  
could restrict share transfers and the exercise of voting rights  
Agreements to which the Company is party and which are altered  
or terminated in the event of a change of control of the Company –  
Agreements providing for the payment of compensation to  
members of the Board of Directors or employees in the event of  
their resignation or dismissal without real and serious cause or if  
their employment were to be terminated as a result of a tender  
offer  
The Company is not aware of any agreements between  
shareholders as specified in paragraph 6 of Article L. 225-37-5 of  
the French Commercial Code which could result in restrictions on  
the transfer of shares and exercise of the voting rights of the  
Company.  
Although a number of agreements made by the Company contain  
a change in control clause, the Company believes that there are no  
agreements as specified in paragraph 9 of Article L. 225-37-5 of  
the French Commercial Code. The Company also believes that  
there are no agreements as specified in paragraph 10 of  
Article L. 225-37-5 of the French Commercial Code. For  
commitments made for the Chairman and Chief Executive Officer  
in the event of a forced departure owing to a change of control or  
strategy, refer to point 4.2.2 of this chapter.  
▪
Rules applicable to the appointment and replacement of members  
of the Company’s Board of Directors and amendment of the  
bylaws  
No provision of the bylaws or an agreement made between the  
Company and a third party contains a specific provision relating to  
the appointment and/or replacement of the Company’s directors  
that is likely to have an impact in the event of a public offering.  
4
.4.5 Statutory auditors  
4
.4.5.1 Auditor’s term of office  
Alternate auditors  
Cabinet Auditex  
Statutory auditors  
ERNST & YOUNG Audit  
1
/2, place des Saisons, 92400 Courbevoie-Paris-La Défense,  
Cedex 1  
1
/2, place des Saisons, 92400 Courbevoie-Paris-La Défense,  
Appointed: May 21, 2010 for a 6-fiscal year term. Appointment  
renewed on May 24, 2016 for an additional 6-fiscal year term.  
Cedex 1  
Appointed: May 14, 2004. Appointment renewed on May 24, 2016  
for an additional 6-fiscal year term.  
KPMG Audit IS  
Tour EQHO, 2 avenue Gambetta, CS 60055, 92066 Paris La Défense  
Cedex  
Yvon Salaün, Laurent Miannay  
KPMG S.A.  
Appointed: May 21, 2010 for a 6-fiscal year term. Appointment  
renewed on May 24, 2016 for an additional 6-fiscal year term.  
Tour EQHO, 2 avenue Gambetta, CS 60055, 92066 Paris La Défense  
Cedex  
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 Annual Shareholders’ Meeting called in 2022 to approve the  
financial statements for fiscal year 2021.  
Appointed: May 13, 1998. Appointment renewed on May 24, 2016  
for an additional 6-fiscal year term.  
Jacques-François Lethu, Eric Jacquet  
1
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REPORT ON CORPORATE GOVERNANCE  
Statutory auditors’
 report (Article L 225-235 of the French commercial Code)  
4
.4.5.2 Fees received by the statutory auditors (including members of their networks)  
ERNST & YOUNG Audit  
KPMG S.A.  
Amount in M$  
excluding VAT)  
Amount in M$  
(excluding VAT)  
(
%
%
2
016  
2017  
2016  
2017  
2016  
2017  
2016  
2017  
Audit  
Statutory auditors, certification, examination  
of the parent company and consolidated  
accounts  
20.2  
3.2  
22.3  
3.3  
63.6  
10.2  
53.4  
74.5  
10.9  
63.6  
16.5  
3.0  
17.7  
3.3  
70.2  
12.8  
57.4  
76.3  
14.2  
62.1  
TOTAL S.A.  
Fully consolidated subsidiaries  
17.0  
19.0  
13.5  
14.4  
Other work and services directly related to  
the mission of the statutory auditors  
5.0  
0.7  
2.8  
0.9  
15.6  
2.2  
9.3  
3.1  
4.5  
0.5  
3.8  
0.7  
19.1  
2.1  
16.4  
3.0  
TOTAL S.A.  
4
Fully consolidated subsidiaries  
SUBTOTAL  
4.3  
1.9  
13.4  
79.2  
6.2  
4.0  
3.1  
17.0  
89.4  
13.4  
92.7  
25.2  
25.1  
83.8  
21.0  
21.5  
Other services provided by the networks  
to fully consolidated subsidiaries  
Legal, tax, labor law  
Others  
6.1  
0.5  
4.2  
0.7  
19.1  
1.6  
13.9  
2.3  
2.4  
0.1  
1.5  
0.2  
10.2  
0.4  
6.5  
0.9  
SUBTOTAL  
TOTAL  
6.6  
4.9  
20.8  
100  
16.2  
100  
2.5  
1.7  
10.6  
100  
7.3  
31.8  
30.0  
23.5  
23.2  
100  
4.5 Statutory auditors’ report (Article L. 225-235  
of the French commercial Code)  
Refer to point 10.1 of chapter 10.  
4.6 Statutory auditors’ report on related party agreements  
and commitments  
This is a free translation into English of the original report issued in French and is provided solely for the convenience of English-speaking  
readers. This report should be read in conjunction with, and construed in accordance with, professional guidelines applicable in France.  
To the Annual General Meeting of TOTAL S.A.,  
As statutory auditors of your Company, we hereby present our report on related party agreements and commitments.  
It is our responsibility to inform you, on the basis of the information provided to us, of the terms and conditions, the purpose, and the benefits to  
the Company of the agreements and commitments of which we were informed or became aware of during our engagement. It is not our role to  
determine whether they are beneficial or appropriate or to ascertain whether any other agreements and commitments exist. It is your  
responsibility, in accordance with Article R.225-31 of the French Commercial Code (Code de commerce), to assess the merit of these  
agreements and commitments with a view to approving them.  
In addition, it is our responsibility to inform you, where appropriate, in accordance with Article R.225-31 of the French Commercial Code, of the  
agreements and commitments already approved at the General Meeting of Shareholders.  
We performed the procedures that we deemed necessary in accordance with the professional guidance issued by the French Institute of  
Statutory Auditors (Compagnie Nationale des Commissaires aux Comptes) applicable to this engagement. Our work entailed verifying that the  
information provided is consistent with the documents from which it was derived.  
Agreements and commitments submitted for approval to the General Meeting of Shareholders  
Agreements and commitments approved during the period  
We hereby inform you that, to our knowledge, no agreements or commitments approved in the prior year are to be submitted for approval to the  
General Meeting of Shareholders in accordance with the provisions of Article L.225-38 of the French Commercial Code.  
REGISTRATION DOCUMENT 2017  
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REPORT ON CORPORATE GOVERNANCE  
4
Statutory auditors’ report on related party agreements and commitments  
Agreements and commitments approved after closing  
We have been advised that the following commitments, authorized in 2018, which have been previously authorized by your Board of Directors  
held on March 14, 2018 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 Patrick Pouyanné, Chairman and  
st  
Chief Executive Officer. This approval is subject to the renewal of his Board member mandate by the Shareholders’ meeting of June 1 , 2018, 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, as detailed below, remain the same.  
Pension plan  
▪
Director concerned:  
Mr Patrick Pouyanné, Chairman and Chief Executive Officer  
Nature and purpose:  
▪
Following the appointment of Mr Patrick Pouyanné as Chairman and Chief Executive Officer of your Company, with effect as of  
December 19, 2015, at its meeting on December 16, 2015 your Board of Directors confirmed the commitments entered into previously by  
TOTAL S.A. in favor of Mr Patrick Pouyanné with regard to pension plan, in accordance with the following terms and conditions.  
▪
Terms and conditions:  
The Chairman and Chief Executive Officer has a supplementary defined benefit pension plan, which was approved by the Board of Directors in a  
prior year. The plan is applicable to all corporate officers and employees whose annual compensation is greater than eight times the annual  
ceiling for calculating French social security contributions (Plafond annuel de la sécurité sociale, PASS), set at €313,824 for 2017, and above  
which there is no conventional pension plan.  
To be eligible to the supplementary pension plan, set up and financed by TOTAL S.A., members must be at least 60 years old and have served  
the Company for at least five years. In addition, they must still be employed by the Company at the time of their retirement, unless they retire due  
to disability or take early retirement at your company’s initiative after the age of 55. They must also have claimed their basic pension from the  
French social security.  
During its meeting on December 16, 2014, the Board of Directors decided to maintain the seniority vested by Mr Patrick Pouyanné in respect of  
his previous salaried positions with the Group since January 1, 1997.  
Average gross annual compensation (fixed and variable) over the retiree’s last three years of employment is taken into account to calculate the  
supplementary benefits.  
The supplementary benefit plan provides beneficiaries with a pension equal to the sum of 1.8% of the portion of the reference compensation  
between 8 and 40 times the annual ceiling for calculating French social security contributions, and 1% of the reference compensation between  
4
0 and 60 times the annual ceiling for calculating French social security contributions, which is multiplied by the number of years of employment  
(up to 20 years). The assessment basis for this supplementary plan is indexed to changes in the French Association for Supplementary Pensions  
Schemes (ARRCO) index.  
Aggregate supplementary and other pension plan benefits (other than those funded personally on a voluntary basis) may not exceed 45% of  
average gross compensation (fixed and variable) for the last three years of employment. In the event that this percentage is exceeded, the  
supplementary pension is reduced accordingly.  
The Board of Directors noted the existence of the Chief Executive Officer's pension rights under the above-mentioned pension plan, immediately  
before his appointment as Chairman, for the period from January 1, 1997 to December 18, 2015.  
The conditional rights awarded for the period from January 1, 1997 to December 18, 2015 inclusive, correspond to a replacement rate of  
3
1
4.14% of the portion of compensation that is between 8 and 40 times the annual ceiling for calculating French social security contributions, and  
8.96% of the portion of compensation that is between 40 and 60 times the annual ceiling for calculating French social security contributions.  
These conditional rights are not subject to performance conditions.  
The conditional rights awarded to the Chairman and Chief Executive Officer for the period from December 19, 2015 to December 31, 2016  
correspond to a maximum replacement rate of 1.86% of the portion of compensation that is between 8 and 40 times the annual ceiling for  
calculating French social security contributions, and 1.04% of the portion of compensation that is between 40 and 60 times the annual ceiling for  
calculating French social security contributions. These additional rights are awarded subject to fulfilment by the Chairman and Chief Executive  
Officer of a performance condition, determined on the basis of the Company's financial position. The performance condition is deemed to be  
fulfilled if the variable portion of the Chairman and Chief Executive Officer's compensation paid in 2017 for financial year 2016 is 100% of his  
base compensation due for financial year 2016. Should the variable portion not reach 100% of his base compensation, the rights will be  
awarded on a pro rata basis.  
During its meeting on February 8, 2017, the Board of Directors noted that the specified performance condition had been fulfilled and Mr Patrick  
Pouyanné had additional vested pension rights for the period from December 19, 2015 to December 31, 2016.  
The Board of Directors also noted that Mr Patrick Pouyanné would not be entitled to further pension rights under the plan, given the terms for  
determining pension rights under the plan and the 20 years of service vested by Mr Patrick Pouyanné at December 31, 2017.  
The conditional rights awarded to the Chairman and Chief Executive Officer for the period from January 1, 1997 to December 31, 2016 inclusive,  
correspond to a maximum replacement rate of 36% of the portion of compensation that is between 8 and 40 times the annual ceiling for  
calculating French social security contributions, and 20% of the portion of compensation that is between 40 and 60 times the annual ceiling for  
calculating French social security contributions. These conditional rights are not subject to performance conditions.  
Consequently, based on his seniority in the Company at December 31, 2017, the commitments made by TOTAL S.A. to the Chairman and Chief  
Executive Officer in terms of supplementary defined benefits and similar pension plans represented a gross annual retirement pension estimated  
at €608,819, which is 16.02% of Mr Patrick Pouyanné's gross annual compensation, comprising the annual fixed portion for 2017 (€1,400,000)  
and the variable portion to be paid in 2018 for financial year 2017 (€2,400,300).  
1
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The supplementary pension includes a clause whereby up to 60% of the amount will be paid to beneficiaries in the event of death after  
retirement.  
▪
Purposes and benefits to the Company of the commitment:  
The Board of Directors held on March 14, 2018, decided that it was in the Company’s interest to maintain the commitments made by the  
Company to the Chairman and Chief Executive Officer in terms of pension plan.  
Retirement benefit  
▪
Director concerned:  
Mr Patrick Pouyanné, Chairman and Chief Executive Officer  
Nature and purpose:  
Following the appointment of Mr Patrick Pouyanné as Chairman and Chief Executive Officer of your Company, with effect as of December 19,  
015, at its meeting on December 16, 2015 your Board of Directors confirmed the commitments entered into previously by TOTAL S.A. in favor  
of Mr Patrick Pouyanné with regard to retirement benefit, in accordance with the following terms and conditions.  
Terms and conditions:  
▪
2
▪
The Chairman and Chief Executive Officer is entitled to receive retirement benefit equal to those available to eligible members of TOTAL Group  
under the French Collective Bargaining Agreement for the Petroleum Industry. The benefit amounts to 25% of gross annual compensation (fixed  
and variable) for the twelve-month period preceding the retirement of the person concerned.  
4
Payment of this benefit is subject to performance conditions. The performance conditions are deemed to be met if at least two of the following  
three criteria are met:  
–
–
–
average Return on Equity (ROE) in the three years preceding the year of retirement is at least 10%;  
average debt-to-equity ratios for the three years preceding the year of retirement is less than or equal to 30%;  
TOTAL Group's oil and gas production growth rate over the three years preceding the year of retirement is greater than or equal to the  
average growth rate of the following four oil companies: ExxonMobil, Royal Dutch Shell, BP and Chevron.  
▪
Purposes and benefits to the Company of the commitment:  
The Board of Directors held on March 14, 2018, decided that it was in the Company’s interest to maintain the commitments made by the  
Company to the Chairman and Chief Executive Officer in terms of retirement benefit.  
Severance benefit  
▪
Director concerned:  
Mr Patrick Pouyanné, Chairman and Chief Executive Officer.  
Nature and purpose:  
Following the appointment of Mr Patrick Pouyanné as Chairman and Chief Executive Officer of your Company, with effect as of December 19,  
015, your Board of Directors, at its meeting on December 16, 2015, confirmed TOTAL S.A.’s prior commitments on severance benefits for Mr  
▪
2
Patrick Pouyanné. The commitments will apply if he is removed from office or his term of office is not renewed, in accordance with the following  
terms and conditions.  
▪
Terms and conditions:  
The severance benefit is equal to two years’ gross compensation.  
The severance benefit is calculated based on gross compensation (fixed and variable) for the twelve-month period preceding the date of  
termination or non-renewal of the Chief Executive Officer’s term of office.  
The severance benefit is only paid if termination is imposed due to a change in control or strategy decided by the Company. It is not due in the  
event of gross negligence or willful misconduct or if the Chairman and Chief Executive Officer leaves the Company of his own will, accepts new  
responsibilities within the Group, or may claim full retirement benefits in the short term.  
Payment of the benefit is subject to performance conditions, which are deemed to be met if at least two of the following three criteria are met:  
–
–
–
average Return On Equity (ROE) for the three years preceding the year of retirement is at least 10%;  
the average debt-to-equity ratios for the three years preceding the year of retirement is less than or equal to 30%;  
TOTAL Group's oil and gas production growth rate over the three years preceding the year of retirement is greater than or equal to the  
average growth rate of the following four oil companies: ExxonMobil, Royal Dutch Shell, BP and Chevron.  
▪
Purposes and benefits to the Company of the commitment:  
The Board of Directors held on March 14, 2018, decided that it was in the Company’s interest to maintain the commitments made by the  
Company to the Chairman and Chief Executive Officer in terms of severance benefit.  
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4
Statutory auditors’ report on related party agreements and commitments  
Insurance and health care plans  
Director concerned:  
Mr Patrick Pouyanné, Chairman and Chief Executive Officer.  
Nature and purpose:  
Following the appointment of Mr Patrick Pouyanné as Chairman and Chief Executive Officer of your Company, with effect as of December 19,  
015, at its meeting on December 16, 2015 your Board of Directors confirmed the commitments entered into previously by TOTAL S.A. in favor  
of Mr Patrick Pouyanné with regard to insurance and health care plans, in accordance with the following terms and conditions.  
Terms and conditions:  
The Chairman and Chief Executive Officer is covered by:  
▪
▪
2
▪
–
the incapacity, disability and life insurance plan that covers all employees, which is borne in part by the Company, with two options in the  
event of death of a married employee. The first option entails a death benefit payment equal to five times the deceased's annual  
compensation within the limit of 16 times the annual ceiling for calculating French social security contributions, corresponding to maximum  
of €3,178,560 in 2018. The amount is increased if there is a dependent child or children. The second option entails a death benefit  
payment equal to three times the deceased's annual compensation within the limit of 16 times the annual ceiling for calculating French  
social security contributions, in addition to survivor benefits (for spouses and children’s education).  
–
a disability and life insurance plan for corporate officers and senior executives whose annual gross compensation is greater than 16 times  
the annual ceiling for calculating French social security contributions, which is funded entirely by the Company. The contract, which was  
signed on October 17, 2002, guarantees the beneficiary a death benefit payment corresponding to two years’ compensation. This is  
defined as annual gross base compensation in France corresponding to 12 times the gross monthly salary for the last month of service  
prior to death, plus the highest amount of variable compensation received during one of the last five years of service in absolute value  
terms. The amount is increased to three years in the event of accidental death. In the event of accidental permanent disability, the  
beneficiary receives a payment proportional to the degree of disability. Death benefits are increased by 15% for each dependent child.  
Payments due under this contract are made after the deduction of amounts paid under the above-mentioned plan for all employees.  
–
the health care plan covering all employees.  
▪
Purposes and benefits to the Company of the commitment:  
The Board of Directors held on March 14, 2018, decided that it was in the Company’s interest to maintain the commitments made by the  
Company to the Chairman and Chief Executive Officer in terms of insurance and health care plans.  
Agreements and commitments already approved by the General Meeting of Shareholders  
Agreements and commitments already approved in prior years  
In addition, we have been informed of the continuance of the commitments, described in details above, regarding the pension plan, the  
retirement benefit, the severance benefit if Mr Patrick Pouyanné’s contract is terminated or if his term of office is not renewed, and insurance and  
health care plans already approved by the Shareholders’ meeting, and which were not applicable during the period.  
Paris La Défense, March 14, 2018  
KPMG Audit  
ERNST & YOUNG Audit  
A division of KPMG S.A.  
Jacques-François Lethu  
Partner  
Eric Jacquet  
Yvon Salaün  
Partner  
Laurent Miannay  
Partner  
Partner  
1
68  
REGISTRATION DOCUMENT 2017  
5
SOCIAL, ENVIRONMENTAL  
AND SOCIETAL INFORMATION  
5
5
.1 Social information  
171  
5.3 Societal information  
193  
5
5
5
5
5
.1.1 Employment  
171  
173  
174  
175  
176  
5.3.1 Dialogue and involvement of local  
stakeholders  
193  
194  
.1.2 Organization of work  
.1.3 Dialogue with employees  
.1.4 Training  
5
.3.2 Control of the societal impacts  
of the Group’s activities  
5
.3.3 Acting as a partner in the socio-economic  
development of the territories  
.1.5 Equal opportunity  
where the Group is present  
195  
199  
201  
.2 Safety, health and environment  
information  
5
.3.4 Contractors and suppliers  
.3.5. Fair operating practices  
178  
5
5
5
5
5
.2.1 Occupational health and safety  
.2.2 Environmental protection  
.2.3 Climate change  
178  
180  
186  
5
5
.4 Reporting scopes and method  
204  
5
5
5
5
.4.1 Reporting guidance  
204  
204  
205  
205  
.2.4 TCFD (Task Force on Climate-related  
Financial Disclosures)  
.4.2 Scopes  
189  
.4.3 Principles  
.4.4 Details of certain indicators  
.5 Independent verifier’s report  
207  
5
.5.1 Attestation of presence of CSR  
Information  
207  
208  
5
.5.2 Limited assurance on CSR Information  
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SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
5
TOTAL puts Corporate Social Responsibility (CSR) at the heart of its  
activities and conducts its operations according to the following  
principles of:  
them to show creativity and innovation in finding solutions to global  
sustainable development challenges.  
In 2016, TOTAL committed to contributing to the achievement of the  
SDGs. To this end, the Group started by identifying the goals to  
which it already contributes, in particular through the following  
initiatives:  
▪
▪
▪
protecting the safety and security of people and its facilities;  
limiting its environmental footprint;  
ensuring that its Code of Conduct is applied in its sphere of  
operations;  
▪
climate change (SDG 13): In May 2016, TOTAL published a  
detailed report specifying how climate-related challenges are  
integrated in its strategy, and setting a 20-year ambition that takes  
into account the IEA’s Sustainable Development Scenario (2°C)  
▪
▪
incorporating the challenges of sustainable development in the  
exercise of its activities;  
(
refer to point 5.2.3 of this chapter). An update of this report was  
published in May 2017, and another update will be published in  
018;  
increasing its local integration by placing dialogue with its  
stakeholders at the heart of its policy and contributing to the  
economic and social development of the regions where the Group  
has operations with the objective of creating shared value;  
2
▪
decent work and human rights (SDGs 8 and 16): In July 2016,  
TOTAL became the first oil and gas company to publish a detailed  
report specifying how the Group incorporates respect for human  
rights in its activities. TOTAL strives to communicate transparently  
and indicate which actions have been taken to rise to the  
challenges the Group is facing (refer to point 5.3.5.2 in this  
chapter). An update of this report will be published in 2018;  
▪
promoting equal opportunities and fostering diversity and cultural  
mix among its personnel.  
The Group’s CSR performance is measured by non-financial rating  
agencies. TOTAL has been included continuously in the FTSE4Good  
index (London Stock Exchange) since 2001 and in the Dow Jones  
Sustainability World Index (DJSI World – New York Stock Exchange)  
since 2004. TOTAL has been listed on DJSI Europe every year since  
▪
▪
access to energy (SDG 7): TOTAL’s ambition is to supply  
affordable energy to growing populations (refer to point 5.2.3.5 in  
this chapter); and  
2
005, excepting 2015. TOTAL was third of the extractive sector and  
first of the Oil & Gas sector in the first ranking of Corporate Human  
Rights Benchmark published in 2017.  
biodiversity (SDGs 14 and 15): TOTAL pursues an active policy to  
reduce the environmental footprint of its activities by paying  
particularly close attention to protected and sensitive zones (refer  
to point 5.2.2.5 in this chapter).  
In terms of reporting, TOTAL refers to the IPIECA (global oil and gas  
industry association for environmental and social issues) guidance  
and to the Global Reporting Initiative (GRI). Detailed information on  
these reporting guidelines is available on the Group’s website  
In 2017, TOTAL launched a project to identify and prioritize the SDGs  
to which it can make the most significant contribution and make  
public commitments in a show of its support for the United Nations’  
recommendations for the implementation of the SDGs.  
(
sustainable-performance.total.com).  
The reporting scopes and method concerning the information in this  
chapter are presented in point 5.4 of this chapter. The data  
presented in this section are provided on a current-scope basis.  
In 2017, the Global Compact appointed TOTAL’s Chairman and  
Chief Executive Officer as an SDG Pioneer in recognition of the  
commitments made by the Group for driving partnerships for low  
carbon investments.  
TOTAL’s ambition is to become the responsible energy major by  
supplying affordable energy to a growing population, taking the issue  
of climate into consideration.  
TOTAL also actively contributed to the definition by IPIECA of a  
common framework describing the contributions that the oil industry  
can make to the SDGs.  
TOTAL and the United Nations’ Sustainable  
Development Goals  
Information on the Group’s current contributions per SDG can be  
found on the Group’s website (sustainable-performance.total.com).  
In 2015, the United Nations adopted the 17 Sustainable Development  
Goals (SDGs). These goals acknowledge the decisive role  
corporations can play in economic development and growth and ask  
The SDG pictograms are included in this chapter to illustrate TOTAL’s  
contributions.  
1
70  
REGISTRATION DOCUMENT 2017  
SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
Social information  
5
.1 Social information  
The quantitative information set out below regarding the Group’s  
employees worldwide covers all the entities that are fully consolidated  
in the Group’s financial statements . However, some of the data  
come from the Group’s Worldwide Human Resources Survey  
when WHRS is mentioned in this document, reference is made to  
data related to this sample, representing 87.2% of the Group’s  
employees at 133 subsidiaries in 2017, which was relatively stable  
compared to 2016 (87.5%) and 2015 (91%).  
(1)  
(
WHRS), which gathers approximately 100 indicators measuring  
important aspects of TOTAL’s human resources policy. The WHRS is  
performed on sample of employees from representative  
consolidated companies at the business segment and regional levels;  
The 2016 and 2015 segment-based data in this point 5.1 has been  
recalculated on the basis of the reorganization of the Group, which  
took full effect on January 1, 2017 (refer to point 1.6.2 in chapter 1).  
a
5
.1.1 Employment  
5
.1.1.1 Group employees  
As of December 31, 2017, the Group had 98,277 employees  
belonging to 313 employing companies and subsidiaries located in  
Group registered headcount  
as of December 31,  
5
2017  
2016  
2015  
1
05 countries. The tables below present the breakdown of  
Breakdown by age bracket  
employees by the following categories: gender, nationality, business  
segment, region and age bracket.  
<
25 years  
5 to 34 years  
35 to 44 years  
5 to 54 years  
55 years  
6.9%  
7.0%  
6.6%  
2
26.4% 27.8% 28.8%  
29.9% 29.3% 29.1%  
23.5% 22.7% 22.6%  
13.3% 13.2% 12.9%  
Group registered headcount  
as of December 31,  
2017  
2016  
2015  
4
TOTAL NUMBER OF EMPLOYEES 98,277 102,168 96,019  
>
Women  
33.3% 32.4% 32.0%  
66.7% 67.6% 68.0%  
31.8% 31.0% 31.2%  
68.2% 69.0% 68.8%  
Men  
At year-end 2017, the countries with the most employees were  
France, Mexico, Poland, the United States, Belgium and China.  
French  
Other nationalities  
The drop in the number of employees between 2016 and 2017 was  
principally due to the sale of Atotech finalized in January 2017 and  
the reduction of the headcount of the SunPower activity. The  
increase in the number of employees between 2015 and 2016 was  
principally due to the acquisitions of Saft Groupe and Lampiris.  
Breakdown by business segment  
Exploration & Production segment  
Gas, Renewables & Power segment  
Refining & Chemicals segment  
Refining & Chemicals  
Trading & Shipping  
14.3% 14.6% 17.1%  
11.8% 12.7%  
9.8%  
49.8% 50.4% 50.2%  
49.1% 49.8% 49.6%  
The breakdown by gender and nationality of managers or equivalent  
(2)  
positions (≥ 300 Hay points ) is as follows:  
0.7%  
0.6%  
0.6%  
Breakdown of managers or  
Marketing & Services segment  
Corporate  
21.6% 20.4% 21.3%  
equivalent as of December 31,  
2017  
2016  
2015  
2.5%  
1.9%  
1.7%  
TOTAL NUMBER OF MANAGERS  
28,369 29,243 27,624  
26.3% 25.5% 25.1%  
73.7% 74.5% 74.9%  
41.9% 41.2% 39.1%  
58.1% 58.8% 60.9%  
Women  
Group registered headcount  
as of December 31,  
Men  
2017  
2016  
2015  
French  
Breakdown by region  
Other nationalities  
France  
32.1% 31.1% 31.5%  
French overseas departments  
and territories  
0.4%  
0.4%  
0.4%  
Rest of Europe  
Africa  
26.1% 25.2% 24.5%  
10.1%  
7.1%  
9.9% 10.5%  
7.1% 6.4%  
North America  
Latin America  
Asia  
12.5% 11.8% 10.5%  
10.5% 13.4% 14.8%  
Middle East  
Oceania  
1.0%  
0.2%  
1.0%  
0.1%  
1.3%  
0.1%  
(1) Refer to point 5.4.3.2 of this chapter.  
(2) The Hay method is a unique reference framework used to classify and assess jobs.  
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SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
5
Social information  
The table below presents the breakdown by business segment of the  
Group employees present .  
The increase in the number of departures from 2016 to 2017 was  
mainly due to a high turnover in SunPower and Hutchinson.  
(1)  
Breakdown by business segment  
of the Group employees present  
as of December 31,  
5
.1.1.3 Compensation  
2017  
13,023 13,975 15,366  
9,390  
2016  
2015  
The Group’s Human Resources policy applies to all companies in  
which TOTAL S.A. holds the majority of voting rights. In terms of  
compensation, the aim of this policy is to ensure external  
competitiveness and internal fairness, reinforce the link to individual  
performance, increase employee share ownership and fulfill the  
Group’s CSR commitments.  
Exploration & Production segment  
Gas, Renewables & Power segment 11,492 12,841  
Refining & Chemicals segment  
Refining & Chemicals  
Trading & Shipping  
47,985 49,838 47,224  
47,350 50,442 46,661  
A large majority of employees benefit from laws that guarantee a  
minimum wage, and, whenever this is not the case, the Group’s  
policy ensures that compensation is above the minimum wage  
observed locally. Regular benchmarking is used to assess  
compensation based on the external market and the entity’s  
competitive environment. Each entity’s positioning relative to its  
reference market is assessed by the Human Resources department  
of each business segment, which monitors evolutions in payroll,  
turnover and consistency with the market.  
635  
604  
563  
Marketing & Services segment  
Corporate  
20,932 20,402 19,923  
2,433  
1,951  
1,568  
5
.1.1.2 Employees joining and leaving  
TOTAL  
As of December 31,  
2017  
2016  
2015  
Fair treatment is ensured within the Group through the widespread  
implementation of a job level evaluation using a common method (the  
Hay method), which associates a salary range to each job level.  
Performance of the Group’s employees (attainment of set targets,  
skills assessment, overall evaluation of job performance) is evaluated  
during an annual individual review and formalized in accordance with  
principles common to the entire Group.  
TOTAL NUMBER HIRED ON  
OPEN-ENDED CONTRACTS  
12,141 10,940  
9,022  
Women  
38.6% 36.9% 34.9%  
61.4% 63.1% 65.1%  
Men  
French  
9.7%  
6.6%  
6.5%  
Other nationalities  
90.3% 93.4% 93.5%  
The compensation structure of the Group’s employees is based on  
the following components, depending on the country:  
Amid an economic downturn related to oil prices, the policy of limiting  
the hiring of employees under open-ended contracts that began in  
▪
a base salary, which each year, in addition to a general salary-  
raise campaign, is subject to a merit-based salary-raise campaign  
intended to compensate employees’ individual performance  
according to the targets set during the annual individual review,  
including at least one HSE (Health, Safety, Environment) target;  
and  
2
015 continued in 2016 and 2017. Nevertheless, hiring by the  
consolidated companies rose by 11% in comparison with 2016  
+1,201 employees). The geographical areas that hired the most  
(
employees were Latin America (43%), with a particularly sharp  
increase in Mexico, Europe, excluding France (19%), Asia (14.1%),  
followed distantly by France (9.5%).  
▪
individual variable compensation starting at a certain level of  
responsibility, which is intended to compensate individual  
performance (quantitative and qualitative attainment of previously  
set targets) and the employee’s contribution to collective  
performance evaluated among others according to HSE targets  
set for each business segment, which represent up to 10% of the  
variable portion. In 2017, 85% of the Group’s entities (WHRS  
scope) included HSE criteria in the variable compensation.  
Refining & Chemicals remained the largest recruiter, with 52.2% of  
Group hires, of which 49.8% by Hutchinson, in particular in Europe  
(Romania and Poland).  
In 2017, the fully consolidated Group companies also hired 5,287  
employees on fixed-term contracts, compared with 4,433 in 2016 by  
the consolidated companies. Almost 51% of employees hired on  
fixed-term contracts were in Europe, excluding France, and in  
particular by Hutchinson. Close to 409,491 job applications were  
received by the companies covered by the WHRS.  
Complementary collective variable compensation programs  
are implemented in some countries, such as France, via incentives  
and profit-sharing that also incorporates HSE criteria. According to  
the agreement signed for 2015-2017 applicable to the oil and  
As of December 31,  
2017  
2016  
2015  
(2)  
petrochemicals (scope of more than 18,000 employees in 2017)  
TOTAL NUMBER OF  
DEPARTURES  
sector in France, the amount available for employee incentive is  
determined based on financial parameters (the Group’s return on  
equity and the evolution of the net adjusted income compared to the  
(a)  
13,111 11,058  
7,724  
128  
Deaths  
90  
7,379  
5,492  
90  
5,868  
4,958  
(3)  
other major oil companies ) and the attainment of safety targets  
injury rate and accidental deaths). This agreement must be  
renegotiated before June 30, 2018 for the period 2018-2020.  
Resignations  
4,719  
2,754  
(
Dismissals/negotiated departures  
Ruptures conventionnelles (specific  
negotiated departures in France)  
150  
142  
123  
TOTAL DEPARTURES/TOTAL  
EMPLOYEES  
13.3% 10.8%  
8%  
(
a) Excluding retirements, transfers, early retirements, voluntary departures and  
expiration of short-term contracts.  
(1) Employees present as defined in point 5.4.3.2 of this chapter.  
(
2) i.e., the following companies in France: TOTAL S.A., Elf Exploration Production, Total Exploration Production France, CDF Énergie, Total Marketing Services,  
Total Marketing France, Total Additifs et Carburants Spéciaux, Total Lubrifiants, Total Fluides, Total Raffinage-Chimie, Total Petrochemicals France, Total  
Raffinage France and Total Global Information Technology Services, and since January 1, 2017, Total Global Financial Services, Total Global Procurement,  
Total Global Human Resources Services, Total Learning Solutions, Total Facilities Management Services and Total Consulting.  
(3) ExxonMobil, Royal Dutch Shell, BP and Chevron.  
1
72  
REGISTRATION DOCUMENT 2017  
SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
Social information  
The Group also offers pension and employee benefit programs  
health and death) meeting the needs of the subsidiaries and the  
Group’s standards. These programs, which supplement those that  
may be provided for by local regulations, allow each employee to:  
each year to capital increases reserved for employees. Depending on  
the offerings chosen and the employees’ location, these operations  
are completed either through Company Savings Plans (FCPE) or by  
subscribing directly for shares or for American depositary receipts  
(
(1)  
(ADRs) in the United States.  
▪
benefit, in case of illness, from coverage that is at least equal to the  
median amount for the national industrial market;  
Pursuant to the authorization given by the Annual Shareholders’  
Meeting of May 24, 2016, the Board of Directors of TOTAL S.A.  
approved, at its meeting on July 26, 2017, the principle of a share  
capital increase reserved for employees to be completed in 2018.  
This operation will concern approximately 110 countries. As in 2017,  
two offerings are proposed: a traditional scheme with a 20% discount  
and a leveraged scheme in all countries where permitted by law.  
Employees will receive a matching contribution of five free shares for  
the first five shares subscribed. The shares subscribed will give  
holders current dividend rights. The subscription period will close at  
the start of April 2018.  
▪
▪
save or accumulate income substitution benefits for retirement;  
arrange for the protection of family members in case of the  
employee’s death via insurance that provides for the payment of a  
benefit recommended to equal two years’ gross salary.  
These programs are reviewed on a regular basis and adjusted when  
necessary.  
Employee shareholding, one of the pillars of the Group’s Human  
Resources policy, is extended via three main mechanisms: the grant  
of performance shares, share capital increases reserved for  
employees, and employee savings. In this way, TOTAL wishes to  
encourage employee shareholding, strengthen their sense of  
belonging to the Group and give them a stake in the Group’s  
performance by allowing them to benefit from their involvement.  
More than 41,000 employees from 98 countries took part in the  
preceding operation finalized in 2017.  
Employee savings are also developed via the TOTAL Group  
Savings Plan (PEGT) and the Complementary Company Savings Plan  
(
PEC), both open to employees of the Group’s French companies  
that have subscribed to the plans under the agreements signed in  
002 and 2004 and their amendments. These plans allow  
investments in a wide range of mutual funds, including the Total  
Actionnariat France fund that is invested in TOTAL shares.  
Each year since 2005, TOTAL has granted performance shares to many  
of its employees (approximately 10,000 each year since 2009). The  
definitive granting of these shares depends on the fulfillment of  
performance conditions assessed at the end of a vesting period  
extended to three years in 2013 (refer to point 4.3.4 of chapter 4). The  
2
5
A
Collective Retirement Savings Plan (PERCO) is open to employees of  
the Group’s French companies covered by the 2004 Group  
agreement on provisions for retirement savings. Other saving plans  
and PERCO are open in some French companies covered by specific  
agreements. Employees can make discretionary contributions in the  
framework of this various plans, which the Group’s companies may  
2
017 plan approved by the Board of Directors of TOTAL S.A. in  
July 2017 granted a more than 20% higher volume of performance  
shares compared with 2015 and ensured a significant replenishment  
rate: 43% of plan beneficiaries had not received performance shares  
the previous year. Almost 10,570 employees were concerned by this  
plan, with more than 97% of non-senior executive employees.  
supplement under certain conditions through  
a
matching  
TOTAL also invites employees of companies more than 50% owned  
in terms of voting rights, and subscribing to the Shareholder Group  
Savings Plan (PEG-A) created in 1999 for this purpose, to subscribe  
contribution. The Group’s companies made gross matching  
contributions that totaled €71.3 million in 2017.  
5
.1.2 Organization of work  
The average work week is determined in accordance with applicable  
local law and limits set by International Labor Organization (ILO)  
conventions. It is less than 40 hours in most subsidiaries located in  
Europe, Japan and Qatar. It is 40 hours in most subsidiaries located  
in Asian, African and North American countries. It is above 40 hours,  
without exceeding 48 hours, in subsidiaries located in Latin America  
In addition, there are two specific employment regimes within the  
(2)  
(3)  
Group, the “shift ” regime and the “rotational ” regime. Most shift  
workers are employed in the Gas, Renewables & Power, Refining &  
Chemicals and Marketing & Services business segments, while the  
rotational regime concerns the Exploration & Production segment.  
Depending on local law, there are several programs that aim to favor  
a better balance between work and private life and equal career  
opportunities. In France, teleworking was introduced in 2012.  
(mainly Argentina, Mexico, Brazil), a few countries in Asia (India,  
Cambodia, Philippines) and Africa (mainly South Africa, Equatorial  
Guinea and Morocco).  
(
(
(
1) Total Actionnariat France, Total France Capital+, Total Actionnariat International Capitalisation, Total International Capital.  
2) For employees providing a continual activity with relays between teams to maintain production (two or three 8-hour shifts), for example in plants or refineries.  
3) For employees working at a location (town or worksite) far from their place of residence with alternating periods of work and rest.  
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SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
5
Social information  
As of December 31, 2017, the number of teleworkers in France  
WHRS scope) was 952, 32.1% of whom were men, compared to  
46 in 2016 and 454 in 2015.  
The sickness absenteeism rate is one of the indicators monitored in  
the WHRS:  
(
7
WHRS  
017  
WHRS  
2016  
WHRS  
2015  
WHRS  
2017  
WHRS  
2016  
WHRS  
2015  
2
%
of companies offering the option  
of teleworking  
of employees involved in  
teleworking of those given the option  
Sickness absenteeism rate  
2.4%  
2.4%  
2.1%  
24.1%  
4.1%  
18.5% 17.2%  
3.4% 2.5%  
%
5
.1.3 Dialogue with employees  
Among the numerous stakeholders with which TOTAL maintains  
regular dialogue (refer also to point 5.3.1 of this chapter), the Group’s  
employees and their representatives have a privileged position and  
role, particularly in constructive discussions with management. In  
countries where employee representation is not required by law (for  
example in Myanmar and Brunei), the Group companies strive 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 some are shared throughout, such as health and  
safety, work time, compensation, training and equal opportunity.  
In 2015, TOTAL signed a global agreement with the worldwide trade  
union federation, IndustriALL Global Union, which represents  
50 million employees in 140 countries. Under this agreement, the  
Group made a commitment to maintain minimum Corporate Social  
Responsibility (CSR) standards and guarantees worldwide for  
subsidiaries in which it has more than a 50% stake (occupational  
health and safety, human rights in the workplace, enhancement of  
the dialogue with employees, life insurance, professional equality,  
social responsibility and assistance with organizational changes). The  
Group also ensures that the principles of the agreement on health,  
safety and human rights are disclosed to and promoted among its  
service providers and suppliers. The implementation of this  
agreement is monitored annually with representatives who are  
members of trade unions affiliated with the IndustriALL Global Union  
and appointed by this federation. An initial follow-up meeting was  
therefore held in July 2017 to assess the implementation of the  
agreement and identify certain areas of improvement and actions to  
be taken.  
Within the Group, organizational changes are made in consultation  
with the employee representatives. Consequently, several thousand  
employees were consulted about the project to relocate the  
registered office to new premises at La Défense (France), following  
the presentation of models and 3D simulations of the planned  
projects.  
Furthermore, at the end of 2017, there were 256 active agreements  
A European Committee (single representative body for the employees  
at the Group level) has been set up in order to inform employees and  
hold discussions on the Group’s strategy, its social, economic and  
financial situation, as well as questions of sustainable development,  
environmental and societal responsibility, and safety on a European  
scale. It examines any significant proposed organizational change  
concerning at least two companies in two European countries, to  
express its opinion, in addition to the procedures initiated before the  
national representative bodies. A new agreement was reached in  
July 2017 that contains some innovative measures allowing for better  
dialogue with the members of the European Committee (field safety  
visits and learning expeditions to discuss the Group’s strategy directly  
on site).  
(1)  
signed with employee representatives, of which 160 in France .  
WHRS  
017  
WHRS  
2016  
WHRS  
2015  
2
Percentage of companies  
with employee representation  
78.9% 78.5% 76.9%  
73.1% 68.9% 65.5%  
Percentage of employees covered  
by collective agreements  
In December 2017, TOTAL joined the worldwide Global Deal initiative,  
a multi-stakeholder partnership that aims to incite governments,  
companies, unions and other organizations to make concrete  
commitments to favoring dialogue with employees. Social dialogue  
includes all types of negotiations, consultations or exchanges of  
information between the representatives of governments, employers  
and workers on questions pertaining to economic and social policy  
that are of a common interest. The Global Deal promotes the idea  
that effective social dialogue can contribute to decent work and  
quality jobs and, as a consequence, to more equality and inclusive  
growth from which workers, companies and societies benefit.  
In addition, every other year, TOTAL carries out an internal survey  
(Total Survey) among its employees to gather their views and  
expectations with regard to their work situation and perception of the  
Company, locally and as  
a Group. The results of the survey  
conducted in 2017 among 70,000 employees in 124 countries  
demonstrated that employees have a commitment rate of 78% and  
that 85% of them are proud to work for TOTAL.  
(
1) Some agreements cover several companies at once (for example, agreements in the Social and Economic Units -Unités Économiques et Sociales- or  
agreements in group of companies).  
1
74  
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Social information  
5
.1.4 Training  
The Group’s actions in the field of training address five major issues:  
It was accompanied by the launch in 2016 of a digital passport  
program to support the Group’s goals in this area. Nearly  
▪
sharing TOTAL’s corporate values, particularly with respect to  
HSE, ethics, leadership, innovation and digital technology;  
2
6,000 people have already obtained the passport. The aim of  
this digital path is to educate employees of the Group about the  
digitalization of technologies in the world.  
▪
supporting the development of existing activities and creating new  
ones in order to achieve the Group’s ambitions over the next  
Approximately 28,747 people received remote training in 2017,  
compared to 42,142 in 2016 and 42,000 in 2015. This decrease was  
due to several mandatory remote learning campaigns having been  
launched in the past several years and it was not necessary to renew  
them in 2017.  
2
0 years;  
▪
▪
increasing key skills in all business areas to maintain a high level of  
operating performance;  
promoting employees’ integration and career development through  
Group induction and training on management and personal  
development; and  
In addition, TOTAL restructured the organization of its support  
fonctions at the Group level by creating TGS (Total Global Services)  
on January 1, 2017 with a dedicated affiliate for learning, Total  
Learning Solutions, the mission of which is to ensure engineering  
training (on Business, Industry, Management and Transversal) and to  
put it in place. As a Shared Services Center, the volume managed  
would finally allow the deployment of high quality learning programs  
with a more competitive global cost.  
▪
supporting the policy of diversity and mobility within the Group  
through language and intercultural training.  
The Group’s training efforts remain significant in 2017, with 77% of  
employees having taken at least one training course during the year.  
Within the WHRS scope, 243,019 days of training were offered  
on-site, compared to 274,858 days in 2016, for a total training  
budget starting to be stabilized of approximately €167 million,  
compared to €164 million in 2016 and €170 million in 2015.  
5
To be noted: 2017 WHRS training scope is slightly inferior compared  
to previous years to explain some variations. In 2017, the results of  
1
8
27 companies were introduced representing a total headcount of  
1,001 employees, as against 135 companies representing total  
The increase in e-learning programs within the Group that  
began in 2015 aims to improve the effectiveness of the courses  
and impact the largest number of people as quickly as possible.  
headcount of 86,515 employees in 2016.  
(
a)  
Average number of training days/year per employee  
excluding “Companion” apprenticeships and e-learning)  
(
WHRS 2017  
WHRS 2016  
WHRS 2015  
GROUP AVERAGE  
3.0  
3.2  
3.3  
By segment  
Exploration & Production segment  
5.3  
1.8  
2.5  
2.5  
2.0  
2.9  
2.0  
6.2  
1.9  
2.7  
2.7  
1.7  
2.5  
2.6  
6.4  
3.8  
2.2  
2.3  
1.4  
2.4  
2.5  
Gas, Renewables & Power segment  
Refining & Chemicals segment  
Refining & Chemicals  
Trading & Shipping  
Marketing & Services segment  
Corporate  
By area  
Africa  
4.9  
3.0  
2.7  
3.7  
2.6  
5.6  
0.4  
2.7  
5.2  
3.0  
2.8  
3.6  
2.8  
4.8  
0.4  
1.7  
5.5  
1.1  
3.7  
4.9  
2.7  
2.9  
0.7  
3.2  
North America  
Latin America  
Asia-Pacific  
Europe  
Middle East  
Oceania  
French overseas departments and territories  
Breakdown by type of training given  
Technical  
36%  
28%  
7%  
38%  
23%  
8%  
37%  
22%  
11%  
30%  
Health, Safety, Environment, Quality (HSEQ)  
Language  
Other (management, personal development, intercultural, etc.)  
28%  
31%  
(
a) This number is calculated using the number of training hours, where 7.6 hours equal one day.  
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SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
5
Social information  
5
.1.5 Equal opportunity  
TOTAL is an international Group in terms of both its operations and  
its team members. The diversity of its employees and management is  
crucial to the Group’s competitiveness, innovative capacity and  
attractiveness.  
such as the global agreement signed in 2015 with IndustriALL, or the  
Global Deal to which TOTAL has adhered more recently in 2017.  
In 2016, TOTAL, along with 20 other oil and gas companies, made a  
commitment at the World Economic Forum by signing “Closing the  
Gender Gap – a Call to Action”. This joint declaration is based on  
seven action principles: involvement of management; expectation and  
goal setting; program dedicated to the fields of Science, Technology,  
Engineering and Mathematics (STEM); clear responsibilities;  
recruitment, retention and promotion policy; inclusive corporate  
culture; and work environment and work-life balance.  
For this reason, TOTAL develops its employees’ skills and careers  
while prohibiting any discrimination related to origin, gender, sexual  
orientation or identity, disability, age or affiliation with a political, labor  
or religious organization. This policy is upheld by the Diversity  
Council, which is chaired by a member of the Group’s Executive  
Committee.  
Each entity is responsible for creating a suitable work environment to  
fully benefit from skills and diverse approaches. This commitment is  
supported at the highest level to ensure that all employees,  
regardless of their gender or nationality, are offered the same career  
opportunities.  
The Group also promotes gender diversity in its professions. In  
France, TOTAL has partnered with “Elles bougent” since 2011 and  
served as honorary Chairman in 2015. Some 130 female engineers  
regularly inform high-school girls about careers in science. An event  
entitled “Elles bougent pour l’énergie” was attended by more than  
2
,000 participants throughout France.  
5
.1.5.1 Equal treatment for women and men  
In line with the objective of promoting the development of women in  
the Group, in particular towards management positions, the TWICE  
network (Total Women’s Initiative for Communication and Exchange)  
aims to help women to further their careers. Created in 2006, it is  
currently in place in France and abroad (20 local networks) and has  
over 3,000 members. Since 2010, almost 550 women have benefited  
from the network’s mentoring program, in France and internationally,  
which helps them to better negotiate the key phases of their careers.  
Equal treatment for men and women is promoted in the Group  
through a global policy of gender diversity, ambitious goals set by  
General Management, a demanding HR process that takes the issue  
of gender into consideration, agreements in favor of a balance  
between work and private life (such as the agreement on teleworking  
in France) and awareness-raising and training actions.  
TOTAL’s commitment stretches from recruitment to the end of a  
career. It guarantees equal treatment for women and men in the  
process to identify high-potential employees and to appoint executive  
officers. In terms of compensation, specific measures have been in  
place since 2010 to prevent and correct unjustified salary gaps.  
TOTAL also participates in the “BoardWomen Partners” program,  
which aims to increase the proportion of women on boards of  
directors in large European companies. At the end of 2017, women  
(1)  
accounted for 45.5% of TOTAL S.A.’s Board members (above the  
0% required by Article L. 225-18-1 of the French Commercial Code  
4
The Group’s target for 2020 is:  
and applicable since 2017) compared to 54.5% at the end of 2016  
and 36.4% at the end of 2015.  
▪
▪
▪
women represent 25% of senior executives (having represented  
approximately 5% in 2004 and 21.1% in 2017);  
%
of women  
2017  
2016  
2015  
non-French nationals represent 40% of senior executives (having  
represented approximately 19% in 2004 and 28.9% in 2017); and  
Open-ended contract recruitment  
38.6% 36.9% 34.9%  
31.9% 29.7% 30.6%  
33.3% 32.4% 32.0%  
26.3% 25.5% 25.1%  
21.1% 19.9% 18.6%  
(a)  
Managers (JL ≥10) recruitment  
Employees  
women represent more than 20% of Management Committee  
members (head office and subsidiaries) (having represented 21% in  
2
017).  
(a)  
Managers (JL ≥10)  
In 2010, TOTAL signed the “Women’s Empowerment Principles –  
Equality Means Business” set out in the United Nations Global  
Compact, and its commitment to equal opportunities and the  
treatment of women and men is regularly embodied in agreements,  
Senior executives  
(
a) Job Level of the position according to the Hay method. JL10 corresponds to  
junior manager (cadre débutant) (≥300 Hay points).  
(1) Excluding the director representing employees, in accordance with Article L. 225-27-1 of the French Commercial Code.  
1
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Social information  
TOTAL promotes the direct recruitment of disabled people and  
cooperation with the sector for disabled workers, while at the same  
time taking various types of action:  
5
.1.5.2 Internationalization of management  
With employees representing over 150 nationalities, TOTAL enjoys  
broad cultural diversity and believes that it is important to reflect this  
at all levels of its activities. In 2017, 90.3% of employees hired by the  
Group and 68.0% of managers hired were non-French nationals.  
▪
internally: integration, professional training, support and job  
retention, communication, awareness actions and sessions  
organized for managers and all the teams, Human Resources  
managers;  
The Group has set a target of having local managers representing  
5
0% to 75% of the subsidiaries’ Management Committee members  
▪
externally: information and advertising aimed at students,  
cooperation with recruitment agencies, attendance at specialized  
forums.  
by 2020 (having represented 54% in 2017 like in 2016).  
Several measures have been put in place to internationalize  
management, including training courses to internationalize careers,  
increasing the number of foreign postings for employees of all  
nationalities (nearly 4,073 employees of 108 nationalities are posted  
in 112 countries as of June 30, 2017), and integration and personal  
development training organized by large regional hubs (for example,  
Houston, Johannesburg and Singapore).  
5.1.5.4 Measures promoting  
non-discrimination  
Large-scale initiatives aimed at raising employees’ awareness of  
diversity are organized on a regular basis. After South Africa in 2016  
and Berlin in 2015, in 2017, the Group Diversity Council, which is  
chaired by a member of the Group’s Executive Committee, met in the  
USA with almost 65 senior executives from the American subsidiaries  
in an “Understand-Engage-Act” seminar to encourage them to  
pursue their actions in the areas of diversity and inclusion. The theme  
of the 2017 World Diversity Day, which takes place every two years,  
was “Let’s Show Respect for Each Other”. Workshops were  
organized on the themes of feminization, the internationalization of  
management and religion in the workplace.  
%
of employees of non-French  
nationality  
2017  
2016  
2015  
Open-ended contract recruitment  
90.3% 93.4% 93.5%  
68.0% 75.3% 76.3%  
68.2% 69.0% 68.8%  
58.1% 58.8% 60.9%  
28.9% 28.2% 27.9%  
(
a)  
Managers (JL ≥10) recruitment  
Employees  
(
a)  
Managers (JL ≥10)  
Senior executives  
5
TOTAL is involved in a number of initiatives to promote diversity,  
including the professional integration of young people in France, for  
example via the “La France s’engage” partnership with the French  
government.  
(
a) Job Level of the position according to the Hay method. JL10 corresponds to  
junior manager (cadre débutant) (≥300 Hay points).  
5
.1.5.3 Measures promoting the  
employment and integration  
of people with disabilities  
In 2014, the Group also signed the LGBT (lesbian, gay, bisexual and  
transgender) Charter. Prepared by the “L’Autre Cercle” association, it  
establishes a framework for combating discrimination related to  
sexual orientation or identity in the workplace in France.  
For over 20 years, TOTAL has expressly set out its disability policy in  
France through successive agreements signed with employee  
representatives to promote the employment of workers with  
disabilities. Three framework agreements signed for three years  
TOTAL has written a practical guide to religion in the Group to offer  
concrete answers to employees’ questions about religion in the  
workplace and to promote tolerance of everyone’s beliefs, while  
respecting differences at the same time. The guide, which was  
posted on the Group’s intranet site in March 2017, offers the keys to  
understanding different beliefs, so that everyone can better  
comprehend them in their everyday activities.  
(2016-2018) with the French representative unions set out TOTAL’s  
policy with regard to integrating people with disabilities into the work  
world. The average Group employment rate of people with disabilities  
in France (direct and indirect employment) was 5.16% in 2016  
(1)  
(compared to 4.99% in 2015 and 4.74% in 2014).  
(1) The rate for 2017 is not available at the date of publication of this Registration Document.  
REGISTRATION DOCUMENT 2017  
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SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
5
Safety health and environment information  
5
.2 Safety, health and environment information  
In line with its Code of Conduct, TOTAL has adopted a Safety Health  
Environment Quality Charter on which the Group relies for the conduct  
of its operations (available on total.com).ꢁThis charter represents the  
common framework of the Group’s management systems. Group  
directives define the minimum requirements expected in the areas of  
safety, security, industrial health and hygiene, the environment, quality  
and societal. They are implemented in the segments, which  
subsequently factor in the specific characteristics of their operations.  
Recommendations, guides and manuals, which are the primary  
documents used for implementing and managing the Group’s policies,  
are accessible to all employees. The HSE division supports the Group  
business segments and oversees the implementation of the policies  
that reflect the HSE principles of this charter concretely and effectively.  
5
.2.1 Occupational health and safety  
For many years, the Group has been developing a normative  
framework relating to safety, security, industrial health and hygiene,  
the environment and societal, as well as the corresponding  
management systems in these areas (Management and Expectations  
Standards Toward Robust Operations, MAESTRO). In this respect,  
directives have been drawn up for occupational health and safety.  
These directives set out TOTAL’s requirements in these areas for  
personnel working on its sites.  
For more than 10 years, the TRIR and the LTIR have declined  
continuously. Those 2017 safety performances are relatively stable  
compared to 2016. The deployment of a series of measures intended  
to strengthen the Group’s safety culture in 2015 has helped to  
improve the safety of employees working for external contractors.  
Despite these measures, in 2017 an accident during maintenance  
operations in the Republic of the Congo resulted in the death of an  
employee working for a contractor.  
Since 2013, the Group’s business segments have increased their  
efforts regarding the frameworks of the HSE management systems in  
order to provide greater overall Group-wide consistency, while at the  
same time respecting the businesses’ specific characteristics.  
Starting in 2018, a MAESTRO HSE reference framework common to  
all branches of activity will gradually be deployed.  
Safety is the subject of regular training activities, in particular at  
management level (refer to point 5.2.2.1 of this chapter). Since 2011,  
the Group has implemented a policy to recognize HSE performance,  
in particular by including safety-related criteria in the determination of  
compensation (see point 5.1.1.3 of this chapter).  
Since 2010, the basic rules to be scrupulously followed by all  
personnel, employees and contractors alike, in all of the Group’s  
businesses worldwide, have been set out in a safety document  
entitled “Safety at Work: TOTAL’s Twelve Golden Rules”.  
TOTAL’s HSE division conducts MAESTRO audits of all operated  
sites every four years.  
The Group’s safety efforts are focused on preventing occupational  
and transport accidents, and on preventing major accidents and  
accidental spills (refer to point 5.2.2.2 of this chapter and to point 3.3  
of chapter 3). They cover both employees of Group companies and  
According to the Group’s internal statistics, in more than 60% of  
severe incidents or near misses with high severity potential in the  
workplace, at least one of the golden rules had not been followed.  
The proper application of these golden rules, and more generally of all  
occupational safety procedures, is verified through site visits and  
internal audits. The golden rules have been reformulated in the form  
of do's and don'ts to improve their adoption and facilitate the  
monitoring of their application. This new presentation was revealed in  
April 2017, on the occasion of the World Day for Safety and Health at  
(1)  
employees of external contractors , whose safety indicators are  
monitored with the same vigilance.  
Indicators are used to measure the main results in these areas.  
Monthly reporting of occupational accidents is used to monitor  
performance at both the global and site levels.  
Work. Furthermore, in 2016, the HSE organization created  
a
Safety indicators  
2017  
2016  
2015  
department including the leading authorities on high-risk operations  
(work at height, lifting, high-pressure cleaning, excavations, etc.) in  
order to consolidate in-house know-how and relations with  
contractors.  
(
a)  
TRIR : number of recorded injuries  
per million hours worked  
0.88  
0.89  
0.91  
0.83  
1.17  
0.92  
Group company employees  
Employees of external  
(
b)  
contractors  
0.88  
0.58  
0.99  
0.51  
1.38  
0.66  
(
c)  
LTIR : number of lost time injuries  
per million hours worked  
(
d)  
SIR : average number of days lost  
per lost time injury  
(
e)  
27.57  
30.23  
1
30.11  
9
Number of occupational fatalities  
1
(
(
(
(
(
a) TRIR: Total Recordable Injury Rate.  
b) As defined in point 5.4.4.1 of this chapter.  
c) LTIR: Lost Time Injury Rate.  
d) SIR: Severity Injury Rate.  
e) Excluding Saft Groupe.  
(1) As defined in point 5.4.4.1 of this chapter.  
1
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Safety health and environment information  
One of the programs launched in 2016 to improve long-term safety  
performance was focused on strengthening the control of the activity  
of employees working for external contractors, who are statistically  
the main victims of accidents. The program of regular meetings with  
the management of external companies, launched in 2016, continued  
in 2017. In October 2017, the TOTAL Suppliers Day, aimed at the  
Group’s strategic suppliers, was attended by 110 companies, with a  
view to sharing common policies and rules on ethics, health, safety,  
human rights and environmental protection. The event was an  
opportunity to reward three companies for the excellence of their  
work and the quality of their relations with the Group entities in the  
safety, innovation-digital technology and operational excellence  
categories.  
terminals, as part of its drive to improve the safety of product  
transfers at interfaces.  
With regards to health, the Group has drawn up a policy to define  
TOTAL’s minimum requirements in terms of the prevention of  
industrial risks to health and the protection of workers.  
In particular, based on the Directive on industrial hygiene and  
occupational health, the Group’s companies are expected to prepare  
and carry out a formal risk assessment (chemical, physical, biological,  
ergonomic or psychosocial), create a risk management action plan  
and provide medical monitoring of staff in line with the risks to which  
they are exposed.  
The Group monitors the following indicators in this area:  
Moreover, the reporting of anomalies (about 800,000 per year) and  
near misses on a daily basis is strongly encouraged and permanently  
monitored. The ability of each employee to identify anomalies or  
dangerous situations is one of the measures of the personnel’s  
involvement and vigilance in accident prevention and reflects the  
safety culture within the Group.  
Health indicators  
(WHRS scope)  
2017  
2016  
2015  
Percentage of employees benefiting  
from regular medical monitoring  
98.0% 99.3% 99.3%  
Number of occupational illnesses  
recorded in the year (in accordance  
with local regulations)  
An investigation is generally launched in response to any type of  
accident whatsoever. The method and scope of investigation depend  
on the actual or potential severity of the event. Consequently, a near  
miss with a high severity potential is treated as a serious accident,  
and its analysis is considered as an essential factor of progress.  
Depending on its relevance to the other Group entities, it triggers a  
safety alert and the distribution of a feedback form, depending on the  
circumstances.  
(a)  
143  
108  
145  
(
a) In 2016, the number of occupational illnesses was collected for companies  
replying to the WHRS in order to improve consistency between social and  
health data. In addition, this indicator, which was reported as a ratio of hours  
worked, is now expressed as an absolute figure.  
5
Reporting on occupational illnesses covers only the Group’s  
personnel (WHRS scope) and illnesses reported according to the  
regulations applicable in the country of operation of each entity.  
With respect to transport safety, the Group continues to strive to  
improve its performance in terms of road accidents. The actions  
taken in recent years more than halved the rate of severe accidents  
between 2013 and 2017. At Marketing & Services, the program of  
transporters inspections is being deployed in Africa, Asia-Pacific &  
the Middle East and the Americas, and should be gradually extended  
to the East European countries in 2018. The inspection protocol has  
also been adapted and tested in four European countries in the Gas,  
Renewables & Power segment, so that it can be used in OECD-zone  
countries, where it will be deployed, starting in 2018.  
Musculoskeletal disorders, the main cause of occupational illnesses,  
represented 68% of all recorded illnesses in 2017, slightly up on  
2016.  
A Medical Advisory Committee meets regularly to discuss key health  
issues that may affect the Group’s employees. It consists of external  
scientific experts and brings together TOTAL’s management team  
and the relevant members of the Group. This Committee provides  
scientific monitoring of health problems that could impact the Group,  
thus enabling the best health protection strategies to be put in place  
when necessary.  
Following the signing of the national call in favor of road safety at  
work in France in October 2016, the Group deployed the SafeDriver  
campaign to raise awareness of risks on the road and to remind  
drivers of the basic rules of driving and the importance of obeying  
them. This campaign is broken down into six themes and addresses  
In support of the Group’s health policy and to complement the  
periodic medical surveillance program organized by the Group’s  
medical staff, an employee health observatory has also been set up.  
This observatory aims at establishing health indicators for keeping  
track over the long term of any medical conditions that could affect  
employees using a population-based approach. This program can be  
used to quickly identify the emergence of certain illnesses and, if  
applicable, suggest and oversee appropriate preventive measures.  
Approximately 13% of the Group’s employees worldwide, whatever  
their position, age or horizon, took part anonymously in this program,  
thereby providing a representative sample of the Group’s different  
business segments and professions, including administrative as  
much as operational staff.  
all TOTAL and contractor employees who use  
professional purposes.  
a vehicle for  
(1)  
As part of the Oil Companies International Marine Forum’s (OCIMF)  
Marine Terminal Information System (MTIS), the Group launched an  
initiative to systematically record the physical characteristics of the  
terminals operated by Group entities. This will make it easier to  
assess the compatibility of ships with the Group’s terminals.  
Elsewhere, TOTAL has decided to adopt the Marine Terminal  
Management Self Assessment (MTMSA), recommended by the  
industry, as a framework of reference for the self-assessment of  
(1) An industry forum including the leading worldwide oil companies.  
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5
Safety health and environment information  
The study entitled Sleep, shift work and cardio-metabolic illnesses  
was initiated on the basis of the findings of the TOTAL health  
observatory. The study covered the employees on four Refining &  
Chemicals industrial sites in France (Carling, Donges, La Mède and  
Normandy) and was conducted in collaboration with the occupational  
health departments on each site. The result should be published  
shortly, following further analysis of the data obtained in 2017. On a  
broader level, TOTAL is associated with promoting individual and  
collective health in the countries where it operates, including flu  
vaccination campaigns and prevention and screening programs for  
certain diseases (AIDS, cancer, malaria, Ebola, etc.) for employees,  
their families and local communities. For several years, awareness  
campaigns have also been in place concerning, for example,  
musculoskeletal disorder prevention and lifestyle risks (anti-smoking  
and anti-drinking campaigns).  
5
.2.2 Environmental protection  
5
.2.2.1 General policy and environmental targets  
The HSE division and the HSE departments within the Group’s  
entities seek to ensure that both applicable local regulations and  
internal minimum requirements are being met. The Group steering  
bodies, led by the HSE division, have a threefold task:  
What we have accomplished:  
▪
▪
87% of routine flaring reduction between 2010 and 2017;  
▪
monitoring TOTAL’s environmental performance, which is reviewed  
annually by the Executive Committee, for which multi-annual  
improvement targets are set;  
Improvement by 14% of the energy efficiency of the Group’s  
facilities between 2010 and 2017;  
▪
▪
2
More than 50% of reduction of SO emissions since 2016;  
▪
▪
handling, in conjunction with the business segments, the various  
environment-related subjects of which they are in charge; and  
More than 100% of the Group’oil sites met the target for the  
quality of offshore and onshore discharges since 2016.  
promoting the internal standards to be applied by the Group’s  
operational entities as set out in the Safety Health Environment  
Quality Charter.  
The environmental management systems on TOTAL’s major sites are  
ISO 14001 certified: 100% of the 67 production sites emitting more  
than 10 kt of GHG per year (excluding start-ups or newly acquired  
sites, which have two years to be certified) are ISO 14001 certified.  
Overall, at year-end 2017, 252 sites had ISO 14001 certification. The  
Laggan Tormore (United Kingdom) and Incahuasi (Bolivia) sites were  
ISO 14001 certified in 2017. Group rules require certification to be  
obtained within two years of start-up of operations; accordingly, the  
Moho Nord (Republic of the Congo) and Barnett (USA) are expected  
to be certified in 2018 or 2019.  
TOTAL has a goal of progressively lowering the carbon intensity of its  
energy mix.  
The Group’s environmental targets for 2010-2020 are as  
follows:  
▪
continue its efforts to reduce greenhouse gas (GHG) emissions,  
particularly through:  
(1)  
–
1. an 80% reduction of routine flaring  
to eliminate it by 2030, and  
with the aim  
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 (also refer to  
point 3.3.3.1 of chapter 3).  
–
2. an average 1% improvement per year in the energy  
efficiency of the Group’s operated facilities;  
▪
decrease SO  
maintain hydrocarbon content of water discharges below  
0 mg/l for offshore sites and below 15 mg/l for onshore  
and coastal sites.  
Moreover, the Group has committed to:  
2
air emissions by 50%;  
TOTAL seeks to ensure that all employees share its environmental  
protection requirements. Employees receive training in the required  
skills. TOTAL also raises employee awareness through internal  
communication campaigns (e.g., in-house magazines, intranet,  
posters) and provides annual information about the Group’s  
environmental performance.  
▪
3
▪
systematically  
for production sites located in protected areas  
developing  
biodiversity  
action  
2)  
;
plans  
(
▪
refrain from conducting oil and gas exploration or production  
operations at natural sites included on the UNESCO World  
Heritage List or in oil fields under sea ice in the Arctic.  
(
3)  
(
1) Routine flaring, as defined by the working group of the Global Gas Flaring Reduction program within the framework of the World Bank’s Zero Routine Flaring  
initiative.  
(
(
2) Sites located in an IUCN I to IV or Ramsar convention protected area.  
3) Natural sites included on the UNESCO World Heritage List of June 4, 2013.  
1
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Training courses are organized for managers and senior executives.  
Three HSE training courses are made available to the operational  
entities:  
an operational entity (one session was held in 2017 with 20  
participants). This offer completes an existing course for the same  
target population provided by the Group’s business segments; and  
▪
HSE for Managers is aimed at senior managers and operational or  
functional managers who are currently or will in the future be  
responsible for one of the Group’s operational entities (five  
sessions were held in 2017 with 229 participants);  
▪
HSE Leadership for Group Senior Executives focusing on  
management styles has been organized since 2012 (two sessions  
were held in 2017 with 30 participants). Since 2012, close to 300  
senior executives have taken part in this program.  
▪
HSE Implementation are aimed at employees whose job is  
specifically to handle one or more HSE or operational areas within  
5
.2.2.2 Incident risk  
The Group has management structures and systems that present  
similar requirements and expectations across all the entities. TOTAL  
strives to minimize the potential impacts of its operations on people,  
the environment and property through a major risk management  
policy. This policy draws on a shared approach in all segments that  
includes, on the one hand, risk identification and analysis, and on the  
other hand, the management of these risks.  
(
a)  
Loss of primary containment  
2017  
28  
2016  
38  
2015  
51  
Loss of primary containment (Tier 1)  
Loss of primary containment (Tier 2)  
75  
101  
111  
5
Loss of primary containment (Tier 1  
and 2)  
103  
139  
162  
(
a) Excluding acts of sabotage and theft.  
This structured approach applies to all of the Group’s operated  
businesses exposed to major risks. In addition to its drilling and  
pipeline transport operations, the Group has 202 sites and operating  
zones exposed to major risks corresponding to:  
In accordance with industry best practices, TOTAL also monitors  
accidental liquid hydrocarbon spills of more than one barrel. Spills  
that exceed a predetermined severity threshold (in terms of volume  
spilled, toxicity of the product in question or sensitivity of the natural  
environment affected) are reviewed on a monthly basis and annual  
statistics are sent to the Group Performance Management  
Committee. All spills are followed by corrective actions aimed at  
returning the environment to its original state as quickly as possible.  
▪
all the offshore and onshore operating activities in Exploration &  
Production; and  
▪
the Seveso classified industrial sites (upper and lower threshold)  
and their equivalents outside the EU (excluding Exploration &  
Production).  
This approach first sets out an analysis of the risks related to the  
Group’s industrial operations based on incident scenarios for which  
the probability of occurrence and the severity of the consequences  
are assessed.  
(a)  
(b)  
2017  
Accidental hydrocarbon spills  
2016  
2015  
Number of hydrocarbon spills  
60  
73  
128  
Total volume of hydrocarbon spills  
Second, based on these parameters, a prioritization matrix is used to  
determine whether further measures are needed in addition to  
compliance with the Group’s standards and local regulations. These  
mainly include preventive measures but can also include mitigation  
measures.  
3
(
thousands of m )  
0.5  
0.9  
1.4  
(
a) Accidental spills with an environmental impact and of more than one barrel.  
(b) In 2017, the indicator perimeter was reviewed to exclude spills due to  
sabotage done by a third party.  
In addition, the Group has set up a crisis management process with a  
dedicated organization (also refer to point 3.3.3.1 of chapter 3) and a  
crisis management center at the head office to enable the  
management of two simultaneous crises. As part of this process,  
TOTAL regularly trains in crisis management on the basis of risk  
scenarios identified through analyses.  
The management of major risks also hinges on:  
▪
▪
▪
staff training and raising awareness;  
a coherent event reporting and indicators system;  
systematic, structured event analysis, particularly to learn lessons  
in terms of design and operation;  
In particular, the Group has response plans and procedures in place  
in the event of a hydrocarbon leak or spill. For accidental spills that  
reach the surface, oil spill contingency plans are regularly reviewed  
and tested during exercises. These plans are specific to each  
company or site and are adapted to their structure, activities and  
environment while complying with Group recommendations.  
▪
regularly tested contingency plans and measures.  
In terms of monitoring indicators, the Group reports the number of  
Tier 1 and Tier 2 events as defined by the API and the IOGP. A  
significant reduction in the number of losses of primary containment  
was observed in comparison to 2016. In addition to the 103 Tier 1  
and Tier 2 operational events indicated in the table below, the Group  
recorded two Tier 1 events and one Tier 2 event due to sabotage or  
theft in 2017.  
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5
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and Singapore) since 2014 in order to provide solutions that can be  
deployed rapidly in the event of oil or gas eruptions in deep offshore  
drilling operations. This equipment was developed by a group of nine  
oil companies, including TOTAL, and is managed by Oil Spill  
Response Ltd (OSRL), a cooperative dedicated to the response to  
marine pollution by hydrocarbons. TOTAL has also designed and  
developed its own “Subsea Emergency Response System” to stop  
potential eruptions in drilling or production operations as quickly as  
possible. Since 2015, equipment has been installed in Angola, then  
the Republic of the Congo, potentially covering the entire Gulf of  
Guinea region.  
Oil spill preparedness  
2017  
2016  
2015  
Number of sites whose risk analysis  
identified at least one risk of major  
accidental pollution to surface water  
124  
141  
167  
Proportion of those sites with an  
operational oil spill contingency plan  
(
a)  
92%  
99%  
98%  
Proportion of those sites that have  
performed at least one oil spill  
response exercise during the year  
(
b)  
95%  
89%  
98%  
With regard to shipping, the Group has an internal policy setting out  
the rules for selecting vessels. These rules are based on the OCIMF  
recommendations. This organization manages the Ship Inspection  
Report (SIRE) Program, and promotes best practices in oil shipping.  
TOTAL charters vessels at the highest international standards for  
shipping hydrocarbons and the average of the fleet of TOTAL’s  
Shipping division is approximately seven years.  
(
a) Decrease in 2017 compared to 2016 corresponds mainly to an affiliate whose  
global plan is currently being revised to intégrate an asset in production since  
017.  
b) Decrease in 2016 compared to 2015 corresponds mainly to three affiliates  
which postponed their exercises to 2017.  
2
(
In the event of accidental pollution, the Group companies can call on  
in-house human and material resources (Fast Oil Spill Team, FOST)  
and benefit from assistance agreements with the main third-party  
organizations specialized in the management of hydrocarbon spills.  
Similarly, internal rules define the centralized process for the selection  
of inlnad waterway barges. This process is also based on the OCIMF  
Barge Inspection Questionnaire, an integral part of the SIRE, and on  
the European Barge Inspection Scheme in Europe.  
Subsea capping and subsea containment equipment has been  
installed at different points of the world (South Africa, Brazil, Norway  
5
.2.2.3 Environmental footprint  
Discharged water quality  
2017  
2016  
2015  
Hydrocarbon content of offshore  
water discharges (in mg/l)  
17,7  
17.2  
19.4  
%
of sites that meet the target for the  
TOTAL implements an active policy of avoiding, reducing, managing  
and monitoring the environmental footprint of its operations. As part  
of this policy, emissions are identified and quantified by environment  
quality of offshore discharges  
(30 mg/l)  
(
a)  
(a)  
(a)  
100%  
100%  
100%  
Hydrocarbon content of onshore  
water discharges (in mg/l)  
(water, air and soil) so that appropriate measures can be taken to  
2.4  
3.2  
3.7  
better control them.  
%
of sites that meet the target for the  
quality of onshore discharges  
15 mg/l)  
Water, air  
(
100%  
100%  
97%  
The Group’s operations generate emissions into the atmosphere from  
combustion plants and the various conversion processes and  
discharges into wastewater. In addition to complying with applicable  
legislation, the Group’s companies actively pursue a policy aimed at  
reducing emissions. Sites use various reduction systems that include  
organizational measures (such as using predictive models to control  
(a) Alwynn site (United Kingdom) excluded, as its produced water discharges are  
discontinuous, only occur during the maintenance periods of the water  
reinjection system and are subject to a specific regulatory authorization.  
The improvement in the quality of onshore water discharges in 2017  
is linked to a continous improvment of discharges quality at Djeno  
Terminal (Republic of the Congo) and Tunu site (Indonesia).  
2
peaks in SO emissions based on weather forecast data and the  
improvement of combustion processes management, etc.) and  
technical measures (wastewater treatment plants, using low NO  
burners and electrostatic dedusters, etc.).  
x
Soil  
The risks of soil pollution related to TOTAL’s operations come mainly  
from accidental spills (refer to point 5.2.2.2 of this chapter) and waste  
storage (refer to point 5.2.2.4 of this chapter).  
Chronic emissions into the  
atmosphere  
(
excluding GHG)  
2017  
44  
2016  
49  
2015  
59  
The Group’s approach to preventing and controlling these types of  
pollution is based on four cornerstones:  
SO  
2
emissions (kt)  
emissions (kt)  
NO  
x
68  
75  
82  
▪
▪
▪
▪
preventing leaks, by implementing industry best practices in  
engineering, operations and transport;  
2
In 2010, SO emissions totaled 99 kt, and the target for 2020 is to  
remain below 49.5 kt, a level reached in 2016. The improvment in  
carrying out maintenance at appropriate intervals to minimize the  
risk of leaks;  
2
017 in linked to the shutdown of la Mède refinery (France).  
overall monitoring of the environment to identify any soil and  
groundwater pollution;  
controlling pollution from previous activities by means of  
containment and reduction or elimination operations.  
1
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In addition,  
requirements:  
a
Group directive defines the following minimum  
allow new operations to be set up once the future use of the land has  
been determined. These remediation operations are conducted by  
the Group’s specialized entities. In 2017, TOTAL developed and  
patented a soil depollution technology, using only solar energy from  
SunPower photovoltaic panels, that is mobile and can be remotely  
controlled. The Group’s provisions for the protection of the  
environment and site remediation are detailed in Note 12 to the  
Consolidated Financial Statements (point 8.7 of chapter 8).  
▪
▪
systematic identification of each site’s environmental and health  
impacts related to possible soil and groundwater contamination;  
assessment of soil and groundwater contamination based on  
various factors (extent of pollution inside or outside the site’s  
boundaries, nature and concentrations of pollutants, presence of a  
vector that could allow the pollution to migrate, use of the land and  
groundwater in and around the site); and  
Nuisances  
▪
management of health or environmental impacts identified based  
on the use of the site (current or future, if any) and the risk  
acceptability criteria recommended by the World Health  
Organization (WHO) and the Group.  
The nuisances resulting from TOTAL’s operations, including sound or  
odor nuisances or the result of vibrations or road, sea or river traffic,  
are monitored at the Group’s main industrial sites.  
Monitoring systems can be put in place (sound level measurements  
at the site perimeter or networks of “noses” to determine the origin  
and intensity of odors, like around the Donges platform in France). In  
addition, most sites have a system for receiving and handling  
residents’ complaints, with the aim of gaining a clearer insight into the  
different types of nuisances and minimizing them.  
Lastly, decommissioned Group facilities (i.e., chemical plants, service  
stations, mud pits or lagoons resulting from hydrocarbon extraction  
operations, wasteland on the site of decommissioned refinery units,  
etc.) impact the landscape and may, despite all the precautions  
taken, be sources of chronic or accidental pollution. TOTAL has a site  
remediation policy with the aim to, in agreement with the authorities;  
5
.2.2.4 Circular economy  
5
TOTAL announced in February 2017 a circular economy action plan  
covering the 2017-2020 period which comprises five commitments  
Waste treatment processes  
Recycling and/or valorization  
Landfill  
2017  
52%  
24%  
2016  
58%  
18%  
2015  
55%  
14%  
(purchasing, waste, new ranges of polymers, solarization of service  
stations and improvement of energy efficiency).  
Others  
Waste prevention and management  
(
incineration, biotreatment, etc.)  
25%  
24%  
31%  
A Group directive sets out the minimum requirements related to  
waste management. It is carried out in four basic stages: waste  
identification (technical and regulatory); waste storage (soil protection  
and discharge management); waste traceability, from production  
through to disposal (e.g., notes, logs, statements); and waste  
treatment, with technical and regulatory knowledge of the relevant  
processes, under the site’s responsibility.  
The evolution of the valorization rate is due to the excavation of  
7.5 kt of unpolluted soil as part of the Port Arthur ethane cracker  
project. These exceptional non-hazardous wastes have been used as  
a cover for a waste storage facility and are considered by regulation  
to not be valorized.  
9
By way of example, in 2017, the Normandy platform in France  
launched a program to recover the sludge from water decarbonation  
in the form of liming materials for acid soil. The Antwerp platform in  
Belgium launched a project to recover gases from refining, previously  
used as fuel, as raw materials for the petrochemical units.  
The Group’s companies are also focused on controlling the waste  
produced at every stage in their operations. This approach is based  
on the following four principles, listed in decreasing order of priority:  
1
. reducing waste at source by designing products and processes  
In 2017, all the Refining & Chemicals segment’s plastic production  
sites worldwide also joined the CleanSweep® program, which aims  
to achieve zero loss of plastic pellets in handling operations. Clean  
Sweep® (OCS) is an international program that aims to avoid losses  
of plastic pellets during handling operations by the players in the  
plastics industry, so that they are not disseminated into the aquatic  
environment.  
that generate as little waste as possible, as well as minimizing the  
quantity of waste produced by the Group’s operations;  
2
. reusing products for a similar purpose in order to prevent them  
from becoming waste;  
3
4
. recycling residual waste; and  
. recovering energy, wherever possible, from non-recycled products.  
The Group is also contributing to the circular economy through its  
involvement in the development of channels for the recycling of used  
oil and photovoltaic panels. TOTAL has developed processes that  
allow up to 50% of recycled plastics (polyethylene and polystyrene) to  
be incorporated in the production of plastics. In 2017, TOTAL  
received Plastics Europe’s award for “Innovative materials” for the  
production of bottles made from recycled polyethylene.  
On its sites, TOTAL deploys programs to valorize (recycling and  
valorization) more than half of the Group’s waste. Moreover, TOTAL is  
especially committed to managing and treating waste classified as  
hazardous. Due to its nature, hazardous waste is mainly treated  
outside the Group by specialized companies, representing 178 kt in  
2
017, compared to 187 kt in 2016 and 202 kt in 2015.  
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Sustainable use of resources  
into the original reservoir is one of the methods used to maintain  
reservoir pressure. The specifications in force in the Group stipulate  
that this option be prioritized over other methods.  
Fresh water  
The nature of the Group’s activities, and mainly those of Refining &  
Chemicals, and to a lesser extent those of the Exploration &  
Production, Gas, Renewables & Power segments, is such that they  
have an impact on, and are dependent on, water resources. This is  
especially true when the activity is located in an environment that is  
sensitive in terms of water resources.  
The water used on sites producing photovoltaic panels must be very  
pure. These sites consume a lot of fresh water, which is the reason  
why they were included in the Group’s LWT initiative in 2017. In  
2018, the reuse of water will be investigated on one of these sites.  
The Group R&D program for water management is looking into the  
various aspects of the protection and recovery of water resources. By  
way of example, studies were made of the reuse of water on the  
Gonfreville petrochemicals site as part of the E4Water program using  
the water re-use tool developed by TOTAL’s R&D department. This  
tool uses the life cycle analysis to define a reuse for water that entails  
the best forms of recovery, from the societal, economic and technical  
perspectives. Finally, the development of technical solutions well  
adapted to the challenges, such as the recently patented BIOMEM  
process, significantly improve the performance of the biological  
treatments used, especially on production water.  
TOTAL is aware of these challenges and takes water resources into  
account in its guidelines and operations:  
▪
in the Safety Health Environment Quality Charter, which states that  
TOTAL controls its use of natural resources, etc.”, in particular  
“
water, which is an important natural resource; and  
▪
in its approach to water, set within the Group’s environmental  
framework, which incorporates the following core principles for  
action:  
1
. identification of priority sites that are sensitive in terms of water  
The Group works with a number of professional organizations, such  
resources,  
. global management of risks to and impacts on water resources in  
the Environmental Management System, and  
. monitoring and integration of changes in this area, especially those  
(1)  
(2)  
as the IPIECA, the CONCAWE and the EpE , and, more locally,  
(3)  
with the GIZ in Uganda, on a water resource sanitary with local  
communities. The Group’s indicators relating to water generally follow  
the IPIECA framework. The main indicator is aggregate withdrawals.  
2
3
associated with climate change, through its stakeholders,  
partnerships and R&D.  
Water-related indicator  
2017  
2016  
2015  
Fresh water withdrawals excluding  
To determine which facilities are most affected by the availability of  
fresh water, TOTAL monitors its water withdrawals and discharges  
across all of its sites.  
cooling water  
3
(
million m )  
113  
120  
118  
The decrease in water withdrawals between 2016 and 2017 is mainly  
due to the shutdown of la Mède refinery (France) et a major  
turnaround at Carville petrochemical site (USA).  
TOTAL identifies the levels of risk of its sites that withdraw more than  
3
5
00,000 m per year and are located in areas potentially exposed to  
water resource risks, using the Local Water Tool (LWT) from the  
Global Environmental Management Initiative (GEMI). This tool also  
helps to guide the actions taken to mitigate these risks in order to  
make optimal use of water resources on these sites.  
Soil  
TOTAL uses the ground surface that it needs to safely conduct its  
industrial operations and, in 2017, did not make extensive use of  
ground surfaces that could substantially conflict with various natural  
ecosystems or agriculture.  
The sites operated by the Group are not particularly exposed to  
hydric risk. 25 sites were affected at the end of 2017, the level of  
water risk was assessed on 17 priority Group sites (11 Refining &  
Chemicals, 4 Exploration & Production, 2 Gas, Renewables & Power).  
These assessments will gradually be extended to include other  
current high priority sites, of which 8 have been identified. Depending  
on the nature of the hydric risks and their impacts, a plan to optimize  
the use of water resources or of specific water-related actions may  
be drawn up.  
For open-pit oil sands mining projects, TOTAL strives to ensure that  
environmental issues are managed by the operator, in particular with  
regard to the reclamation of affected soils.  
TOTAL has set up a working group to look into the conditions and  
the impacts of supplies of vegetable oil to the La Mède biorefinery,  
which is due to start up in mid-2018.  
In 2017, approximately 80% of the fresh water withdrawals were  
taken from the Refining & Chemicals segment. At refineries and  
petrochemicals sites, water is mainly used to produce steam and for  
cooling units. Increasing recycling and replacing water cooling with air  
cooling, such as at the Normandy (France) and Antwerp (Belgium)  
refineries, are TOTAL’s preferred approaches for reducing fresh water  
withdrawals.  
Raw materials  
Hydrocarbons, the Group’s main raw material, are a form of energy.  
Losses of this raw material are divided mainly into 4 categories: gas  
flaring (point 5.2.3.4 of this chapter); cold venting (point 5.2.3.4 of this  
chapter); hydrocarbons discharged in low quantities through aqueous  
effluents, which amounted to 625 t in 2017; and accidental oil spills  
(
point 5.2.2.2 of this chapter). These raw material losses remain  
Elsewhere, in Exploration & Production operations, reinjecting water  
extracted along with hydrocarbons (known as produced water) back  
negligible with respect to the Group’s production in 2017.  
(
(
(
1) Environmental Science for the European Refining Industry.  
2) Entreprises pour l’environnement.  
3) Gesellschaft für industrielle Zusammenarbeit.  
1
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5
.2.2.5 Protecting biodiversity and ecosystems  
Due to their nature, the Group’s activities, and particularly its  
Exploration & Production activities, may be located in sensitive natural  
environments. TOTAL’s operations can therefore have an impact on  
ecosystems and their biodiversity.  
TOTAL conducts sensitivity and impact analyses for the development  
of all its projects. A biodiversity action plan is developed for operated  
production sites located in the most sensitive protected areas,  
corresponding to the UICN I to IV or Ramsar categories.  
TOTAL is aware of these challenges and takes biodiversity and  
ecosystems into account in its guidelines and operations:  
The biodiversity action plan developed in 2015 for Djeno in the  
Republic of the Congo is currently being deployed. A second plan  
had been developed on the Atora site in Gabon, which was sold in  
▪
▪
in the Safety Health Environment Quality Charter, which specifies  
that TOTAL “is committed to managing (…) its use of natural  
resources and its impact on biodiversity” and ecosystems;  
2
017. Other plans will be developed in the short term, in particular in  
Italy (the Tempa Rossa project), or in the medium term, in Uganda  
the Tilenga project), in Tanzania (the EACOP project) and in Papua  
(
in the biodiversity approach, set within the Group’s environmental  
framework, which incorporates the following core principles for  
action:  
New Guinea (the PAPUA LNG project).  
In addition to applying the general principles of the Group’s  
biodiversity policy, TOTAL has agreed to meet the performance  
standards of the International Finance Corporation (IFC, World Bank)  
for its Tilenga, Papua LNG and EACOP projects, in order to take the  
particularly sensitive biodiversity of certain sites into consideration. In  
this respect, TOTAL can set itself a target of a net gain in biodiversity  
due to the possible impacts of these projects on critical habitats, by  
adopting the “Avoid-Mitigate-Compensate” approach, and by  
avoiding wherever possible. Teams manned by specialists in  
biodiversity and ecosystem services have been formed to focus on  
societal matters and the environment. For the most sensitive projects,  
like the one in Uganda, for example, “Biodiversity and means of  
subsistence” committees have been set up with external  
stakeholders from national and international organizations, who are  
specialized in the protection of nature and relations between  
communities and the wild fauna. These committees are tasked with  
ensuring that best practices are properly implemented by TOTAL in  
its operations, so that it achieves its targets of net gains in  
biodiversity, which are currently one of the best biodiversity  
management practices.  
–
–
–
1. deploy the mitigation hierarchy “avoid-mitigate-  
compensate”: TOTAL applies this approach for the duration of  
its projects’ lifecycle to minimize the impact of its activities on  
biodiversity,  
5
2. take into consideration the sensitivity of ecosystems: In  
the course of its business, TOTAL identifies and takes into  
account the diversity and sensitivity of various environments in  
terms of biodiversity,  
3. manage biodiversity: TOTAL incorporates the biodiversity  
impact and risk management into its environmental  
management systems and refers to good practices within the  
industry,  
–
–
4. report: TOTAL reports to its stakeholders on its biodiversity  
performance,  
5. improve knowledge of biodiversity: TOTAL participates in  
the improvement of knowledge of biodiversity and ecosystems  
as well as managing the stakes involved, through R&D initiatives  
taken with local and international partners and professional  
associations.  
The Group actively contributes to the development of best practices  
related to biodiversity and ecosystem management in the extractive  
industry through its partnerships with IPIECA, the Cross-Sector  
Biodiversity Initiative (which brings together the Equator Principles  
signatory banks and the mining and oil industries), the United Nations  
The Group made a commitment not to engage in oil and gas  
exploration or extraction operations at natural sites included on the  
UNESCO World Heritage List of June 4, 2013. In the Democratic  
Republic of the Congo, TOTAL made the commitment to not carry  
out any exploration activity in the Virunga National Park, partly located  
in Block III of the Graben Albertine. The Group publishes the list of its  
licenses in the Arctic zone on its web site, and TOTAL does not  
conduct any exploration activities of oil fields under sea ice in the  
Arctic.  
Environment  
Program’s  
World  
Conservation  
Monitoring  
(UNEP-WCMC) and other work groups on biodiversity bringing  
together stakeholders from beyond the private sector, such as the  
Business and Biodiversity Offset Program (BBOP), which includes  
international NGOs, governments, universities, the World Bank, etc.  
In France, TOTAL continues its partnership with the Fondation pour la  
Recherche sur la Biodiversité (Foundation for biodiversity research)  
and the Centre Vétérinaire de la Faune Sauvage et des Ecosystèmes  
des Pays de la Loire (France).  
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5
.2.3 Climate change  
The Group’s strategy incorporates the challenges of climate change  
and adopts the International Energy Agency’s (IEA) Sustainable  
Development Scenario (2°), which is compatible with limiting global  
warming to 2°C, as its reference framework. TOTAL’s challenge is to  
increase access to affordable energy to satisfy the needs of a  
growing population, while providing concrete solutions to help limit  
the effects of climate change and supplying its clients with an energy  
mix featuring a progressively decreasing carbon intensity.  
plants, and in particular an interest in the Cameron LNG project in the  
United States, long-term LNG sale and purchase agreements, a fleet  
of LNG tankers and access rights to regasification terminals in  
Europe. The acquisition of Engie’s upstream LNG business offered  
TOTAL an opportunity to speed up its integrated gas chain strategy.  
The Group believes in the essential role of natural gas as one of the  
solutions to climate change issues. Replacing coal with natural gas at  
power plants could help reduce worldwide CO(  
2
2)  
emissions by 5 Bt/y,  
TOTAL focuses its action around the following priority areas:  
i.e., approximately 10% of world emissions . Strengthening the  
position of gas in the energy mix must however be accompanied by a  
greater focus on control of methane emissions. To preserve the  
advantage that gas offers in terms of GHG emissions compared to  
coal for electricity generation, it is necessary to strictly reduce the  
methane emissions associated with the production and  
transportation of gas.  
▪
developing natural gas as the primary energy source due to its  
lower carbon intensity among fossil energies;  
▪
given the carbon budget allocated in a 2°C scenario, selecting and  
developing hydrocarbon projects based on their economic merit  
order, which incorporates their resistance to low price scenarios;  
▪
▪
▪
developing the solar energy offer as the renewable energy of  
choice in the evolution of the energy mix, as well as the production  
of biofuels from biomass;  
TOTAL’s methane emissions specifically associated with gas  
production are less than 0.5% of the Group’s marketed operated gas  
production. Improving measurement of these emissions and their  
reduction is a priority for TOTAL in terms of environmental impact.  
improving the energy efficiency of the Group’s facilities, products  
and services, and maintaining efforts to reduce direct emissions of  
greenhouse gases (GHG);  
On this basis, since 2014 the Group has been a member of the  
partnership between governments and industrial companies for the  
improvement of tools to measure and control methane emissions set  
up by the Climate and Clean Air Coalition and promoted by UN  
Environment and the non-profit organization Environmental Defense  
Fund. The Group also took several actions as part of the Oil & Gas  
Climate Initiative (refer to point 5.2.3.6 of this chapter) and signed the  
guiding principles on the reduction of methane emissions by the gas  
increasing access to more sustainable energy, for as many people  
as possible, particularly by means of innovative solar energy  
solutions;  
▪
stimulating initiatives in the oil and gas sector and supporting the  
implementation of an international framework on climate.  
(3)  
value chain .  
5
.2.3.1 The role of gas  
The percentage of natural gas in the Group’s production rose from  
approximately 35% in 2005 to nearly 48% in 2017, and, taking  
account of market developments in particular, this percentage is  
expected to increase over the coming years.  
5.2.3.2 Project selection  
In its strategy for growth, TOTAL prioritizes its projects by focusing on  
assets with moderate production and processing costs, while  
respecting the highest safety and environment standards.  
In 2016, the Group acquired the Belgian company Lampiris in line  
with the goal to expand over the entire gas value chain until the end  
customer. Within a few years, Lampiris became the third-largest  
supplier of natural gas, green power and energy services (e.g.,  
insulation, boiler maintenance, wood and pellets for heating, smart  
thermostats, etc.) in the Belgian market and is starting to extend its  
business in France. In October 2017, TOTAL also launched its new  
Total Spring natural gas and green electricity offer for private  
individuals in France. This offer aims to quickly win over three million  
customers.  
Furthermore, the Group ensures sustainability of its projects and  
long-term strategy relative to climate change issues by the  
incorporation into financial evaluations of its investments submitted to  
(1)  
the Executive Committee a long-term CO  
depending on the crude price), or the current CO  
2
price of $30 to $40 per ton  
(
2
price if this is  
higher in a given country. This price is consistent with promoting gas  
over coal in power generation and encouraging investment in  
research on low-carbon technologies.  
Moreover, with respect to coal, the Group ceased all production  
activity in 2015 and all marketing activity in 2016. In 2016, the Group  
withdrew from a project involving construction of a coal-based facility,  
coal-to-olefins, in China.  
In November 2017, the Group signed an agreement with Engie  
relating to the planned acquisition of its portfolio of upstream liquefied  
natural gas (LNG) assets. This portfolio includes stakes in liquefaction  
(
(
(
1) Company data.  
2) Source: IEA.  
3) Signatory companies: BP, Statoil, Eni, Shell, ExxonMobil, TOTAL, Repsol, Wintershall.  
1
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To ensure progression, an objective to decrease by 80% has been  
defined for 2020 compared to 2010, in other words, to achieve an  
average of 1.5 Mm /d. This objective is reached in 2017.  
5
.2.3.3 Developing renewable energies  
For some 15 years, TOTAL has been committed to developing  
renewable energies.  
3
Furthermore, as part of the Global Gas Flaring Reduction program,  
TOTAL has worked alongside the World Bank for over 10 years to  
help producing countries and industrial players control routine flaring  
of associated gas.  
Solar power is the Group’s preferred area of development. These  
activities are owned by the Gas, Renewables & Power segment and  
are presented in point 2.2 of chapter 2.  
This segment is also present in energy storage through its Saft  
Groupe subsidiary, specialized in high-technology batteries, which  
are essential to the development of intermittent renewables.  
Flaring  
2017  
2016  
2015  
Global volumes of flared gas flared  
In parallel, in November 2016, the Marketing & Services segment  
launched a five-year program to equip 5,000 service stations across  
the world with photovoltaic panels, including 800 in France. The  
project corresponds to an installed capacity of around 200 MW,  
equivalent to the electricity used by a city with a population of  
3
(in Mm /d)  
5.4  
1.0  
7.1  
7.2  
3
(a)  
(b)  
Including routine flaring (in Mm /d)  
1.7  
2.3  
(
a) Volume estimated based on data as of end of 2016, according to the new  
routine flaring definition published in June 2016 by the working group of the  
Global Gas Flaring Reduction program.  
2
00,000.  
(b) Volumes estimated based on available historical data.  
In addition to solar energy, biomass is TOTAL’s second strategic  
development area in the field of renewable energies. In general,  
biomass represents approximately 10% of worldwide energy  
consumption and is mostly used for heating or cooking purposes.  
Biomass is the only directly substitutable renewable alternative to  
fossil resources for the provision of liquid fuel for transport (biodiesel,  
bioethanol, biokerosene), lubricants and base molecules for  
chemicals (solvents or polymers). These activities are owned by the  
Refining & Chemicals segment and are presented in point 2.3.1 of  
chapter 2.  
The decrease of the global flaring is mainly due to a significant  
improve in West of Africa, particularly in Angola, where compression  
upsets have been solved.  
Improving the energy efficiency of the Group’s  
facilities  
5
One of the Group’s performance targets is to better control energy  
consumption. Since the beginning of 2013, a Group directive has  
defined the requirements to be met at operated sites using more than  
5
0,000 tons of oil equivalent per year of primary energy  
(
approximately 40 sites). At year-end 2017, 100% of the concerned  
5
.2.3.4 Energy efficiency and  
ecoperformance  
sites reported compliance or had engaged the actions to meet  
compliance with this directive.  
In its scope of activities, TOTAL has made reducing GHG emissions  
one of its priorities. Since 2010, the Group has reduced the GHG  
emissions produced by its operated activities by 30%. This reduction  
entails reducing associated gas flaring and improving energy  
efficiency.  
Energy efficiency is a key factor for improvement of economic,  
environmental and industrial performance. Since 2013 the Group has  
used  
a Group Energy Efficiency Index (GEEI) to assess its  
performance in this area. It consists of a combination of energy  
intensity ratios (ratio of net primary energy consumption to the level of  
activity) per business.  
The Group’s objective for the 2010-2020 period is to improve the  
energy efficiency of its operated facilities by on average 1% per year.  
By design, the base value of the GEEI was defined as 100 in 2010  
and the goal is to reach 90.4 in 2020.  
GHG emissions  
(a)  
(
in Mt CO  
2
eq)  
2017  
2016  
2015  
Scope 1: Operated direct GHG  
emissions (100% of emissions from  
sites operated by the Group)  
36  
50  
39  
51  
42  
50  
Energy efficiency  
2017 2016 2015  
137 146 153  
Scope 1: Group share of direct GHG  
emissions  
Net primary energy consumption (TWh)  
Scope 2: Indirect emissions  
attributable to energy consumption  
by sites  
Group Energy Efficiency Index GEEI (base  
100 in 2010)  
85.7 91.0 90.8  
4
4
4
The achievement of this objective in 2017 is mainly due to the  
significative decrease of the global gas flaring in 2017.  
Scope 3: Other indirect emissions  
Use by customers of products sold  
for end use  
400  
420  
410  
In addition to the mandatory audits conducted in Europe as per  
transposition of the European Energy Efficiency Directive  
(
a) For further information on the methods involved for these indicators, refer to  
point 5.4.4.2 of this chapter.  
2
012/27/EU, the Group is implementing energy management  
systems based on ISO 50001. The Leuna refinery and the bitumen  
plant in Brunsbüttel (Germany) have been certified for several years,  
and the French refining and petrochemicals plants have been  
ISO 50001 certified since 2017. The Zeeland refinery (the  
Netherlands), in which TOTAL holds a 55% stake, was also certified  
in 2017. In the Marketing & Services segment, the industrial site in  
Brunsbüttel (Germany) and the lubricants blending plant in Dubai  
Reducing flaring  
Reducing routine flaring has been a long-standing goal of the Group,  
with a commitment made in 2000 to have no continuous flaring of  
associated gas incorporated into the design of its new projects.  
Furthermore, the Group has supported the World Bank in developing  
and launching the Zero Routine Flaring initiative involving oil & gas  
companies, producing countries and international institutions. The  
initiative aims to support elimination of routine flaring by 2030.  
(United Arab Emirates) have been ISO 50001 certified for several  
years. The blending plant at Ertvelde (Belgium) was audited at the  
end of 2017 with a view to obtaining ISO 50001 certification. In  
France, the scope of Total Marketing France’s ISO 50001 certification  
covers 179 stations, 7 oil depots and 2 office buildings housing the  
management of the Nantes and Lyon regions.  
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In the coming years, the certification process will be deployed more  
broadly in Europe in a more global manner. In Exploration &  
Production, Total ABK (Abu Dhabi) also obtained this certification in  
early 2016.  
avoid 50,000 t of CO  
2
emissions into the atmosphere per year. It will  
entail the creation and operation of 8,400 biodigesters in India.  
Progressing in carbon capture, usage and storage  
technologies  
TOTAL uses the most appropriate architectures and equipment and  
introduces technological innovations. For example, on offshore  
production barges, offshore platforms and onshore facilities, heat  
recovery systems at gas turbine exhausts have been implemented  
thereby avoiding the need for furnaces or boiler systems.  
The development of carbon capture, utilization and storage  
technologies (CCUS) has been a long-standing Group commitment,  
in particular through its Lacq pilot project conducted from 2010 to  
2
013 (oxy-combustion capture and storage in a depleted reservoir).  
The Group systematically studies opportunities to re-inject the CO  
2
Improving the environmental footprint of products  
and services  
contained in the deposits it exploits and is looking at use of CO to  
2
improve hydrocarbon recovery. Building on these experiences,  
TOTAL believes it is important to continue its R&D efforts in various  
fields including maturity of capture technologies, availability and  
Approximately 85% of GHG related to the use of oil and gas are  
emitted during the customer usage phase, compared to 15% during  
(1)  
2
location of storage capacities, CO usage, technical feasibility on the  
the production phase . For this reason, in addition to the measures  
taken by TOTAL at its industrial sites, the Group believes that  
improving the environmental footprint of its products is a key factor in  
the fight against climate change.  
scale needed and reducing costs of technologies. With this goal in  
mind, TOTAL intends to devote up to 10% of its R&D investments to  
CCUS and has initiated work alongside its peers, within the Oil & Gas  
Climate Initiative, on the issues of marketability, capture technologies  
and world storage capacities.  
The Group offers its customers solutions (products and services) for  
responsible energy use. In terms of energy services, TOTAL draws in  
particular on the know-how of its Tenag joint venture in Germany  
In October 2017, Statoil, Shell and TOTAL entered a partnership  
agreement to develop a CO storage project on the Norwegian  
2
continental plate. The project is one of the initiatives taken by the  
Norwegian authorities to develop Carbon Capture and Storage in  
Norway on an industrial scale.  
(49% owned) and BHC Energy in France acquired in 2014. These  
service companies work mainly for European customers, as well as in  
Africa and the Middle East. They use results obtained in-house to  
give industrial customers advice on improving their performance and  
energy efficiency. In 2017, the Group also acquired Greenflex, in a  
move to speed up the development of its offer on the energy  
efficiency market.  
5.2.3.5 Access to energy  
Since 2010, almost 50 Group subsidiaries have been part of the  
“
Total Access to Energy” program, a source of initiatives for  
Through the “Total Ecosolutions” program, the Group is also  
developing innovative products and services that perform above  
market standards on the environmental front, in particular in terms of  
reducing energy use, GHG emissions and the impact on human  
health. At year-end 2017, 93 products and services bore the “Total  
Ecosolutions” label. They relate to a variety of sectors, including  
mobility, agriculture, buildings, packaging, infrastructure and industrial  
manufacturing. Some of the products result in reduced energy  
consumption, such as TOTAL Excellium fuel, the TOTAL Quartz Fuel  
Economy lubricant, and the Azalt ECO and Styrelf ECO bitumen  
ranges. Others, such as the new BioLife range of special fluids  
derived from raw materials from fully certified renewable sources,  
enable a significant reduction in environmental impact (compared to  
the fossil equivalent).  
identifying and testing solutions that facilitate access to energy for the  
poorest populations.  
The World Bank estimate for the number of people without access to  
electricity has exceeded 1 billion. In 2011, as part of its access to  
energy program, TOTAL launched  
decentralized energy solutions for the populations of emerging  
countries, mainly in Africa.  
a
commercial offer of  
®
2
®
2
First launched in four pilot countries in 2011, TOTAL’s solar solutions  
for access to energy were distributed in 45 countries by 2017. By the  
end of 2017, 2.3 million lamps and solar kits had been sold,  
improving the day-to-day lives of nearly 10 million people. The  
distribution channels used are both TOTAL’s traditional networks  
(service stations) and “last mile” networks built with local partners to  
2
The CO eq emissions avoided throughout the life cycle by the use of  
bring these solutions to isolated areas. Reseller networks are then set  
up and economic programs developed with the support of external  
partners to recruit and train young solar resellers.  
“
Total Ecosolutions” products and services, compared to the use of  
benchmark products on the market and for an equivalent level of  
service, are measured annually based on sales volumes. This  
The model is based on innovative partnerships with various  
stakeholders: in 2017, approximately 50 business partnerships were  
launched with such varied stakeholders as NGOs, development  
agencies, professional customers (retailers, TOTAL key account  
customers, etc.), telecommunications operators or international  
organizations.  
2
represented 1.85 Mt CO eq in 2017.  
In addition to its efforts on facilities and solutions offered to its  
customers, since 2012 the Group has provided support for its  
employees in France on improving the energy efficiency of their  
homes through advice and help with the necessary investment. Since  
this offer was launched, the Group has helped about 2,600 energy  
renovation operations.  
The Group’s goal is to further develop this program and reach out to  
25 million people in Africa by 2020 on a continent that is at the core  
In November 2017, TOTAL signed an agreement with the Fondation  
GoodPlanet, chaired by Yann Arthus-Bertrand, for the  
implementation of a program to neutralize the carbon emissions from  
air travel by Group employees, over a 10-year period. This project will  
of TOTAL’s global strategy.  
(1) Source: IPCC and IEA.  
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climate change issues. In 2016, the OGCI announced the creation of  
a one-billion-dollar investment fund over 10 years. This OGCI Climate  
Investments fund will finance startups and projects demonstrating  
high potential in terms of reducing greenhouse gas emissions. In  
October 2017, OGCI Climate Investments announced its first  
investments in CCUS and energy efficiency in transport. The OGCI  
also announced its ambition to aim for almost zero methane  
emissions.  
5
.2.3.6 Sector initiatives and international  
framework  
In 2014, TOTAL decided to join the call of the UN Global Compact,  
which encourages companies to consider a CO price internally and  
publicly support the importance of such a price via regulation  
mechanisms suited to the local context. TOTAL is also working with  
the World Bank as part of the Carbon Pricing Leadership Coalition  
2
(CPLC). In particular, TOTAL advocates the emergence of a  
TOTAL is the technical partner of the Breakthrough Energy Coalition  
balanced, progressive international agreement that prevents the  
distortion of competition between industries or regions of the world.  
Drawing attention to future constraints on GHG emissions is crucial to  
changing the energy mix. TOTAL therefore encourages the setting of  
a worldwide price for each ton of carbon emitted, while ensuring fair  
treatment of “sectors exposed to carbon leakage” (as defined by the  
EU). To this end, six oil & gas industry leaders, including the Group’s  
Chairman and Chief Executive Officer, called for the setting up of  
carbon pricing mechanisms at the UN Framework Convention on  
Climate Change in June 2015. In June 2017, TOTAL also became a  
founder member of the Climate Leadership Council, an initiative  
launched mainly by businesses, but also by personalities, to  
demonstrate the importance of finding solutions to the climate  
challenge that will support the economy and protect the environment.  
(
a $1 billion fund), and in this capacity should help identify investment  
priorities and evaluate viable technologies.  
TOTAL also actively participates in the debate on climate issues,  
thanks to its partnerships with key stakeholders. For example, TOTAL  
funds research programs in France conducted by the ADEME,  
Paris-Saclay and the Climate Economics Chair at Paris-Dauphine  
University, as well as the Massachusetts Institute of Technology (MIT)  
in the United States. Lastly, TOTAL offers training and makes  
presentations at several universities, thereby taking part in the  
debate.  
5
.2.3.7 Adapting to climate change  
The Group ensures that it assesses the vulnerability of its facilities to  
climate hazards so that the consequences do not affect the integrity  
of the facilities, or the safety or people. More generally, natural  
hazards (climate-related risks as well as seismic, tsunami, soil  
strength and other risks) are taken into account in the conception of  
industrial facilities, which are designed to withstand both normal and  
extreme conditions. The Group carries out a systematic assessment  
of the possible repercussions of climate change on its future projects.  
These analyses include a review by type of risk (e.g., sea level,  
storms, temperature, permafrost) and take into account the lifespan  
of the projects and their capacity to gradually adapt. These internal  
studies have not identified any facilities that cannot withstand the  
consequences of climate change known today.  
Substituting coal with gas in the electricity-generating sector is one  
fastest and cheapest way of reducing worldwide CO  
2
emissions. This  
solution is immediately available and offers the necessary flexibility to  
electric networks, supplementing intermittent energies. As a result,  
TOTAL supports standards that impose emission ceilings on  
electricity generation, such as those in force in the United Kingdom.  
5
In 2014, TOTAL was actively involved in launching and developing the  
Oil & Gas Climate Initiative (OGCI), a global industry partnership. At  
year-end 2017, this initiative involved 10 major international energy  
players. Its purpose is to share experiences, advance technological  
solutions and catalyze meaningful action in order to assist the  
evolution of the energy mix in a manner that takes into account  
5
.2.4 TCFD (Task Force on Climate-related Financial Disclosures)  
In June 2017, the TCFD (Task Force on Climate-related Financial  
Disclosures) of the G20’s Financial Stability Board published its final  
recommendations on information pertaining to climate to be released  
by companies. These recommendations include additional details for  
certain sectors, such as energy.  
evolve and that the modalities of the application of scenarios and the  
use of metrics should be further studied.  
TOTAL is continuing to dialogue as part of the Oil & Gas Preparer  
Forum set up by the TCFD in the autumn of 2017 with a view to  
publishing best applicable practices, in particular for the oil and gas  
sector. TOTAL also joined the initiative launched by the WBCSD in  
December 2017 by signing the “CEO Guide to Climate-related  
Financial Disclosures”.  
After analyzing the final report, TOTAL publicly announced its support  
for the TCFD and its recommendations during the summer of 2017,  
while noting that it is up to companies to define the information about  
climate-related risks and opportunities that is material, which should,  
consequently, be disclosed in financial fillings, and the additional  
information that they choose to report on a voluntary basis. TOTAL  
also believes that the quantification of impacts of different scenarios  
may not be relevant to investors as assumptions made by different  
companies may strongly diverge. The Group considers that  
companies have a major role to play in shaping how these issues  
Below, TOTAL gives details of how the Group implements the  
TCFD’s recommendations, according to the four pillars, and how it  
intends to launch an initiative for continual improvement in this field.  
The table in point 5.2.4.5 of this chapter identifies the actions taken  
by the Group with regard to all of these recommendations.  
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The Executive Committee relies on the work done by the Group Risk  
Management Committee to have a map of the climate-related risks to  
which the Group is exposed, and to make sure that the risk  
management measures in place are efficient.  
5
.2.4.1 Governance  
TOTAL’s strategic approach takes full account of climate-related  
issues, which are also taken into consideration in the changes  
brought to the organization of the Group. The Group’s ambition to  
become the leader in responsible energy is reflected by the  
implementation of the One Total project, which gave rise to a new  
organization that came into full effect on January 1, 2017, and  
includes in particular:  
Moreover, the Risk Committee (CORISK) assesses investment  
projects, the risks and the corresponding climate-related issues  
(flaring, greenhouse gas emissions, sensitivity to CO  
2
prices) before  
they are presented to the Executive Committee.  
Finally, the Senior Vice President Climate chairs the Climate-Energy  
steering committee, which includes transverse Holding functions and  
representatives of Strategy and HSE management from the various  
business segments. The mission of this committee consists of  
structuring the Group’s approach to the climate, and in particular of:  
▪
a new Gas, Renewables & Power business segment, whose  
President is member of the Executive Committee, which  
spearheads the Group’s ambitions in low-carbon and energy  
efficiency businesses; and  
a
▪
a Strategy-Innovation corporate division, which includes a Strategy  
developing and periodically adjusting the Group’s climate-energy  
roadmap;  
&
Climate division tasked with incorporating climate issues into the  
▪
Group’s strategy.  
▪
proposing the targets that the Group sets itself (in terms of energy  
efficiency, GHG emission reductions, etc.);  
Oversight by the Board of Directors  
TOTAL’s Board of Directors ensures that climate-related issues are  
incorporated into the Group’s strategy. Since 2008, these major  
issues for the Group have no longer been treated as one component  
of environmental risks, but rather on an independant basis.  
▪
▪
keeping a watch of the existing or emerging CO  
2
markets; and  
initiating or driving the technological roadmaps corresponding to  
these subjects (energy efficiency, capture and storage of CO , for  
2
example).  
Every year, the Board of Directors reviews the main issues related to  
climate change in the strategic outlook review of the Group’s  
business segments, which are presented by the respective general  
management structures.  
5.2.4.2 Strategy  
Identification of climate-related risks  
and opportunities  
Also, the Audit Committee does more specific work on the climatic  
and environmental reporting processes in the review of the  
performance indicators published by TOTAL in its annual reports and  
audited by an independent third-party organization.  
The risks and opportunities related to climate change are analyzed  
according to different timescales: short term (until 2020), medium  
term (until 2030) and long term (beyond 2030).  
In 2016, the Compensation Committee also decided to introduce  
changes to the variable compensation of the Chairman and Chief  
Executive Officer to take better account of the achievement of  
Corporate Societal Responsibility (CSR) and HSE targets.  
As mentioned in point 5.2.4.1 of this chapter, the risks related to  
climate change are identified in the analysis of investment projects  
and their impact is also examined for the entire Group portfolio.  
These risks are presented in detail in point 3.1.2 of chapter 3.  
Finally, in September 2017, the Board of Directors decided to change  
the regulations of the Strategic Committee in order to broaden its  
missions in the realm of CSR and in questions relating to the inclusion  
of climate-related issues in the Group’s strategy. This committee is  
now called the Strategic & CSR Committee.  
Climate change also provides TOTAL with opportunities:  
▪
in the coming decades, demand for electricity will grow faster than  
the global demand for energy, and the contribution of renewables  
and gas to the production of electricity is essential to the success  
of the 2°C scenario. This represents an opportunity for TOTAL.  
Access to energy and decentralized production are part of this  
opportunity;  
The Board of Directors is fully mobilized by this issue in order to  
support the development of TOTAL, and it approved the publication  
of the first Climate Report in March 2016. This report is updated  
every year.  
▪
▪
but electricity alone will not be sufficient to meet all the needs, and  
in particular those of transport: gas and biofuels are amongst the  
solutions that the Group intends to develop;  
Role of management  
2
speeding up the development of CO capture, utilization and  
TOTAL’s Chairman and Chief Executive Officer deploys the Group’s  
climate strategy in keeping with the long-term strategic guidelines  
defined by the Board of Directors.  
storage technologies (CCUS) is a source of opportunities to meet  
the needs of various industries (electricity generation, but also  
cement works, steel works, waste treatment, etc.); and  
General Management calls on the Senior Vice President Strategy &  
Climate, who is the highest-ranking person in the organization with a  
day-to-day responsibility for issues related to climate change. In  
particular, this includes the development of the climate road map for  
the Group, its implementation and the definition of targets to reduce  
the carbon footprint. He reports directly to the Senior Vice President  
Strategy & Innovation, who sits on TOTAL’s Executive Committee  
▪
helping customers to reduce their energy costs and environmental  
impact also offers opportunities, as part of a trend that will be  
accelerated by digital technology. TOTAL intends to innovate in  
order to provide them with new product and service offers that will  
support their energy options and their usages. The promotion of  
hybrid solutions combining hydrocarbons and renewables is part of  
this approach. Similarly, services can be offered to optimize energy  
for industrial sites. The Group aims to develop this approach for  
industrial and mobility applications.  
(refer to the Group organization chart in chapter 1).  
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Impact of climate-related risks and opportunities  
In parallel to these three paths of action, TOTAL is actively committed  
to these issues in international organizations and initiatives, and in  
particular the OGCI, which has an ambitious working program for the  
years to come. OGCI Climate Investments is a one-billion-dollar fund  
set up by the members of the OGCI, who wanted to make a concrete  
commitment to the climate together. They represent 20% of  
worldwide production of oil and gas and 10% of worldwide energy  
production. This fund was set up to support projects and  
technologies that can significantly cut emissions. Priority will go to the  
Climate-related issues are at the heart of the strategic vision  
implemented by the company, on the basis of the International  
Energy Agency’s Sustainable Development Scenario (2°C).  
Beyond the reorganization of the Group, the impact of the risks and  
opportunities related to climate change is reflected in TOTAL’s  
climate strategy by the following paths of action:  
▪
1. Improving the carbon intensity of the hydrocarbon production  
mix with at least 60% of gas in 20 years:  
capture, utilization and storage of CO  
2
, the reduction of methane  
emissions and energy efficiency.  
–
–
developing an offensive strategy for gas, while limiting methane  
emissions. In 2017, TOTAL has announced the acquisition of  
the LNG assets portfolio of Engie,  
Resilience of the organization’s strategy  
The Group’s strategy incorporates the challenges of climate change,  
using as a point of reference the 2°C Sustainable Development  
scenario of the IEA and its impact on energy markets.  
selecting and developing hydrocarbons projects that are  
amongst the most competitive in terms of meeting the highest  
safety and environmental standards (reduction of exposure in oil  
shale in Canada; no oil exploration activities in oil fields under  
sea ice in the Arctic),  
The Group ensures sustainability of its projects and long-term  
strategy relative to climate change issues by the incorporation into  
financial evaluations of its investments submitted to the Executive  
Committee a long-term CO price of $30 to $40 per ton (depending  
2
2
on the crude price), or the current CO price if this is higher in a given  
country.  
–
–
2
progressing in CO capture, utilization and storage technologies:  
up to 10% of R&D investments dedicated to CCUS and the  
work done by the OGCI (marketability issues, capture  
technologies and worldwide storage capacities),  
Regulations designed to gradually limit fossil fuel use may, depending  
on the GHG emission limits and time horizons set, negatively and  
significantly affect the development of projects, as well as the  
economic value of certain of the Group’s assets. Internal studies  
supporting the introduction of carbon pricing mechanisms: since  
5
2
008, TOTAL has incorporated a long-term CO  
2
price of $30 to  
4
0/t in the economic assessment of its investments, according  
to the crude oil scenario, or the applicable price, if higher in a  
given country,  
conducted by TOTAL have shown that a long-term CO  
2
price of  
40/t applied worldwide would have a negative impact of around  
5% on the discounted present value of the Group’s assets (upstream  
(1)  
$
–
halt of coal activities since 2016.  
(2)  
and downstream) . In addition, the average reserve life of the  
Group’s proved and probable reserves is approximately 20 years and  
the discounted value of proved and probable reserves with a reserve  
life of more than 20 years is less than 10% of the discounted value of  
the Group’s upstream assets.  
▪
2. Developing low-carbon activities to supply electricity. TOTAL  
intends that the low-carbon activities that contribute in particular to  
the production of electricity, will account for almost 20% of its  
portfolio in 20 years. This includes the downstream gas-electricity  
chain, renewables and energy storage. TOTAL also promotes the  
use of biofuels. The objectives are:  
5.2.4.3 Risk management  
–
to continue developing renewable energies. TOTAL has  
developped solar energy since 2011, through SunPower. Since  
2
016 the acquisition of Lampiris supports the strategy to  
Processes to identify and assess risks related to  
climate change  
develop gas and electricity marketing activities. In 2017, the  
entering into of an agreement with EREN Renewable Energy  
continues this approach,  
As described in point 5.2.4.1, the risks related to climate issues  
belong to the major risks identified and analyzed by the Group Risk  
Management Committee, which assists the Executive Committee.  
The Risk Committee (CORISK) also checks the analysis of the various  
risks incurred by investment projects before they are submitted to the  
Executive Committee, and climate-related risks in particular.  
–
–
developing energy storage activities: the acquisition of Saft  
Groupe in 2016 shall enable the integration of activities related  
to electricity storage solutions, which are essential to the  
development of renewables,  
developing bioenergies: TOTAL has been producing bioenergy  
for more than 20 years. With the start-up of La Mède, the Group  
will have a world-scale biorefinery (500,000 t/year). TOTAL has  
also set up a JV with Corbion Plastics (100% biodegradable  
polymers from renewable sources),  
Processes to manage risks related to climate  
change  
TOTAL’s risk management procedures are described in point 5.3.4 of  
chapter 3.  
–
favoring access to energy: TOTAL has deployed an affordable  
solar lamps offer since 2011. The aim of the Group is to provide  
access to electricity to 25 million people in Africa by 2020.  
Integration of climate-related risks into global risk  
management  
▪
3. Improving energy efficiency:  
The risks related to climate issues are part of the major risks identified  
and analyzed by the Group Risk Management Committee, and they  
are fully integrated in TOTAL’s global risk management processes.  
–
continuing the drive to cut greenhouse gas emissions from the  
Group’s facilities,  
–
providing responsible energy usage solutions for customers  
(
acquisition of GreenFlex in 2017).  
(
(
1) As from 2021 or the current price in a given country.  
2) Sensitivity calculated for a crude oil price of $60/80/b compared to a reference scenario that takes into account a CO  
2
price in the regions already covered  
by a carbon pricing system.  
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Safety health and environment information  
point 5.2.3 of this chapter. All this data and the related risks are also  
reported to the CDP once a year, and TOTAL’s response to the CDP  
questionnaire is posted on the Group’s website (total.com).  
5
.2.4.4 Metrics and targets  
Metrics to measure climate-related risks  
and opportunities  
Targets used to manage climate-related risks  
and opportunities  
TOTAL uses the indicators described in detail in point 5.2.3 of this  
chapter to measure its performance in terms of climate change.  
The objectives defined and the indicators used by TOTAL to measure  
its performance in terms of climate change are described in detail in  
point 5.2.3 of this chapter.  
GHG emissions and related risks  
Scope 1 and 2 GHG emissions, and the most significant items in  
Scope 3 of TOTAL’s GHG emissions are addressed in detail in  
5
.2.4.5 TCFD correspondence table  
Source of information in  
Thematic area  
Recommended TCFD disclosures  
TOTAL’s reporting  
Governance  
a) Describe the board’s oversight of climate-related risks  
Disclose the organization’s governance around and opportunities.  
RD 2017 – 5.2.4.1  
CC p. 9  
climate-related risks and opportunities.  
b) Describe management’s role in assessing and managing RD 2017 – 5.2.4.1  
climate-related risks and opportunities.  
CC pp. 5-8 – CDP p. 3  
Strategy  
a) Describe the climate-related risks and opportunities the  
RD 2017 – 5.2.4.2  
organization has identified over the short, medium, and long CDP pp. 21-35  
term.  
Disclose the actual and potential impacts of  
climate-related risks and opportunities on the  
organization’s businesses, strategy, and  
financial planning where such information is  
material.  
b) Describe the impact of climate-related risks and  
opportunities on the organization’s businesses, strategy,  
and financial planning.  
RD 2017 – 5.2.4.2  
CDP pp. 8-9  
c) Describe the resilience of the organization’s strategy,  
taking into consideration different climate-related scenarios, CC p. 30  
including a 2°C or lower scenario.  
RD 2017 – 5.2.4.2  
Risk Management  
a) Describe the organization’s processes for identifying and  
assessing climate-related risks.  
b) Describe the organization’s processes for managing  
climate-related risks.  
Disclose how the organization identifies,  
RD 2017 – 5.2.4.3  
CDP pp. 6-9  
assesses, and manages climate-related risks.  
c) Describe how processes for identifying, assessing, and  
managing climate-related risks are integrated into the  
organization’s overall risk management.  
Metrics & targets  
a) Disclose the metrics used by the organization to assess  
climate-related risks and opportunities in line with its  
strategy and risk management process.  
RD 2017 – 5.2.4.4  
CC p. 48  
Disclose the metrics and targets used to  
assess and manage relevant climate-related  
risks and opportunities where such information  
is material.  
CDP pp. 36-50  
b) Disclose Scope 1, Scope 2, and, if appropriate, Scope 3  
greenhouse gas (GHG) emissions, and the related risks.  
c) Describe the targets used by the organization to manage RD 2017 – 5.2.4.4  
climate-related risks and opportunities and performance  
against targets.  
CC p. 22-38  
CDP pp. 13-19  
Key:  
CC = TOTAL’s 2017 Climate Report  
CDP = TOTAL’s 2017 response to the CDP Climate Change questionnaire (available on total.com)  
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.3 Societal information  
The Group’s societal actions contribute to the achievement of its goal  
to become a major in responsible energy. TOTAL puts its societal  
responsibility at the heart of its activities, in keeping with its values  
and the principles formally set forth in its Code of Conduct and its  
Safety Health Environment Quality Charter, with a view to controlling  
its impacts and providing concrete solutions, in order to create value  
shared with all its stakeholders.  
The Group’s integration policy in the regions where it operates is  
founded on three pillars:  
▪
▪
▪
dialogue and involvement of local stakeholders;  
control of the societal impacts of the Group’s activities; and  
acting as a socio-economic partner in the territories where the  
Group is present.  
In line with the strategic directions defined by the General  
Management, annual internal reporting tools are used to track and  
monitor overall societal performance.  
5
.3.1 Dialogue and involvement of local stakeholders  
5
Openness, dialogue and engagement are essential for developing  
long-term, constructive and transparent relations with stakeholders.  
For the past 20 years or so, changes in the regulatory framework  
have promoted information, consultation and dialogue prior to  
high-impact investment decisions being made.  
side, and six on the Tanzanian side, to establish continual dialogue  
with the impacted communities. Nine more CLOs should be recruited  
in 2018.  
In addition to holding regulatory forums for dialogue, Refining &  
Chemicals has set up voluntary structures for dialogue with local  
stakeholders (such as Community Advisory Panels in the United  
States and special local commissions for some European platforms).  
In application of the worldwide Responsible Care® voluntary charter  
covering the scope of its worldwide petrochemical activities, Refining  
5
.3.1.1 Stakeholder consultation  
In addition to complying with regulations, TOTAL encourages  
dialogue at every level of its organization. The Group societal directive  
stipulates that each entity regularly consults its stakeholders to gain a  
clearer understanding of their expectations and concerns, measure  
their level of satisfaction regarding the Group and identify avenues of  
improvement for its societal approach.  
&
Chemicals consults its stakeholders in order to understand their  
concerns and offer an appropriate response.  
These instances of dialogue aim to establish constructive and lasting  
exchanges with the stakeholders on subjects of mutual interest:  
security and safety, nuisances, the environment, but also local events  
organized by the stakeholders.  
As a preliminary step, the stakeholders are identified, mapped out  
and prioritized depending notably on their expectations. The entity or  
the subsidiary engages in structured dialogue with its stakeholders in  
four iterative steps:  
These meetings are opportunities for the site management to get to  
know the local stakeholders and understand their concerns, to build  
trustful relations with them and a common industrial culture that  
favors the acceptability of the activities of the Group’s entities.  
▪
information (on the activities of the entity that could produce  
negative impacts, the actions taken to mitigate these impacts and  
the benefits produced by the current or planned activities);  
5
.3.1.2 Deploy efficient societal  
▪
consultation (listening to opinions, concerns, perceptions and  
expectations);  
management systems  
▪
▪
consideration of the consultation (inclusion in the action plans);  
feedback to the stakeholders (on the actions taken).  
To put its societal approach on a professional footing, TOTAL has  
applied its internal Stakeholder Relationship Management (SRM+)  
methodology since 2006. The aim is to identify and map out the main  
stakeholders and the societal issues in the local context, understand  
their views and issues, and then define an action plan for building a  
long-term trusting relationship. These discussions allow the Group to  
better address the expectations and consolidate the societal strategy  
of the subsidiaries and sites. Since 2006, SRM+ has been  
implemented in over 100 entities, and the deployment continued in  
2017:  
In Exploration & Production, dialogue is initiated within the framework  
of societal baseline studies carried out to identify at a very early stage  
even before the start of operational activities) stakeholders that may  
potentially be affected and to understand the human socioeconomic  
context of the area in question. The Community Liaison Officer (CLO)  
(
maintains  
a dialogue between the subsidiary and the local  
communities. CLOs, who are employees of TOTAL and come from  
the local community and therefore speak the local language and  
understand local customs; as such they often play a key role in  
integrating the Company into the local context. To formalize and  
organize relations with stakeholders, agreements may also be signed  
and meetings held, such as public consultations.  
▪
in two subsidiaries of Exploration & Production (in Nigeria, which is  
in the production phase, and Uganda, where the subsidiary is  
currently in the pre-project phase);  
▪
at Refining & Chemicals, on the Grandpuits-Gargenville and Carling  
platforms in France. In this latter case, the deployment took place  
By way of example, in the EACOP project to build a pipeline between  
Uganda and Tanzania, two CLOs were recruited on the Ugandan  
following the implementation of  
a project to prepare the  
transformation of the industrial activities on the site in the future.  
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Societal information  
At Marketing & Services, a specific module, developed in 2012, has  
now been deployed in almost all the countries in the scope. At the  
end of 2016 and 2017 it was deployed notably in Bangladesh, Brazil,  
China, Côte d’Ivoire, France, Poland, Romania and Vietnam.  
(access to land, compensation and employment) can be added to  
this common framework. Societal data is georeferenced, with  
automatic display in  
a geographic information system. MOST  
generates reports that serve as a basis for the analysis of societal  
performance. Using this tool, a new version of which was released in  
The Group also developed the MOST (Management Operational  
Societal Tool) tool that allows users to manage stakeholder relations,  
site-related grievances and societal projects. Specific modules  
2
016, is part of the process to raise the standards of professionalism  
of the local teams. In 2017, 15 subsidiaries use the MOST tool.  
5
.3.2 Control of the societal impacts of the Group’s activities  
The societal initiative is integrated into operational processes using  
the internal management system covering occupational health and  
safety, security, societal commitment and the environment, known as  
MAESTRO (Management And Expectations Standards Towards  
Robust Operations). Audits conducted with MAESTRO give rise to  
recommendations and strengthen efforts in order to better manage  
the Group’s operations.  
Three new subsidiaries (Brazil, Mauritania and Brunei) used this toolkit  
to set up a grievance management system in 2017. In a continual  
improvement initiative, the subsidiaries have also agreed to take  
measures to improve the performance of their grievance  
management systems.  
A guide to raise awareness of grievance management has been  
available at Marketing & Services since 2014 to allow the subsidiaries  
and operating sites to introduce a dedicated system separate from  
the one used to handle commercial complaints.  
5
.3.2.1 Conducting impact assessments  
An understanding of the socioeconomic context is gained through a  
baseline study, which is generally accompanied by a consultation  
phase involving local stakeholders.  
In 2017, an operational grievance management system was in place  
in more than 135 Group subsidiaries and sites.  
TOTAL acknowledges the specificities of indigenous and tribal  
peoples (as referred to in International Labor Organization’s  
Convention No. 169) and has developed a Charter of Principles and  
Guidelines Regarding Indigenous and Tribal Peoples to be followed  
with communities that are in contact with its subsidiaries. This  
Charter encourages the use of experts in order to identify and  
understand these peoples’ expectations and specificities, consult  
with them and contribute to their socioeconomic development.  
These societal studies, which are a systematic prerequisite for  
Exploration & Production projects, are made before any start-up of  
operations in an effort to avoid, reduce, compensate or remedy any  
negative impacts. By way of example, in Papua New Guinea, the  
environmental and societal baseline assessment lasted two years,  
from September 2015 to September 2017. It covered areas such as  
the socio-cultural, economic and real estate context and ecosystem  
services.  
In Papua New Guinea, the first stage of the application for the  
environmental permit for the Papua LNG project was completed in  
October 2016. Innovative consultations were organized with all the  
stakeholders. The interactive dialogue allowed for exchanges with the  
local communities on the content of the environmental, societal and  
health impact assessment (ESHIA):  
5
.3.2.2 Handling grievances from local  
communities  
TOTAL works to provide responses to local communities and to  
reduce the nuisances that may be caused by its activities.  
▪
In the capital, Port Moresby, 200 people (representatives of the  
authorities, business, universities, local organizations and the  
general public) came together for two days around stands that  
were arranged to optimize the consultations. In this way, the  
visitors were able to interact freely with the Total E&P PNG Ltd.  
Personnel;  
Grievance management systems are in place on every Refining &  
Chemicals platform. On the platforms in Feyzin, Belgium and  
Gonfreville, France, the gas flare safety torches have been equipped  
with systems to limit noise levels.  
Some grievances can also be addressed with the participation of the  
local communities: by way of example, programs to monitor odors in  
the vicinity of industrial zones have been developed by the Donges  
and Gonfreville platforms in France in partnership with NGOs and  
volunteers. These programs include training in the characterization of  
the odors by a panel of volunteer “noses”, which then take part in the  
monitoring of the smells coming from the sites.  
▪
In the Gulf province, a two-week tour of more than 30 villages was  
organized in the zone impacted by the project in order to meet  
more than 2,000 people. The content of the presentations was  
translated into the local dialects, so that all the members of the  
local communities could understand them and voice their  
comments and questions.  
At Exploration & Production, the subsidiaries received a toolkit  
containing a standard online procedure to handle grievances in line  
with the United Nations’ guidelines for companies and human rights.  
The comments made by all the stakeholders were then sent to the  
Conservation and Environment Protection Authority (CEPA), which  
approved the specifications of the ESHIA in December 2016.  
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.3.3 Acting as a partner in the socio-economic development of the territories  
where the Group is present  
TOTAL, which is present in 130 countries, contributes to the social  
in Pointe Noire in 2017. In the same spirit, a pilot was finalized with  
Bayard to develop a training module to improve young people’s skills  
in mathematics and to give them a taste for, and access to, technical  
trades.  
and economic development of the regions that host its activities. The  
Group has particular responsibilities towards the communities living in  
the vicinity of its facilities, and strives to turn its activities into sources  
of concrete opportunities and solutions for them.  
Finally, the control of local content/in-country value, which was  
originally driven by Exploration & Production, was centralized in 2017  
in a new cross-functional management entity called Total Global  
Services. This organizational change will spread the expertise  
acquired to all of the Group’s activities.  
The Group is building  
a global, integrated local development  
approach (“in-country value”) that creates synergies among all the  
value-creating elements for host countries (employment,  
subcontracting, infrastructure, support for local industries,  
socioeconomic development projects, education, access to energy,  
etc.) by promoting the Group’s industrial know-how. TOTAL  
promotes actions that help to strengthen the capacity of individuals  
and local organizations to organize their development independently  
and durably, by favoring co-construction and partnerships with local  
players.  
Boosting regional development and supporting  
major industrial changes to the Group’s platforms  
In addition to the jobs generated by its activities, the Group, as a  
responsible company, supports small and medium-sized enterprises  
5
(SMEs), particularly in France, through its Total Développement  
In 2017, societal actions global expenses amounts to €243 million.  
The perimeter used to identify societal actions evolved in 2017 in  
order to, on the one hand, include all actions related to local dialogue,  
handling of impact and socio-economic development and, on the  
other hand, to exclude expenses linked to taxes and projects directly  
managed by hosting countries. According to this procedure, the  
amount for 2016 was €191 million. This difference is mainly due to  
the increasing effort made in France by the Group to help vulnerable  
people suffering from fuel poverty to realise fuel savings thanks to  
energy renovation work. In 2017, the Group also contributed to  
significant solidarity actions following the Harvey Hurrican disaster.  
Régional (TDR) subsidiary. To help and support the economic  
development of SMEs and the regions, TOTAL has set up a program  
to examine applications for funding from French SMEs in accordance  
with the Group’s standards.  
This support is a major element in TOTAL’s commitment to its  
industrial and economic responsibilities and takes a number of  
different forms within TDR that help create long-term jobs:  
▪
▪
▪
financial assistance for the setting up, development or takeover of  
SMEs in the form of loans;  
industrial conversion assistance alongside local development  
bodies; and  
5
.3.3.1 Contributing to the development  
of local economic activity  
assistance in the development of export activities and international  
trade, and help for innovative SMEs.  
Between 2014 and 2017, TDR has issued a total of €25.5 million in  
loans to 475 SME projects, thereby supporting nearly 9,600 jobs.  
Developing an approach to create shared value  
The Group is committed to increasing its use of local labor and  
subcontractors that meet the operational requirements of its  
activities, in particular through programs designed to train and  
support SMEs and important players in the local economy. TOTAL  
contributes to the diversification of the economy in the territories  
where it operates by supporting multiple local initiatives, with a  
particular emphasis on the improvement of skills and education.  
The Group relies on TDR for the local implementation of agreements  
signed with governmental authorities in connection with its industrial  
conversion projects. These included, for example, the future Carling  
and La Mède platform projects.  
In Carling (France), the second steam cracker was permanently shut  
down in October 2015. To adapt the platform and ensure its future  
by restoring its competitiveness, TOTAL invested €190 million in  
order to develop new activities in the growing hydrocarbon resins  
For example, Total E&P Congo has set up an organization dedicated  
to the development of local content, which identifies and rates local  
companies that are potential subcontractors. In an effort to improve  
the skills of the local workforce and facilitate skills transfers, training  
programs have been set up to meet the needs of the Moho North  
project and the subsidiary’s local content strategy: more than  
(Cray Valley) and polymers markets. TOTAL has made a commitment  
to implement this industrial conversion without any lay-offs and to  
fulfill all of its contractual obligations with its clients and partner  
companies, particularly through a support fund for subcontractors.  
9
00,000 hours of training have been delivered to managers and  
TOTAL is committed to improving the Carling industrial platform’s  
attractiveness by developing a shared services offer, with the aim of  
helping new industrial stakeholders become established at the  
platform. A first industrial project (SNF Coagulants, €19 million of  
investments and 25 direct industrial jobs) was launched on the  
Carling platform in 2017. In this way, TOTAL confirms its  
responsibility towards the employment areas in which the Group  
operates as well as its commitment to maintain a strong and  
sustainable industrial presence in the Lorraine region.  
technicians working on the project, and to 49 technical and  
engineering university lecturers who will then deliver the training  
themselves, and to 25 local companies.  
The development of local content, which focuses mainly on the  
supply chain, was included in an in-country value initiative to develop  
more local value. Still in the Republic of the Congo, a training center  
for future electricians was launched in cooperation with Schneider  
Electric, the ICAM and Don Bosco to extend the training actions  
beyond the project development phase. This center was inaugurated  
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Societal information  
Plans to convert the La Mède refinery (France) through an investment  
greater than €275 million are underway to create the first French  
biorefinery, establish an 8 MW solar farm and set up a training center  
in partnership with the IFP New Energies. This project will be  
completed without any lay-offs.  
5
.3.3.2 Contribution to human and social  
development  
Built on constructive dialogue and the determination to forge  
long-term relationships of trust with stakeholders, partnerships with  
local institutions and organizations guarantee the long-term success  
of projects. In all its actions, TOTAL ensures that it respects local  
authorities’ prerogatives and teams up with NGOs that have field  
experience.  
TDR is particularly involved in providing support to the subcontractors  
and putting the Group’s commitments into action. TDR became a  
qualified member of the Caban Tonkin Industrial and Innovation  
Platform (PIICTO) and organized a bioindustries working group from  
April 2016 to September 2017, hosted by the PIICTO, with the  
particular aim of targeting the profile of new enterprises that could  
become a part of the industrial fabric of the Etang de Berre.  
Local initiatives working to benefit communities  
Following an analysis of the circumstances and consultation with their  
stakeholders, the Group's entities define their own societal action  
plan and become involved in a number of projects and initiatives in  
response to local issues, such as road safety, access to education,  
energy or healthcare, environmental protection, and solidarity and  
neighborly relations, with the emphasis on projects that promote  
cooperation and skills development. The involvement of stakeholders  
right from the start is often a key element in the success of these  
projects.  
In September 2017, the Group signed an MOU with Ecoslops, with a  
view to setting up an oil residue regeneration unit on the La Mède  
platform to produce fuels and light bitumen. This first project will  
support the industrial redeployment of the La Mède platform.  
In Carling and La Mède, these commitments to local authorities have  
been set out in a Voluntary Agreement for Economic and Social  
Development, including Group support for SMEs (e.g.,  
subcontractors, loans to SMEs) and industrial initiatives (e.g.,  
improved platform structure and greater appeal, search and  
examination of third-party industrial projects).  
At Exploration & Production, more than 400 people work in societal  
matters, over 360 of which on a full-time basis. Several in-house  
training modules have been created for all Group employees. In  
On the Lacq platform in France, a TDR unit has been set up as part  
of Sobegi, the platform’s controller, to improve the platform’s  
marketing offer and to identify and examine third-party industrial  
projects that could join the platform.  
2
017, two training sessions were organized specifically for CLOs in  
Uganda (15 participants) and Papua New Guinea (18 participants).  
In addition, specific training courses for societal correspondents and  
operational managers are organized throughout the year and  
incorporated into the HSE training program.  
In Dunkirk, in accordance with the 2012-2014 regional development  
framework agreement to maintain industrial activities and jobs once  
refining operations at the Flanders facility end, two industrial projects  
have been completed: the construction of a dietary phosphate  
production plant inaugurated in 2017 (Ecophos), and the construction  
of a pilot biodiesel and biofuel production plant in which the Group  
has a stake (BioTFuel).  
In order to reach a wider in-house audience on the Group’s sites and  
at the subsidiaries, a societal e-learning module has been put on line.  
It uses various examples of good practice to explain and illustrate the  
societal approach.  
Promoting mobility for as many people as possible  
and fighting fuel poverty  
Support for African entrepreneurs  
At Marketing & Services, following the first “Start-upper of the year by  
TOTAL” challenge in 34 African countries launched in 2016 and  
aiming to support young entrepreneurs, 2017 was given over to  
supporting the 102 winners.  
As a driving force for mobility, in association with other companies  
(Renault, Allianz, La Poste, etc.), TOTAL is testing a “mobility club”  
scheme to support individuals who need a business vehicle and are  
in financial difficulties due to their personal situation. The member  
companies of the club offer a lease solution with an option to buy,  
combined with finance, servicing and a fuel deal via a GR AXEANE  
card.  
An entailed professional support of each winner was carried out by  
the subsidiaries, for each of the 50 new business projects and the 52  
start-ups (less than two years old) in a range of varied sectors  
(
agri-business, access to energy, healthcare, education and  
Alongside Siplec (E.Leclerc), TOTAL funds the Alvéole program, led  
by the French Federation of Bicycle Users (FUBicy). Aimed at social  
landlords, the scheme aims to promote bicycle use among  
occupants of social housing in order to facilitate access to  
employment. It is funded through “fuel poverty” Energy Efficiency  
Certificates (CEE). The aim is to raise awareness among 2,500  
households, with 150 social housing properties equipped with  
bicycles in the 2017/2018 period.  
business, the environment, transport/mobility, construction/public  
works/real estate, video games and leisure, etc.).  
The four start-uppers from the continent were supported by  
Bond’Innov, 10 business partnerships (sales in service stations,  
purchase of services, etc.) were set up, 20 external events were  
organized by the subsidiaries to heighten the visibility of the start-ups,  
2
5 incubators and universities were involved, 35 customers and  
investors were introduced thanks to the support of TOTAL, and  
around 100 hours of coaching were delivered in nine countries by  
Seedstars.  
TOTAL is actively involved in the fight against fuel poverty in France  
by supporting and guiding low-income households in improving  
thermal insulation in their homes. The Group works alongside the  
French government and other energy suppliers in the “Living Better”  
program and the Coup de pouce économies d’énergie (energy saving  
boost) initiative launched in February 2017.  
In Africa and the Middle East, TOTAL is pursuing the “Young Dealers”  
program that aims to help young service station employees gain  
promotion to management positions.  
1
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.3.3.3 Engaging with citizenship initiatives  
Total Company Foundation 2017 report  
TOTAL is also engaged in the community through public interest  
initiatives in all of its host regions. These initiatives expand and build  
on the way TOTAL maximizes the positive and minimizes the negative  
impacts of its business activities. TOTAL’s citizenship commitment  
policy is set by the Civil Society Engagement Division, which runs the  
Company Foundation programs and other corporate philanthropy  
programs and provides impetus to community support projects run  
by affiliates.  
The Total Company Foundation has a 2013-2017 five-year budget of  
€50 million, and was active in four fields: health, solidarity, oceans  
and marine biodiversity, and culture and heritage.  
With regard to health, the Total Company Foundation continued its  
support for the Pasteur Institute, a leading player in global biomedical  
science research in the fight against infectious diseases. The aim of  
this partnership, which came to an end in 2017, was to support the  
fight against childhood diseases through research programs and field  
actions in partnership with the Group’s subsidiaries. Projects are  
focused on providing training to local actors and are mainly carried  
out in Africa and South-East Asia.  
A new citizenship commitment policy  
In the face of growing inequality and today’s environmental  
challenges, TOTAL wished to strengthen its public interest initiatives.  
This strong commitment is part of TOTAL’s ambition to become the  
responsible energy major.  
In the field of solidarity, the Total Company Foundation supports the  
“Clé des champs” program, managed by non-profit organization Les  
Naturenautes, which takes school children from priority education  
zones on free residential trips to three holiday centers owned by the  
Group, with teaching transplanted to a completely different setting  
In 2017, the Group drew up a new citizenship commitment policy,  
aligned with its history, values and businesses, to intensify its impact.  
This program aims to structure all solidarity initiatives undertaken  
around the world, both by its sites and subsidiaries and by the Total  
Company Foundation.  
(seaside, mountains or countryside). In 2017, 1,235 children  
benefited from the program. In addition, four innovative schemes  
were started in 2017 aimed at increasing the occupational and social  
integration of young people, namely Eloquentia, Wi-filles, Les  
Entreprenariales and the Foundation for Innovation in Apprenticeships  
(FIPA).  
From 2018, TOTAL will therefore gradually reorient citizenship  
initiatives to focus on two priority sectors and four focus areas.  
5
Two priority sectors:  
With regard to marine biodiversity, the Total Company Foundation  
supported research programs undertaken to improve knowledge  
about marine species and ecosystems and challenges related to their  
protection and enhancement. 56 projects were supported in 2017,  
including a number dedicated to the sharing of knowledge through  
awareness and education campaigns.  
▪
TOTAL’s host regions: because TOTAL is a stakeholder in its host  
regions, which have helped make it the company it is today, the  
Group wants to do its part to contribute to their vitality and  
sustainability;  
▪
young people: TOTAL’s initiatives will give priority to young people,  
because by giving them the resources they need to develop  
personally and professionally, they can build a better tomorrow.  
In the culture field, the Total Company Fondation partly funded nine  
exhibitions in 2017 that helped to showcase the cultures of the  
countries in which the Group operates. In addition, convinced that  
access to culture from a very young age is key to self-confidence and  
respect for others, the Total Company Foundation supports  
numerous initiatives designed to instruct young people in the worlds  
of art and culture. These include the Petite Galerie at the Louvre, the  
Four focus areas have been chosen, because they are essential to  
the sustainable development of all regions:  
▪
forests and climate: committed to a beneficial environment for  
humans by:  
“10 months of school and opera” scheme run by the academy of the  
–
protecting forests and sensitive ecosystems (mangroves,  
wetlands),  
Paris Opera, the lyric drama educational programs of the  
Aix-en-Provence Festival, the Lyon Opera’s “Duo des métiers”  
scheme and the El Camino project in Pau. In total, nearly 17,000  
children from metropolitan France and the Overseas Departments  
have benefited from these projects.  
–
–
reforestation and tree planting,  
educating young people about environmental protection;  
▪
youth inclusion and skills: committed to empowering young people  
in socially vulnerable situations, through:  
Regarding heritage, the fourth three-year partnership between the  
Total Company Foundation and the Fondation du patrimoine (heritage  
foundation) reached its conclusion at the end of 2017. The  
partnership primarily focused its activities on the rehabilitation of the  
country’s built heritage converted for sociocultural purposes and on  
work sites designed to further professional training and social  
integration. Since 2006, some 210 projects, including 41 worksites  
for employment integration, throughout France have received nearly  
–
–
–
initiatives that build their self-confidence,  
education and professional and technical training,  
support and coaching in career planning and entrepreneurship;  
▪
▪
safety on roads: committed to promoting safer mobility through:  
–
–
–
prevention and education initiatives, especially for young people,  
training,  
€
29.2 million in funding from this partnership. The partnership will be  
renewed for the 2018 to 2020 period.  
advocacy and support to public authorities;  
On November 7, 2017, the Hauts-de-Seine prefecture extended the  
Total Company Foundation’s accreditation for the new five-year  
period 2018-2022. The fund for its multi-year action program has  
been increased to €125 million for the five years, and its new areas of  
intervention have been amended.  
cultures and heritage: committed to promoting cultural dialogue  
through initiatives that:  
–
–
–
–
preserve and pass on architectural heritage,  
showcase cultural heritage,  
provide access to culture,  
support young contemporary artists.  
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TOTAL S.A. Philanthropy 2017 report  
Other partnerships 2017 report  
In the field of solidarity, TOTAL has forged a number of major  
institutional partnerships in France. Since 2009, the Group has  
worked with the French government and the ministry responsible for  
youth to promote innovative social initiatives that are beneficial to all.  
The program, developed under the “La France s’Engage” label since  
A commitment to improve road safety worldwide  
Safety is one of the Group’s core values. As a result of its numerous  
transport-related activities, TOTAL has acquired genuine expertise in  
road safety, and has therefore decided to make it one of the main  
focuses of its societal action. The Group’s ambition to actively take  
part to the reduction in the numbers of victims of road accidents is  
reflected by the numerous lobbying actions taken as part of the  
United Nations Decade of Action for Road Safety (2011-2020), of  
which TOTAL is a partner.  
2
014, benefited over 780,000 people in 2017. This partnership, with  
an overall budget of €58.7 million and the experimental youth  
development fund as its primary technical and financial tool, has  
enabled the financing of 19 projects in 2017. Having decided to  
extend its commitment, in 2017 TOTAL S.A. became one of the  
founder members of the “La France s’Engage” public interest  
foundation alongside BNP Paribas, the Andros group and Artémis.  
TOTAL will contribute €7.3 million to the foundation between 2018  
and 2022.  
The Group is a member of the Global Road Safety Partnership  
(GRSP), which aims to encourage the development of multi-sector  
partnerships that will spread good practices on the road all over the  
world. In July 2017, the Group hosted the GRSP information day on  
the theme of Technology and Innovation; in October it took part in a  
seminar held in Cape Town (South Africa) on the challenges and  
opportunities represented by the SDGs. The GRSP is also helping  
TOTAL to improve its program to raise children’s awareness of  
dangers on the road and providing local support in some countries,  
such as Vietnam, where employees have received training to give  
talks in schools.  
The Group also supports “TOTAL associate teachers”, an  
organization run by current or retired employees of the Group who  
teach courses free of charge in schools and universities. 260  
teachers give lessons and lectures in the fields of oil, natural gas,  
chemistry and energy in general. During 2017, over 16,000 students  
throughout the world benefited from this expertise.  
Following the success of the previous two courses, in 2017 TOTAL  
ran a third edition of its free Massive Open On-line Course (MOOC)  
on the oil chain, entitled Oil & Gas: from Exploration to Distribution, in  
TOTAL is continuing its actions through the Safe Way Right Way  
platforms designed to mobilize partners, raise funds, develop training  
and awareness-raising actions, or to contribute to improving the  
regulations and their application along two major highways between  
Kenya and Uganda on one hand, and in Cameroon on the other. This  
year, SWRW Uganda received the prestigious Prince Michael  
International Road Safety Award for its action to promote the  
protection of road users and its ability to develop synergies between  
government and private bodies.  
partnership with IFP School. A total of 24,500 people from  
40 countries enrolled on the course.  
1
The Group also encouraged employees to engage with the  
community in 2017 through support for projects championed by  
non-profit organizations with which they volunteer on a personal  
basis. In 2017, the Foundation supported 40 employee projects in  
1
8 countries.  
In 2016, in France, TOTAL and 20 other major companies signed the  
national appeal in favor of road safety and work, initiated by the  
French Ministry of the Interior, and the Group is involved in actions  
and discussions aimed at engaging with businesses with a view to  
reinforcing prevention amongst employees through concrete  
commitments.  
The Group celebrated 10 years of partnership with the French Society  
of Sea Rescuers (SNSM) in 2017, and renewed its support for the  
organization for  
a three-year period at the Paris boat show in  
December. Through its funding and expertise, it plays a role in  
improving the safety of rescue operations and training volunteers.  
Thanks to its support, the Sea Rescuers have a center equipped with a  
state-of-the-art navigation and vessel handling simulator. Every year,  
over 500 rescuers access this training and are provided with  
increasingly effective protective equipment. In addition to demanding  
technical content, these training courses give young people a sense of  
commitment and responsibility.  
For several years now, in more than 35 countries, TOTAL has been  
deploying a game-based and educational cube-shaped tool designed  
by TOTAL for teachers (the “Cube Sécurité”) that is also easy to use  
in communities. Over 750 schools around the world use the cube,  
and 1,000 more cubes were distributed in 2017.  
Since 2014, the Group has supported Action Tank Social & Business  
through its initiatives to fight poverty. The partnership aims to  
promote the development of innovative, financially viable projects that  
have an impact on reducing poverty and exclusion and can be  
implemented on a large scale. In 2017, TOTAL helped to expand the  
program with a pilot project in Senegal to launch Action Tank Africa.  
This co-construction approach, which brings together public and  
private bodies, academic institutions and non-profit organizations,  
aims to enable the initiation of independent, long-term local activity.  
The purpose of the initiative is to develop entrepreneurship and the  
local industrial fabric and thus build lasting links with civil society.  
Promoting energy knowledge  
Because energy is central to the challenges of the future, and  
everyone is seeking to form their own opinion, in 2005 TOTAL set up  
Planet Energy, an initiative that aims to provide the younger  
generation and their teachers, as well as anybody interested in  
energy issues, with the basic tools for understanding all types of  
energy. Planet Energy is an on-line platform that publishes  
explanatory articles produced by a dedicated independent editorial  
team, together with news from media partners. The site covers all  
types of energy. It explores the history, future prospects and all of the  
impacts and applications of energy, including everyday life (housing,  
transport, consumption), technological innovation, economic balance,  
the environment, global warming and the development of emerging  
countries. The site’s editorial advisers, experts from a variety of  
disciplines, ensure the quality and openness of the site.  
As a driving force for mobility, in 2013 TOTAL and its partner the  
Wimoov association created the Inclusive Mobility Laboratory (IML),  
which brings together 16 entities from the public and private sectors  
and civil society. The Laboratory’s three main activities are research  
into mobility, experimentation and lobbying public authorities. As  
such, the IML took part in the Assises Nationales de la Mobilité  
conference organized by the French Ministry for Transport. As a  
result of the IML’s recommendations, including support for mobility  
platforms aimed at addressing the transport needs of vulnerable  
people, mobility advice and solutions are offered to 7,500 people a  
year, 50% of whom find jobs or new employment.  
In 2016, more than 193 lectures were delivered to primary and  
secondary school children. Over 10,000 teachers have registered on  
the Planet Energy site and can access free on-line educational  
resources. The site has an average of 130,000 visitors per month.  
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.3.4 Contractors and suppliers  
TOTAL’s activities generate hundreds of thousands of direct and  
indirect jobs worldwide. The Group’s purchases of goods and  
services (excluding oil products and vessel chartering by Trading &  
Shipping) represented approximately $31 billion worldwide in 2017.  
Approximately 32% of these expenditures were for goods (e.g.,  
products, materials) and approximately 68% were for services  
In 2015, TOTAL signed a global agreement with the worldwide trade  
union federation, IndustriALL Global Union, which contains two  
clauses specifying suppliers’ environmental and social requirements.  
The Group entities have therefore disclosed the principles of this  
agreement to their main suppliers and service providers.  
The deployment of the anti-corruption policy in purchasing also  
continued in 2017 with awareness-raising sessions held for over 100  
strategic suppliers at the Supplier Day. In addition to numerous  
initiatives in previous years, in 2017 around 250 suppliers underwent  
a supplier analysis through the issuing and examination of specific  
questionnaires, and in some cases, external inspections. At the same  
time, in-house awareness-raising sessions were held for procurement  
community staff.  
(including consulting services, work with supply of materials and  
transport). The number of hours worked by subcontractors is  
monitored for large projects. This involves a range of environmental,  
social and societal impact concerns addressed by TOTAL when  
dealing with its suppliers via its principles, purchasing commitments  
and sustainable procurement initiatives.  
TOTAL’s societal commitment is shared by the Group’s employees,  
partners, customers and suppliers, in particular by employing more  
local staff and subcontracting more work to local businesses  
wherever the operating constraints of its activities allow. The Group’s  
societal directive stipulates that purchasing processes must be  
adapted as required in cases where a societal action plan has been  
implemented.  
Finally, pursuant to Rule 13p-1 of the Securities Exchange Act of  
1
934, as amended, which implemented certain provisions of the  
Dodd-Frank Wall Street Reform and Consumer Protection Act of  
010, TOTAL has submitted since 2014 to the SEC an annual  
5
2
(1)  
document relating to certain minerals (deemed “conflict minerals” by  
this Rule) sourced from the Democratic Republic of the Congo or a  
neighboring country. The document indicates whether TOTAL S.A. or  
one of its affiliates had, during the preceding calendar year, used any  
such minerals that were necessary to the functionality or production  
of a product manufactured or contracted to be manufactured by the  
Group. The document also states whether such minerals were  
sourced from the Democratic Republic of the Congo or a neighboring  
country. The main objective of the rule’s obligation to publish this  
information is to prevent the direct or indirect funding of armed  
groups in central Africa. For more information, refer to TOTAL’s most  
recent publication available at:  
As part of the “One Total” company project, the Procurement  
functions of the business segments have been combined since  
January 1, 2017 into an transversal subsidiary, Total Global  
Procurement. This new entity has a global approach to managing  
supplier relations and aims to improve the integration of supply chains  
into the Group’s processes.  
5
.3.4.1 Monitoring responsible practices  
among suppliers  
In its Code of Conduct, TOTAL states that it works with its suppliers  
to ensure the protection of the interests of both parties on the basis  
of clear and fairly negotiated contractual conditions. This relationship  
is founded on three key principles: dialogue, professionalism and  
adherence to commitments.  
http://www.sustainable-performance.total.com/fr/enjeux/supply-chain-  
management or http://www.sec.gov/.  
5.3.4.2 Promoting sustainable procurement  
An interdisciplinary working group dedicated to the issue of  
sustainable procurement is tasked with strengthening TOTAL’s policy  
in this area based on initiatives developed by each segment.  
TOTAL expects its suppliers to:  
▪
adhere to principles equivalent to those in its own Code of  
Conduct, such as those set out in the Fundamental Principles of  
Purchasing directive; and  
The Group’s buyers take part in international working groups on  
sustainable procurement. TOTAL is an active member of IPIECA’s  
Supply Chain Task Force. Building on the workshops held in 2015  
and 2016, TOTAL continued to participate in the Operationalization of  
the UN Guiding Principles work organized by the IPIECA, aimed at  
both oil and gas companies and engineering, procurement and  
construction (EPC) contractors.  
▪
agree to be audited, be particularly attentive to the human  
rights-related aspects of their standards and procedures, in  
particular their employees’ working conditions, and ensure that  
their own suppliers and contractors respect equivalent principles.  
The Fundamental Principles of Purchasing, launched in 2010 and  
formally set out in Group directive in 2014, specify the  
In France, the Group’s purchases from the disabled and protected  
employment sectors enabled the achievement of an indirect  
employment rate of nearly 1% in 2017. TOTAL is a member of the  
Pas@Pas association and provides its buyers with an online directory  
that can be used to identify potential suppliers and service providers  
from the disabled or protected employment sectors by geographical  
area and by category. In 2017, themed workshops were organized  
for internal customers and buyers, providing an opportunity to  
reiterate the Group’s commitments and meet suppliers in the  
segment during speed meetings.  
a
commitments that TOTAL expects of the Group entities’ suppliers in  
the following areas: respect for human rights at work, health  
protection, assurance of safety and security, preservation of the  
environment, prevention of corruption, conflicts of interest and fraud,  
respect for competition law, as well as the promotion of economic  
and social development. The rules set out in the directive must be  
included or transposed into the agreements concluded with  
suppliers. These principles are available for consultation by all  
suppliers in both French and English on TOTAL’s website (under  
“
Suppliers”).  
(
1) Rule 13p-1 defines “conflict minerals” as follows (irrespective of their geographical origin): columbite-tantalite (coltan), cassiterite, gold, wolframite and their  
derivatives, which are limited to tantalum, tin and tungsten.  
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French and English. In 2017, an open day for employees of the  
Group, lawyers and suppliers, enabled participants to learn about the  
benefits of mediation. A brochure designed to increase awareness of  
the mediation process is available to all employees.  
5
.3.4.3. Acting as a responsible partner  
in relation with suppliers  
TOTAL received the “Responsible supplier relationships” label in 2014  
maintained in 2015, 2016 and 2017) for its Holding and Marketing &  
(
In addition, an email address is available on the Group website (under  
Services activities in France. This label, awarded by the French  
authorities, recognizes companies that maintain sustainable and  
balanced relationships with their suppliers.  
“Suppliers”). It can be used to contact the Group’s internal mediator,  
whose task is to facilitate relations between the Group and its French  
and international suppliers. Finally, the general purchase terms and  
conditions also mention the possibility of recourse to mediation.  
To contribute toward the development of good practices in business  
relations, TOTAL launched an initiative to raise its employees’  
awareness of mediation as an alternative method for resolving  
disputes. Each year since 2013, a training day run by professional  
mediators to raise awareness of mediation has been organized in  
The payment terms for invoices from suppliers and customers of  
TOTAL S.A. as of December 31, 2017, in application of the  
provisions of Article D. 441-4 of the French Commercial Code, are as  
follows:  
As of December 31, 2017  
(
in M€)  
SUPPLIERS  
CLIENTS  
Invoices received and outstanding at the closing date of  
Invoices issued and outstanding at the closing date  
the previous fiscal year  
of the previous fiscal year  
Total  
Total  
(1 day  
or more)  
0
days  
1 to 30 31 to 60 61 to 90 91 days  
0 days  
(provisional) days  
1 to 30 31 to 60 61 to 91 days  
days 90 days or more  
(
1 day  
(
provisional) days  
days  
days or more  
or more)  
(A) Late payment brackets  
Number of invoices affected  
3,766  
1,862  
173  
10,702  
676  
Total value of invoices  
affected (including tax)  
2
4
22  
1
1
1
49  
14  
122  
177  
97  
266  
Percentage of the total value  
of purchases for the fiscal  
year (including tax)  
1.3%  
Percentage of sales for the  
fiscal year (including tax)  
18.3%  
(
B) Invoices excluded from (A) relating to disputed or unrecorded liabilities and receivables  
Number of invoices excluded  
None  
None  
Total value of invoices  
excluded  
None  
None  
(
C) Reference payment terms used (contractual or legal - Article L.441-6 or Article L.443-1 of the French Commercial  
Code)  
Payment terms used for late  
payment penalties  
Legal payment terms  
Legal payment terms  
TOTAL supports its suppliers in the different countries in which it  
does business.  
In addition, in October 2017 the Marketing & Services segment  
organized a two-day conference that brought together almost 75  
suppliers of one of its subsidiaries in China. The topics covered  
included HSE and anti-corruption.  
For example, in Uganda, Total E&P Uganda organized a one-day  
forum for suppliers (290 participants). The suppliers invited heard  
presentations on the contracting process, and in particular the HSE  
and ethics aspects, to help them take these subjects into account.  
Regarding the support given to French SMEs, TOTAL is a member of  
the “Pacte PME” association and took part in its supplier survey in  
2
017. The Group supports the international development of SMEs,  
Every year, one of the departments of the IPO (TOTAL’s International  
Procurement Office in Shanghai, China) organizes a compliance day  
and invites one of its approved suppliers. It can explain the actions it  
takes regarding anti-corruption compliance, the concrete problems  
encountered and how it deals with them. The discussions, based on  
case studies and topical issues, are enlightening for all. In 2017, this  
event was held in December, on the same day as the Business Ethics  
Day (refer also to point 5.3.5.1 of this chapter).  
occasionally including its own suppliers, through Total  
Développement Régional (refer to point 5.3.3.1 of this chapter).  
In October 2017, the first transversal Suppliers Day brought together  
110 strategic suppliers to the various business segments (refer to  
point 5.2.1 of this chapter).  
2
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Societal information  
5
.3.5. Fair operating practices  
5
.3.5.1 Preventing corruption  
The oil industry must be particularly vigilant concerning the risk of  
corruption, especially given the scale of investments and the number  
of countries in which operations are conducted. Preventing  
corruption is therefore a major challenge for the Group and all its  
employees.  
▪
a strong and consistent commitment from General Management,  
expressed through significant communication activities such as the  
Business Ethics Day, held every year to mark the UN’s  
International Anti-Corruption Day and Human Rights Day in  
December; the third of these events was held in 2017. It is  
organized at the Group level and relayed locally by the subsidiaries  
to remind employees how to react appropriately and to encourage  
dialogue;  
As stated in its Code of Conduct, TOTAL rejects corruption in all its  
forms. The Group adopts a ‘zero tolerance’ approach to corruption  
and adheres to the strictest integrity standards. This Code sets out  
the business principles and individual behavior that everyone must  
follow both in their day-to-day decision-making and in their relations  
with the Company’s stakeholders. In it, TOTAL also reiterates its  
support for the OECD Guidelines and the Tenth Principle of the  
United Nations Global Compact, which urges businesses to work  
against corruption in all its forms.  
▪
▪
activities designed to raise awareness among all employees: an  
initial e-learning course was rolled out in 2011 in 12 languages,  
followed by a more in-depth e-learning module in 2015. This  
module is accessible to all employees and mandatory for the  
targeted personal (approximately 30,000 employees);  
5
more targeted training activities intended for the most highly  
exposed positions and in-depth training for all Compliance Officers;  
The Group’s commitment is embodied by a robust anti-corruption  
compliance program, in accordance with the undertakings made by  
the Group to the United States authorities as part of the monitorship  
▪
▪
the prohibition of “facilitation payments”;  
regular reporting processes to ensure the periodic feedback of  
(2013-2016) and with the requirements of the French law of  
information and incident feedback mechanisms, including  
a
December 9, 2016 on transparency, the fight against corruption,  
modernization of the economy.  
whistleblowing system for reporting any breach of the Code of  
Conduct (such as by emailing ethics@total.com);  
This program is implemented by a dedicated organization, which  
includes the Compliance and Social Responsibility department, and is  
deployed by a network of more than 360 Compliance Officers located  
in the countries where TOTAL operates.  
▪
▪
control mechanisms including site compliance reviews (six to eight  
per year) covering the Group’s various activities. These reviews are  
followed-up with regards to the recommendations made. In  
addition, the audits carried out by the Audit & Internal Control  
Division include, depending on their purpose, controls to check  
the implementation of the compliance processes;  
The pillars of this anti-corruption program are, among others, the  
following:  
▪
▪
processes to identify and evaluate corruption risks;  
the application of suitable sanctions.  
a framework of internal standards, including a policy updated in  
Following the monitorship, at the end of 2016 the United States  
authorities deemed that the Group had implemented an appropriate  
compliance program and fulfilled its commitments, thus bringing the  
proceedings against TOTAL to a close. The Group is still committed  
2
016 that sets out the details of the program and more specific  
rules relating to representatives dealing with public officials,  
purchasing/sales, gifts/invitations, donations/sponsorships,  
acquisitions/divestments, joint ventures, conflicts of interest and  
Human Resources. Employees can refer to these standards to  
identify risky situations, carry out due diligence on third parties and  
put in place the appropriate mitigation measures;  
and pursuing its efforts in a bid to ensure the sustainability,  
development and continuous improvement of the anti-corruption  
compliance program.  
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5
Societal information  
5
.3.5.2 Respect for human rights  
Activities of companies can affect the human rights of employees,  
suppliers and partners, customers, local communities and other  
stakeholders in numerous ways. TOTAL’s proactive approach to  
human rights reflects its ethical commitment and helps to establish  
and maintain successful relationships with all stakeholders, which is  
essential for the Group to operate effectively.  
easy-to-use tools (inspired by the VPSHR) have been developed and  
were deployed since 2016 at 46 exposed entities, to help them more  
effectively identify and evaluate the risks/impacts relating to security  
and human rights and put in place the appropriate corrective actions.  
With a view to continuous improvement, the updated human rights  
roadmap and a new action plan for 2017-2018 were adopted by the  
Executive Committee in January 2017. The updated human rights  
roadmap focuses on the following priority areas:  
TOTAL’s approach to respect for human rights is based on several  
pillars, described below.  
▪
▪
▪
consolidate the integration of human rights into operational  
decisions at the local level;  
Written commitments  
The Group’s Code of Conduct was revised in 2014 to reinforce  
TOTAL’s commitments in terms of respect for human rights. It sets  
out the Group’s adherence to international standards such as the UN  
Guiding Principles on Business and Human Rights and the Voluntary  
Principles on Security and Human Rights (VPSHR). In the event of  
any discrepancy between legal provisions and the Code of Conduct,  
the highest standard of protection of human rights applies.  
improve management’s awareness level and accountability with  
regard to human rights at all levels of the Company;  
strengthen the process for evaluating the Group entities at risk, the  
tools made available to them and their monitoring.  
A dedicated organization  
The Ethics Committee and the Human Rights Division advise  
employees, help operatives and monitor efforts to promote respect  
for human rights. In particular, they run a human rights committee  
that coordinates the actions taken internally and externally by the  
various Group entities.  
In addition to its values, respect for human rights is one of the  
Group’s priority business principles, alongside integrity (preventing  
corruption and fraud and anti-competitive practices) and HSE  
standards. The Group ensures that employees’ rights are protected  
and prohibits any form of discrimination against them, including due  
to sexual orientation or identity. It demands that they themselves  
respect human rights. TOTAL expects its suppliers to respect  
standards equivalent to its own and pay particular attention to their  
employees’ working conditions. In particular in 2015 TOTAL signed a  
global agreement with the worldwide trade union federation,  
IndustriALL Global Union, which represents 50 million employees in  
The Ethics Committee is  
a central, independent structure that  
represents all of TOTAL’s business segments. Its role is to listen and  
support. Both employees and people outside the Group can refer  
matters to it by email at [email protected]. The Committee maintains  
confidentiality with regard to referrals, which can only be lifted with  
the agreement of the person in question.  
1
40 countries. Under this agreement, the Group is committed to  
At the local level, mechanisms for handling grievances raised by local  
communities are also implemented by subsidiaries exposed to  
societal risks in accordance with the UN Guiding Principles on  
Business and Human Rights (UNGP) (refer to point 5.3.2.2 of this  
chapter).  
maintaining minimum Corporate Social Responsibility (CSR)  
standards and guarantees worldwide for subsidiaries in which it has  
more than a 50% stake. The Group also ensures that the principles of  
the agreement on health, safety and human rights are disclosed to  
and promoted among its service providers and suppliers. The  
implementation of this agreement is monitored annually.  
Awareness and training  
Furthermore, while respecting the sovereignty of the host countries in  
which it operates, the Group reserves the right to express its  
conviction on the importance of respecting human rights in matters  
concerning it. Finally, TOTAL respects the rights of local communities  
by identifying, preventing and limiting the impacts of its activities on  
their way of life and remediating them.  
To ensure its adopted principles are disseminated in-house, TOTAL  
raises employee awareness via corporate communications channels,  
such as the platform for sharing best practices and challenges in the  
area of respect for human rights accessible to Group employees on  
the TOTAL intranet, and through events such as the annual Business  
Ethics Day. In December 2017, the theme of the Business Ethics Day  
was the Group’s value, “Respect for Others”, and ethical dilemmas.  
The new Guide to taking into account religious teachings in the  
Group was distributed. TOTAL also offers some employees special  
training tailored to the challenges faced in the field, such as the  
Responsible Leadership for Sustainable Business program and  
human rights training sessions for HSE experts and Community  
Liaison Officers (CLO) organized with the Danish Institute for Human  
Rights (DIHR). Finally, actions are taken to raise awareness among  
the Group’s external stakeholders, such as training related to the  
VPSHR for its security providers.  
Some of these principles are set out in the “To find out more” section  
of the Code of Conduct and are detailed in TOTAL’s Human Rights  
Guide, as updated in 2015 (available at total.com).  
In 2013, the Executive Committee approved TOTAL’s first strategic  
roadmap and an action plan for 2013-2015. The aim was to  
systematically incorporate respect for human rights into the various  
risk management systems. In this context, a guide was published in  
2
015 to help the Group’s lawyers responsible for business mergers  
and acquisitions to improve how human rights are incorporated into  
the various applicable due diligence processes. In addition,  
2
02  
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SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
Societal information  
Assessments and reporting  
It focuses on the three key topics for the Group and presents the  
most important subjects and risks for each topic:  
Tools are used to regularly assess the subsidiaries’ human rights  
practices and the risks they may have to face. Their objective is to  
analyze the societal impacts of a project at the local level or to verify  
that the subsidiaries’ practices are in line with the Group’s ethical  
standards. Almost 120 subsidiaries were evaluated since 2002.  
These assessments are undertaken by GoodCorporation a qualified  
ethics expert. The assessment framework related to human rights  
and anti-corruption is used on site, and numerous internal and  
external stakeholders are interviewed by GoodCorporation, which  
then issues a final report identifying points for improvement and good  
practices. The entity is then given several months to correct any  
issues that have been identified. A follow-up report is issued by  
GoodCorporation for the entities that were assessed. Following a call  
for tenders in 2017, GoodCorporation was once again selected to  
support the Group in this area.  
▪
human rights in the workplace, concerning TOTAL’s employees as  
well as its suppliers, contractors, partners, and their  
subcontractors. The salient subjects identified are forced labor and  
child labor, discrimination, fair and just working conditions and  
safety;  
▪
▪
human rights and local communities. The salient subjects identified  
are issues of access to land and the right to health and an  
adequate standard of living;  
human rights and security, concerning measures to protect against  
the risks and threats to which the Group’s employees and facilities  
are exposed, while ensuring that the salient risk of disproportionate  
use of force is avoided.  
For each of these six subject areas and salient risks, the information  
document summarizes TOTAL’s policies, the training and  
awareness-raising actions taken, and the due diligence measures  
implemented in response to the identified issues.  
In 2017, a self-assessment tool was developed and will be used to  
enable subsidiaries to measure their maturity and progress in terms of  
ethics.  
In June 2017, the Group’s subsidiaries in the United Kingdom  
published Anti-Slavery and Human Trafficking Statements in  
accordance with Section 54(1) of the Modern Slavery Act 2015.  
In addition, other non-profit partner organizations, such as the CDA  
Corporate Engagement Project, also contribute by evaluating the  
societal impact of the Group’s activities on nearby local communities,  
for example by surveying the populations in question. CDA’s reports  
are published online on their website. The Group is also working with  
International Alert (IA), an independent British organization that  
specializes in conflict resolution and peacebuilding, to assess the  
Group’s impacts on human rights and conflict risks at a local level.  
The Group additionally conducts human rights impact assessments  
at the subsidiaries with the help of the Danish Institute for Human  
Rights, a Danish public non-profit organization. For example, at the  
end of 2015, TOTAL worked with the DIHR in Nigeria to assess the  
human rights practices of its E&P subsidiary, thus identifying the main  
areas for improvement and recommendations. In 2017, a process  
was carried out to monitor the progress made by the subsidiary in  
implementing the recommendations. The DIHR also worked in Papua  
New Guinea in 2017 to carry out a local human rights impact  
assessment.  
5
Corporate Human Rights Benchmark  
TOTAL is the first major oil company in the Corporate Human Rights  
Benchmark rankings published in March 2017. This initiative,  
developed jointly by various NGOs and supported by investors  
managing several billion dollars, is based on a complex questionnaire  
that evaluates companies’ maturity regarding human rights issues.  
Practical guide to dealing with religeous questions  
within the Group  
In June 2017, a guide to taking into account religious teachings in the  
Group was distributed in-house. The guide provides concrete  
answers to the questions that managers and employees might have  
in this regard, and is based on feedback from subsidiaries in the field  
in the different countries where the Group operates. The guide  
promotes respect for differences and tolerance of other people’s  
beliefs.  
In July 2016, TOTAL published its first dedicated Human Rights report  
(available at www.sustainable-performance.total.com) based on the  
UN Guiding Principles Reporting Framework, becoming the first oil &  
gas company to do so. This information document, an update of  
which is planned for 2018, presents TOTAL’s approach to integrate  
respect for human rights into its operations and business relations.  
Participation in external initiatives  
TOTAL is actively involved in numerous initiatives and working groups  
on human rights that bring together various stakeholders including  
Global Compact, Global Compact LEAD (initiative for sustainable  
leadership), Global Business Initiative on Human Rights, IPIECA,  
VPSHR and non-profit organizations such as Shift.  
5
.3.5.3 Consumer health and safety  
Many of the products that TOTAL markets pose potential risks; for  
example, if they are used incorrectly. The Group therefore aims to  
meet its current and future obligations with regard to information and  
prevention in order to minimize the risks throughout its products’ life  
cycle. TOTAL’s health and products directive sets out the minimum  
requirements for marketing the Group’s products worldwide in order  
to reduce potential risks to consumer health and the environment.  
TOTAL identifies and assesses the risks inherent to 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 fully with the regulatory requirements in the  
countries and markets for which they are intended.  
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Reporting scopes and method  
5.4 Reporting scopes and method  
5
.4.1 Reporting guidance  
The Group’s reporting is based:  
▪
for environmental indicators, on a Group reporting procedure,  
together with segment-specific instructions.  
▪
for social indicators, on a practical handbook titled “Corporate  
Social Reporting Protocol and Method”;  
These documents are available to all TOTAL companies and can be  
consulted at Corporate headquarters, in the relevant departments.  
▪
for Industrial Safety indicators, on the Corporate Guidance on  
Event and Statistical Reporting;  
5
.4.2 Scopes  
In 2017, environmental reporting covered all activities, sites and  
industrial assets in which TOTAL S.A., or one of the companies it  
controls, is the operator, i.e. either operates or contractually manages  
the operations (“operated domain”): 796 sites at year-end 2017.  
Greenhouse gas (GHG) emissions “based on the Group’s equity  
interest” are the only data which are published for the “equity interest”  
scope. This scope, which is different from the “operated domain”,  
includes all the assets in which the consolidated entities have a  
financial interest or rights to production.  
major components of the Group Human Resources policy, such as  
mobility, career management, training, work conditions, employee  
dialogue, Code of Conduct application, human rights, health,  
compensation, retirement benefits and insurance. The survey covers  
a
representative sample of the consolidated scope. The data  
published in this document are extracted from the most recent  
survey, carried out in December 2017 and January 2018;  
133 companies in 57 countries, representing 87.2% of the  
consolidated Group workforce (85,652 employees) replied to the  
survey. With regard to training only, this scope covers 82.4% of the  
Group’s consolidated workforce and 127 companies.  
Safety reporting covers all TOTAL employees, employees of  
contractors working at Group-operated sites and employees of  
transport companies under long-term contracts. Each site submits its  
safety reporting to the relevant operational entity. The data is then  
consolidated at the business level and every month at the Group  
level. In 2017, the Group safety reporting scope covered 461 million  
hours worked, equivalent to approximately 260,000 people.  
5.4.2.1 Consolidation method  
For the scopes defined above, safety indicators and social data are  
fully consolidated. Environmental indicators consolidate 100% of the  
emissions of Group operated sites for the “operated” indicators. GHG  
emissions are also published on an equity interest basis, i.e., by  
consolidating the Group share of the emissions of all assets in which  
the Group has a financial interest or rights to production.  
Reporting on occupational illnesses follows the scope of the  
Worldwide Human Resources Survey (see below).  
Social reporting is based on two surveys: the Global Workforce  
Analysis, and the complementary Worldwide Human Resources  
Survey. Two centralized tools (Sogreat and HR4U) facilitate  
performance of the above surveys.  
5.4.2.2 Changes in scope  
Social and environmental indicators are calculated on the basis of the  
consolidated scope of the Group as of December 31, 2017.  
The Global Workforce Analysis is conducted twice a year, on  
June 30 and December 31, in all fully consolidated companies at  
least 50% owned and consolidated by the global integration method.  
The survey mainly covers worldwide workforces, hiring under  
permanent and fixed-term contracts (non-French equivalents of  
contrats à durée déterminée or indéterminée) as well as employee  
turnover. This survey produces a breakdown of the workforce by  
gender, professional category (managers and other employees), age  
and nationality.  
These data are presented on the basis of the operational business  
segments identified in the 2017 Consolidated Financial Statements.  
For environmental indicators, acquisitions are taken into account as  
from January 1 of the current year as far as possible or as from the  
next fiscal year. Any facility sold before December 31 is excluded  
from the Group’s reporting scope for the current year.  
For safety indicators, acquisitions are taken into account as soon as  
possible and at the latest on January 1 of the following year, and  
divestments are taken into account at the end of the quarter  
preceding their effective date of implementation.  
The Worldwide Human Resources Survey (WHRS) is an annual  
survey which comprises approximately 100 indicators in addition to  
those used in the Global Workforce Analysis. The indicators are  
selected in cooperation with the relevant counterparties and cover  
2
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Reporting scopes and method  
5
.4.3 Principles  
5
.4.3.1 Indicator selection and relevance  
5.4.3.3 Methods  
The data published in the Registration Document are intended to  
inform stakeholders about TOTAL’s Corporate Social Responsibility  
performance for the year in question. The environmental indicators  
include Group performance indicators referring to the IPIECA  
reporting guidelines, updated in 2015. The indicators have been  
selected in order to monitor:  
The methods may be adjusted to reflect the diversity of TOTAL’s  
activities, recent integration of subsidiaries, lack of regulations or  
standardized international definitions, practical procedures for  
collecting data, or changes in methods.  
Restatement of previous years’ published data, unless there is a  
specific statement, is now limited to changes of methodology.  
▪
TOTAL’s commitments and policies, and their effects on matters of  
safety, environment, social, etc.;  
5
.4.3.4 Consolidation and internal controls  
▪
▪
performance relative to TOTAL’s main challenges and impacts;  
Environmental, social and industrial safety data are consolidated and  
checked by each business unit and business segment, and then at  
Group level. Data pertaining to certain specific indicators are  
calculated directly by the business segments. These processes  
undergo regular internal audits.  
information required by laws and regulations (Article L. 225-102-1  
of the French Commercial Code).  
5
.4.3.2 Terminology used in social reporting  
Outside of France, “management staff” refers to any employee whose  
job level is the equivalent of 300 or more Hay points. Permanent  
contracts correspond to contrats à durée indéterminée (CDI) and  
fixed-term contracts to contrats à durée déterminée (CDD), according  
to the terminology used in the Group’s social reporting.  
5
.4.3.5 External verification  
The verification scope covers the forty-two quantitative and/or  
qualitative information categories as stated by Article R. 225-105-1 of  
the French Commercial Code. The external verification is performed  
at the Group and business levels, as well as in a sample of  
operational entities in and outside France, selected each year in line  
with their relative contribution to the Group totals, previous years’  
results and a risk analysis. The auditors’ independence is defined by  
regulations and the professions’ Rules of Professional Conduct  
and/or an impartiality Committee.  
5
Managed scope: all subsidiaries in which one or more Group  
companies own a stake of 50% or more, i.e., 471 companies in  
1
27 countries as of December 31, 2017.  
Consolidated scope: all companies fully consolidated by the global  
integration method, i.e., 313 companies having employees in  
1
05 countries as of December 31, 2017.  
Since 2005, the Group has its main environmental and social  
performance indicators externally verified. The entities with the largest  
workforces and that contribute significantly to environmental  
indicators have been audited several times since this verification  
process has been implemented.  
Employees present: employees present are employees on the  
payroll of the consolidated scope, less employees who are not  
present, i.e., persons who are under suspended contract (sabbatical,  
business development leave, etc.), absent on long-term sick leave  
(more than six months), assigned to a company outside the Group,  
etc.  
5
.4.4 Details of certain indicators  
5
.4.4.1 Industrial Safety definitions and  
indicators  
5.4.4.2 Environmental indicators  
Safety flaring: flaring to ensure the safe performance of operations  
conducted at the production site.  
TRIR (Total Recordable Injury Rate): number of recorded injuries per  
million hours worked.  
Continuous flaring of associated gas: flaring during normal  
production operations conducted in the absence of sufficient facilities  
or adequate geological conditions permitting the reinjection, on-site  
utilization or commercialization of produced gas. Continuous flaring of  
associated gas includes neither safety flaring nor very low-pressure  
gas.  
LTIR (Lost Time Injury Rate): number of lost time injuries per million  
hours worked.  
SIR (Severity Injury Rate): average number of days lost per lost time  
injury.  
Employees of external contractors: any employee of a service  
provider working at a Group-operated site or assigned by a transport  
company under a long-term contract.  
Routine flaring: as defined by the working group of the Global Gas  
Flaring Reduction program within the framework of the World Bank’s  
Zero Routine Flaring initiative. Flaring that includes the continuous  
flaring of associated gas (see above) and very low-pressure gas  
generated during the production process, the reuse of which is  
neither technically nor economically feasible. Continuous flaring does  
not include safety flaring.  
Tier 1 and Tier 2: indicator of the number of loss of primary  
containment events, with more or less significant consequences, as  
defined by the API 754 (for downstream) and IOGP 456 (for  
upstream) standards.  
Fresh water: water with salinity below 1.5 g/l.  
Near miss: event which, under slightly different circumstances, could  
have resulted in a serious accident. The term “potential severity” is  
used for near misses.  
Hydrocarbon spills: spills with a volume greater than 1 barrel  
(≈159 liters) are counted. These are accidental spills of which at least  
part of the volume spilled reaches the natural environment (including  
non-waterproof ground). Spills resulting from sabotage or malicious  
acts are included. Spills which remain in a confined watertight  
containment system are excluded.  
Incidents and near misses are assessed in terms of actual or potential  
severity based on a scale that consists of six levels. Events with an  
actual or potential severity level of four or more are considered  
serious.  
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Reporting scopes and method  
Waste: the contaminated soil excavated and removed from active  
sites to be treated externally is counted a waste. Drilling debris,  
mining cuttings or soil polluted in inactive sites are not counted as  
waste.  
this Registration Document, only item 11 of Scope 3 (use of sold  
products), which is the most significant, is reported. Emissions for  
this item are calculated based on sales of finished products for which  
the next stage is end use, in other words combustion of the products  
to obtain energy. A stoichiometric emission factor is applied to these  
sales (oxidation of molecules to carbon dioxide) to obtain an emission  
volume.  
GEEI (Group Energy Efficiency Index): a combination of energy  
intensity ratios (ratio of net primary energy consumption to the level of  
activity) per business reduced to base 100 in 2010 and consolidated  
with a weighting by each business’s net primary energy consumption.  
Material loss: this is represented by the following four indicators:  
safety or operational gas flaring (Exploration & Production only), cold  
venting (Exploration & Production only), total volume of oil and gas  
discharged in wastewater (Exploration & Production and Refining &  
Chemicals only), and accidental hydrocarbon spills.  
GHG: the six gases of the Kyoto protocol, which are CO  
2
, CH  
4 2  
, N O,  
HFCs, PFCs and SF , with their respective GWP (Global Warming  
6
Potential) as described in the 2007 GIEC report. PFCs and SF  
virtually absent from the Group’s emissions.  
6
are  
Oil spill preparedness:  
GHG based on the Group’s equity interest: GHG emissions of  
non-significant assets are generally excluded, i.e., assets in which the  
Group’s equity interest is less than 10% and for which the Group  
▪
an oil spill scenario is deemed “important” as soon as its  
consequences are on a small scale and with limited impacts on the  
environment (orders of magnitude of several hundred meters of  
beaches impacted, and several tons of hydrocarbons);  
2
share of emissions are less than 50 kt CO eq/year. For non-operated  
assets, TOTAL relies on information provided by its partner operators.  
In cases where this information is not available, estimates are made  
based on past data, budget data or by pro rata with similar assets.  
▪
an oil spill preparedness plan is deemed operational if it describes  
the alert mechanisms, if it is based on pollution scenarios that stem  
from risk analyses and if it describes mitigation strategies that are  
adapted to each scenario, if it defines the technical and  
organizational means, internal and external, to be implemented  
and, lastly, if it mentions elements to be taken into account to  
GHG scope 1 emissions: direct GHG emissions from sources  
located within the boundaries of a site coming under the operated  
domain or in which TOTAL holds a financial interest.  
GHG scope  
brought-in energy (electricity, heat, steam), excluding purchased  
industrial gases (H ).  
2 emissions: indirect emissions attributable to  
implement a follow-up of the environmental impacts of the  
pollution; and  
2
▪
oil spill preparedness exercise: only exercises conducted on the  
basis of one of the scenarios identified in the oil spill preparedness  
plan and which are played out until the stage of equipment  
deployment are included for this indicator.  
GHG scope 3 emissions: other indirect emissions. The Group  
follows the Oil & Gas industry reporting guidelines published by  
IPIECA and which conform to the GHG Protocol methodologies. In  
2
06  
REGISTRATION DOCUMENT 2017  
SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
Independent verifier’s report  
5.5 Independent verifier’s report  
Independent verifier’s report on consolidated social, environmental and societal  
information presented in the management report  
This is a free translation into English of the original report issued in the French language and it is provided solely for the convenience of English  
speaking users. This report should be read in conjunction with, and construed in accordance with, French law and professional standards  
applicable in France.  
To the shareholders,  
(
1)  
In our quality as an independent verifier accredited by the COFRAC , under the number n° 3-1050, and as a member of the network of one of the  
statutory auditors of the company TOTAL S.A., we present our report on the consolidated social, environmental and societal information established  
st  
for the year ended on the December 31 2017, presented in the management report, hereafter referred to as the “CSR Information,” pursuant to the  
provisions of the Article L.225-102-1 of the French Commercial Code (Code de commerce), integrated in the Registration Document 2017.  
Responsibility of the Company  
It is the responsibility of the Board of Directors to establish a management report including CSR Information referred to in the Article R. 225-105  
of the French Commercial Code (Code de commerce), in accordance with the human resources reporting protocols and environment, health  
and safety protocols used by the Company (hereafter referred to as the “Criteria”), and of which a summary is provided in 5.4.1 section of  
chapter 5 of the Registration Document and available on request at the Company’s headquarters.  
5
Independence and quality control  
Our independence is defined by regulatory requirements, the Code of Ethics of our profession as well as the provisions in the Article L. 822-11-3  
of the French Commercial Code (Code de commerce). In addition, we have implemented a quality control system, including documented  
policies and procedures to ensure compliance with ethical standards, professional standards and applicable laws and regulations.  
Responsibility of the independent verifier  
It is our role, based on our work:  
▪
to attest whether the required CSR Information is present in the management report or, in the case of its omission, that an appropriate  
explanation has been provided, in accordance with the third paragraph of R. 225-105 of the French Commercial Code (Code de commerce)  
(
Attestation of presence of CSR Information);  
▪
to express a limited assurance conclusion, that the CSR Information, overall, is fairly presented, in all material aspects, in according with the  
Criteria;  
Nonetheless, it is not our role to give an opinion on the compliance with other legal dispositions where applicable, in particular those provided for  
in the Article L. 225-102-4 of the French Commercial Code (vigilance plan) and in the Sapin II law n°2016-1691 of 9 December 2016  
(anti-corruption).  
Our verification work mobilized the skills of seven people between September 2017 and March 2018 for an estimated duration of thirty weeks.  
We conducted the work described below in accordance with the professional standards applicable in France and the Order of 13 May 2013  
determining the conditions under which an independent third-party verifier conducts its mission, and in relation to the opinion of fairness and the  
(2)  
reasonable assurance report, in accordance with the international standard ISAE 3000 .  
5
.5.1 Attestation of presence of CSR Information  
Nature and scope of the work  
We obtained an understanding of the Company’s CSR issues, based on interviews with the management of relevant departments, a  
presentation of the Company’s strategy on sustainable development based on the social and environmental consequences linked to the  
activities of the Company and its societal commitments, as well as, where appropriate, resulting actions or programmes.  
We have compared the information presented in the management report with the list as provided for in the Article R. 225-105-1 of the French  
Commercial Code (Code de commerce).  
In the absence of certain consolidated information, we have verified that the explanations were provided in accordance with the provisions in  
Article R. 225-105-1, paragraph 3, of the French Commercial Code (Code de commerce).  
We verified that the information covers the consolidated perimeter, namely the entity and its subsidiaries, as aligned with the meaning of the  
Article L.233-1 and the entities which it controls, as aligned with the meaning of the Article L.233-3 of the French Commercial Code (Code de  
commerce) with the limitations specified in the Methodological Note in section 5.4.1 of chapter 5 of the Registration Document, notably the  
Worldwide Human Resources Survey which covers 87.2% of the employees.  
Conclusion  
Based on this work, we confirm the presence in the management report of the required CSR information.  
(
(
1) Scope available at www.cofrac.fr  
2) ISAE 3000 – Assurance engagements other than audits or reviews of historical information.  
REGISTRATION DOCUMENT 2017  
207  
 
SOCIAL, ENVIRONMENTAL AND SOCIETAL INFORMATION  
5
Independent verifier’s report  
5
.5.2 Limited assurance on CSR Information  
Nature and scope of the work  
We undertook interviews with about twenty people responsible for the preparation of the CSR Information in the Sustainable Development and  
Environment Division, Industrial Safety Division and Human Resources Division, in charge of the data collection process and, if applicable, the  
people responsible for internal control processes and risk management, in order to:  
▪
assess the suitability of the Criteria for reporting, in relation to their relevance, completeness, reliability, neutrality, and understandability, taking  
into consideration, if relevant, industry standards;  
▪
verify the implementation of the process for the collection, compilation, processing and control for completeness and consistency of the CSR  
Information and identify the procedures for internal control and risk management related to the preparation of the CSR Information.  
We determined the nature and extent of our tests and inspections based on the nature and importance of the CSR Information, in relation to the  
characteristics of the Company, its social and environmental issues, its strategy in relation to sustainable development and industry best  
practices.  
(1)  
For the CSR Information which we considered the most important :  
▪
at the level of the consolidated entity and the four sectors of activity, we consulted documentary sources and conducted interviews to  
corroborate the qualitative information (organisation, policies, actions, etc.), we implemented analytical procedures on the quantitative  
information and verified, on a test basis, the calculations and the compilation of the information, and also verified their coherence and  
consistency with the other information presented in the management report;  
(2)  
▪
at the level of the representative selection of subsidiaries or sites that we selected , based on their activity, their contribution to the  
consolidated indicators, their location and a risk analysis, we undertook interviews to verify the correct application of the procedures and  
undertook detailed tests on the basis of samples, consisting in verifying the calculations made and linking them with supporting  
documentation. The sample selected therefore represented on average 8% of the total workforce and between 7% and 24% of the  
quantitative environmental information, that were considered as representative characteristics of the environmental and social domains.  
For the other consolidated CSR information, we assessed their consistency in relation to our knowledge of the Company.  
Finally, we assessed the relevance of the explanations provided, if appropriate, in the partial or total absence of certain information.  
We consider that the sample methods and sizes of the samples that we considered by exercising our professional judgment allow us to express  
a limited assurance conclusion; an assurance of a higher level would have required more extensive verification work. Due to the necessary use of  
sampling techniques and other limitations inherent in the functioning of any information and internal control system, the risk of non-detection of a  
significant anomaly in the CSR Information cannot be entirely eliminated.  
Conclusion  
Based on our work, we have not identified any significant misstatement that causes us to believe that the CSR Information, taken together, has  
not been fairly presented, in compliance with the Criteria.  
th  
Paris-La Défense, the 14 March 2018  
French original signed by:  
Independent Verifier  
ERNST & YOUNG et Associés  
Christophe Schmeitzky, Partner Sustainable Development  
Bruno Perrin, Partner  
(
1) HR information (including safety information):  
-Indicators (quantitative information): headcount and movements, foresight, compensation, social protection systems, organization of working time, social  
dialogue, training hours, diversity and equality, career management, accidents (frequency and severity), occupational diseases, Tier 1 and Tier 2 losses of  
containment.  
-
Qualitative information: employment, organization of working time, relationships with stakeholders, training policies, diversity and equality of treatment and  
opportunities, promotion and respect of the ILO core conventions, health and safety at the work place, work accidents, notably their frequency and their  
severity, as well as occupational diseases.  
Environmental and societal information:  
-
Indicators (quantitative information): number of sites ISO 14001 certified, SO2 and NOx emissions, total hydrocarbon content in water, tons of hazardous  
waste treated externally, share of recycled and/or recovered waste, landfilled or other treatment, number and volume of accidental oil losses of containment  
upper to 1 barrel) which reach the natural environment, number of sites for which the risk analysis identified at least one scenario of high surface water  
(
accidental pollution, share of those sites which have an operational antipollution plan, share of these sites which performed at least one antipollution exercise  
during the year, direct greenhouse gases emissions (customer use of sold products), burnt gas overall volume, routine flaring, net consumption of primary  
energy, freshwater withdrawals excluding once-through cooling water, energy efficiency index of the Group.  
-
Qualitative information: general environmental policy, pollution and waste management, circular economy, climate change, measures undertaken to  
preserve biodiversity, territorial, economic and social impact, relation with stakeholders, importance of subcontracting and the consideration of environmental  
and social issues in purchasing policies and relations with suppliers and subcontractors, business ethics, actions undertaken to promote and guarantee  
Human Rights.  
(
2) Upstream companies in Nigeria, Hutchinson Poland SP Z.O.O. (Zywiec II site), Total Ceska Republika S.R.O., Total Especialidades Argentina, Total Austral,  
Total Lyndsey Oil Refinery Limited, Raffinerie de Normandie.  
2
08  
REGISTRATION DOCUMENT 2017  
 
6
TOTAL AND ITS SHAREHOLDERS  
6
6
.1 Listing details  
210  
6.5 Information for foreign shareholders  
222  
6
6
.1.1 Listing  
210  
211  
6.5.1 American holders of ADRs  
6.5.2 Non-resident shareholders  
222  
.1.2 Share performance  
(other than American shareholders)  
222  
.2 Dividend  
213  
6.6 Investor relations  
223  
6
6
6
.2.1 Dividend policy  
213  
215  
215  
6
6
.6.1 Documents on display  
223  
.2.2 Dividend payment  
.2.3 Coupons  
.6.2 Relationships with institutional investors,  
financial analysts and individual  
shareholders  
223  
223  
224  
224  
224  
6
6
.3 Share buybacks  
216  
6.6.3 Registered shareholding  
6.6.4 2018 financial calendar  
6.6.5 2019 financial calendar  
6
6
6
.3.1 Share buybacks and cancellations  
in 2017  
216  
.3.2 Board of Directors’ report on share  
buybacks and sales  
216  
217  
6.6.6 Investor Relations contacts  
.3.3 2018-2019 share buyback program  
.4 Shareholders  
219  
6
6
6
.4.1 Major shareholders  
219  
221  
221  
.4.2 Employee shareholding  
.4.3 Shareholding structure  
REGISTRATION DOCUMENT 2017  
209  
 
TOTAL AND ITS SHAREHOLDERS  
6
Listing details  
6
.1 Listing details  
6
.1.1 Listing  
(1)  
Market capitalization as of December 31, 2017  
(2)  
Stock Exchanges  
Paris, New York, London and Brussels.  
€116.4 billion .  
(3)  
139.8 billion .  
$
Codes  
Percentage of free float  
ISIN  
FR0000120271  
TOTF.PA  
FP FP  
Reuters  
Bloomberg  
Mnémo  
As of December 31, 2017, the free float factor determined by  
Euronext Paris for calculating TOTAL S.A.'s weight in the CAC 40  
was 95%. The free float factor determined by Stoxx for calculating  
TOTAL’s weight in the Euro Stoxx 50 was 100%.  
FP  
Included in the following stock indexes  
Par value  
CAC 40, Euro Stoxx 50, Stoxx Europe 50 and DJ Global Titans.  
€2.50.  
Weighting in the main stock indexes  
as of December 31, 2017  
Credit ratings of the long-term and short-term debt  
(long-term/outlook/short-term)  
st  
CAC 40  
9.4% 1 largest component in the index  
As of December 31,  
Standard & Poor’s  
Moody’s  
2017  
A+/Stable/A-1  
Aa3/Stable/P-1  
2016  
A+/Neg/A-1  
st  
Euro Stoxx 50  
Stoxx Europe 50  
DJ Global Titans  
4.9% 1 largest component in the index  
th  
3.1%  
8
largest component in the index  
Aa3/Stable/P-1  
th  
1.2% 39 largest component in the index  
Included in the following ESG  
Environment, Social, Governance) indexes  
(
Corporate Human Rights Benchmark, DJSI World, DJSI Europe,  
FTSE4Good and Nasdaq Global Sustainability.  
Market capitalization on Euronext Paris and  
in the Euro zone as of December 31, 2017  
TOTAL S.A. has the second-largest capitalization on the Euronext  
Paris regulated market. Based on the market capitalization of the  
companies that make up the Euro Stoxx 50, the largest market  
(a)  
capitalizations in the Euro zone are as follows :  
As of December 31, 2017  
(
€B)  
AB InBev  
Unilever  
LVMH  
188.1  
137.7  
124.4  
116.4  
114.8  
103.6  
(b)  
TOTAL  
SAP SE  
L’Oréal  
(
(
a) Source: Bloomberg for companies other than TOTAL S.A.  
b) Shares composing the share capital on December 31, 2017: 2,528,989,616.  
TOTAL closing share price on Euronext Paris on December 31, 2017:  
€46.045.  
(
(
(
1) Shares composing the share capital on December 31, 2017: 2,528,989,616.  
2) TOTAL closing share price on Euronext Paris on December 31, 2017: €46.045.  
3) TOTAL closing ADR price on NYSE on December 31, 2017: $55.28.  
2
10  
REGISTRATION DOCUMENT 2017  
 
TOTAL AND ITS SHAREHOLDERS  
Listing details  
6
.1.2 Share performance  
TOTAL share price on Euronext Paris (2014-17)  
1
30  
20  
10  
00  
TOTAL  
CAC 40  
Euro Stoxx 50  
1
1
1
90  
80  
70  
2
014  
2015  
2016  
2017  
2018  
Base 100 in 2014.  
Sources: Euronext Paris, Bloomberg.  
TOTAL ADR price on NYSE (2014-17)  
1
1
50  
40  
TOTAL US  
Dow Jones  
1
1
1
1
30  
20  
10  
00  
90  
80  
70  
60  
2
014  
2015  
2016  
2017  
2018  
6
Base 100 in 2014.  
Sources: NYSE, Bloomberg.  
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 shares 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.  
6
.1.2.1 Arkema spin-off  
Within the framework of the spin-off of Arkema’s chemical activities  
from the Group’s other chemical activities, TOTAL’s Annual  
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.  
As from August 4, 2018, the unclaimed amounts will be transferred to  
the French Caisse des dépôts et consignations where the holders will  
still be able to claim them for a period of 20 years. After this time limit,  
the amounts will permanently become the property of the French  
State.  
Pursuant to the provisions of 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,  
6.1.2.2 Change in share prices from January 1, 2017, to December 31, 2017  
In Europe, for the major European oil and gas  
companies  
In the United States  
(ADR quotes for European companies),  
for the major international oil and gas companies  
(
closing price in local currency)  
(
closing price in dollars)  
TOTAL (euro)  
-5.5%  
6.9%  
Royal Dutch Shell A (euro)  
Royal Dutch Shell B (pound sterling)  
BP (pound sterling)  
TOTAL  
8.5%  
-7.3%  
6.4%  
6.6%  
ExxonMobil  
Chevron  
2.6%  
ENI (euro)  
-10.8%  
Royal Dutch Shell A  
Royal Dutch Shell B  
BP  
22.7%  
17.8%  
12.4%  
2.9%  
Source: Bloomberg.  
ENI  
Source: Bloomberg.  
REGISTRATION DOCUMENT 2017  
211  
TOTAL AND ITS SHAREHOLDERS  
6
Listing details  
6.1.2.3 Annual total return  
As of December 31, 2017, for every €1,000 invested in TOTAL shares by an individual residing in France, assuming that the net dividends are  
reinvested in TOTAL shares, and excluding tax and social withholding:  
Value as of December 31, 2017,  
Annual total return  
of €1,000 invested  
TOTAL  
997  
(a)  
(b)  
CAC 40  
Investment term  
TOTAL  
CAC 40  
1,125  
1,718  
1,371  
2,872  
1
5
1
1
year  
-0.30%  
9.28%  
3.52%  
7.35%  
12.54%  
11.42%  
3.21%  
7.29%  
years  
1,559  
0 years  
5 years  
1,413  
2,896  
(
a) TOTAL’s share prices, used for the calculation of the total return, take into account the adjustment made by Euronext Paris in 2006 following the detachment of  
Arkema’s share allocation rights.  
b) CAC 40 quotes taken into account to calculate the total return include all dividends distributed by the companies that are in the index.  
Sources: Euronext Paris, Bloomberg.  
(
6.1.2.4 Market information summary  
Share price  
(
in €)  
2013  
45.67  
35.18  
44.53  
43.60  
2014  
54.71  
38.25  
42.52  
44.32  
2015  
50.30  
36.92  
41.27  
43.57  
2016  
48.89  
35.21  
48.72  
46.22  
2017  
49.50  
42.23  
46.05  
47.00  
Highest (during trading session)  
Lowest (during trading session)  
End of the year (closing)  
Average of the last 30 trading sessions (closing)  
(a)  
Trading volume (average per session)  
Euronext Paris  
4,439,725  
1,371,780  
5,519,597  
1,277,433  
7,412,179  
1,853,669  
6,508,817  
2,109,802  
5,380,909  
1,667,928  
NYSE (number of ADRs)  
(
a) Number of shares traded.  
Sources: Euronext Paris, NYSE.  
TOTAL share price at closing on Euronext Paris (2016-17)  
(
in €)  
50  
40  
30  
2
016  
2017  
2018  
Source : Euronext Paris.  
TOTAL average daily volume traded on Euronext Paris  
(
in millions of shares)  
9
.42  
.85  
9
7
.95  
7
.30  
6.42  
6.33  
6.38  
6.56 6.44  
5.85  
5.89  
5.79  
5
.21  
5.05  
5.18 5.47  
5.48  
5.30 5.17  
4.35  
4.81  
4.50  
4.67  
4
.00  
Source: Euronext Paris.  
2
12  
REGISTRATION DOCUMENT 2017  
TOTAL AND ITS SHAREHOLDERS  
Dividend  
6
.2 Dividend  
6
.2.1 Dividend policy  
▪
on December 12, 2017, the Board of Directors decided on the  
payment of the second interim dividend for fiscal year 2017 of €0.62  
per share. The ex-dividend date was December 19, 2017, and the  
payment in cash or new shares was made on January 11, 2018.  
The issuance price of these newly issued shares was set by the  
Board of Directors on December 12, 2017, at €46.55 per share,  
equal to the average Euronext Paris opening price of the shares for  
the 20 trading days preceding the Board of Directors meeting,  
reduced by the amount of the second interim dividend, without a  
discount and rounded up to the nearest cent.  
6
.2.1.1 Dividend payment policy  
On October 28, 2010, TOTAL S.A.’s Board of Directors adopted a  
policy based on quarterly dividend payments starting in fiscal year  
2
011.  
The decision of TOTAL S.A.’s 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, 2017, there is no restriction under such provisions that  
would materially restrict the distribution to TOTAL S.A. of the  
dividends declared by those subsidiaries.  
On March 14, 2018, the Board of Directors decided on the payment  
of the third interim dividend for fiscal year 2017 of €0.62 per share.  
The ex-dividend date will be March 19, 2018 and this interim dividend  
will be paid on April 9, 2018.  
6.2.1.2 Fiscal year 2017 and 2018 dividends  
TOTAL has distributed and paid the following interim dividends with  
respect to fiscal year 2017:  
After closing the 2017 statutory accounts, the Board of Directors  
decided on February 7, 2018, to propose to the Shareholders’  
Meeting on June 1, 2018, an annual dividend of €2.48 per share for  
fiscal year 2017. In light of the first three interim dividends decided by  
the Board of Directors, the balance of the dividend for fiscal year  
2017 will be €0.62 per share, which is stable irelative to the three  
preceding interim dividends.  
▪
on September 20, 2017, the Board of Directors decided on the  
payment of the first interim dividend for fiscal year 2017 of €0.62  
per share. The ex-dividend date was September 25, 2017, and the  
payment in cash or new shares was made on October 12, 2017.  
The issuance price of these newly issued shares was set by the  
Board of Directors on September 20, 2017, at €41.12 per share,  
equal to the average Euronext Paris opening price of the shares for  
the 20 trading days preceding the Board of Directors meeting,  
reduced by the amount of the first interim dividend, with a 5%  
discount and rounded up to the nearest cent;  
6
The Board of Directors also decided on February 7, 2018 to propose  
to the shareholders the option of receiving the remaining 2017  
dividend payment in new shares of the Company without discount.  
Pending the approval at the Shareholders’ Meeting, the ex-dividend  
date would be June 11, 2018, and the payment date for the cash  
dividend or the delivery of the new shares, depending on the election  
of the shareholder, would be set for June 28, 2018.  
Subject to the applicable legislative and regulatory provisions, and pending the approval by the Board of Directors and at the Shareholders’  
Meeting to be held on June 1, 2018, the ex-date calendar for the interim dividends and the final dividend for fiscal year 2018 is expected to be  
as follows:  
Ex-dividend date  
First interim dividend  
Second interim dividend  
Third interim dividend  
Remaining dividend  
September 25, 2018  
December 18, 2018  
March 19, 2019  
June 11, 2019  
The provisional ex-dividend dates above relate to the TOTAL shares traded on Euronext Paris.  
REGISTRATION DOCUMENT 2017  
213  
 
TOTAL AND ITS SHAREHOLDERS  
6
Dividend  
(
1)  
(2)  
Dividends for the last five fiscal years  
In 2017, TOTAL’s pay-out ratio was 68% . Changes in the pay-out  
(3)  
ratio over the past five fiscal years are as follows:  
80%  
€2.48  
€
2.38  
€2.44  
€2.44  
€2.45  
6
8%  
6
0%  
5
8%  
5
0%  
2013  
2014  
2015  
2016  
2017  
2
013  
2014  
2015  
2016 2017  
Remainder  
Interim dividend  
6.2.1.3 Shareholder return policy  
for next three years  
The Board of Directors met on February 7, 2018, after arrested the  
Group’s 2017 accounts, reviewed the cash flow allocation, including  
the shareholder return policy, for the next three years.  
1
.
Increasing the dividend by 10% over the next three years  
–
–
–
The full-year 2017 dividend will be proposed to the Combined  
Shareholders’ Meeting at €2.48 per share, corresponding to a  
final quarterly dividend of €0.62 per share and an increase of  
Despite a volatile environment over the past three years, TOTAL has  
successfully reset its business model, delivering solid results in 2017  
thanks to strong operational performance and reducing its  
pre-dividend organic breakeven to $27/b Brent.  
1
.2% compared to the full-year 2016 dividend.  
The 2018 interim dividends will be increased by 3.2% to €0.64  
per share, with the intention of proposing to the Combined  
Shareholders’ Meeting a full-year 2018 dividend of €2.56 per  
share.  
After five years of heavy investment, TOTAL is now delivering strong  
cash-accretive production growth. The Group has also invested  
counter-cyclically to acquire resources at attractive prices and is  
emerging stronger, with clear visibility on growing cash flow and a  
net-debt-to-capital ratio reduced to 12% at end-2017 that provides  
increased financial flexibility.  
The target for the full-year 2020 dividend would be €2.72 per  
share.  
2.  
Buying back shares issued with no discount as part of the scrip  
dividend option  
Confident in the ability of the Group’s teams to seize value-adding  
growth opportunities, the Board of Directors confirms the priority to  
implement its long term growth strategy.  
–
Maintain the scrip dividend option, with no discount on the  
price, since certain shareholders prefer to take their dividend in  
shares.  
In this context, the Board of Directors has decided to provide visibility  
on cash flow allocation and shareholder return for the next three  
years. The Board of Directors confirms a capital investment program  
of $15-17 billion per year, set an objective to maintain the  
net-debt-to-capital ratio below 20%, and maintain its grade A credit  
rating and further proposes the following measures:  
–
–
Buy back the newly issued share with the intention to cancel  
them. No dilution linked to the scrip dividend from 2018.  
The buyback of the shares issued in January 2018 as part of the  
nd  
2
2017 interim dividend payment will start immediately.  
3
. Buying back up to $5 billion of shares over the period  
2
018-2020  
–
The objective is to share with investors the benefits of the oil  
price upside.  
–
–
The amount of buyback will be adjusted to the oil price.  
This is in addition to the scrip share buyback.  
(
1) Pending approval at the Shareholders’ Meeting on June 1, 2018. As from January 1, 2018, dividends received by individuals having their tax residence in  
France are subject to a 30% flat-rate on gross amount (including 17.2% of social security contributions). However, taxpayer can opt for the taxation of his  
dividend income at the progressive scale of the income tax, after a 40% rebate.  
(
(
2) Based on adjusted fully diluted earnings per share of €3.65 and a dividend of €2.48 per share pending approval at the Shareholders’ Meeting on June 1,  
2018.  
3) Based on adjusted fully diluted earnings for the relevant year.  
2
14  
REGISTRATION DOCUMENT 2017  
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.  
convertible from a physical certificate into a security registered on a  
custody account and vice-versa. However, in compliance with 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 as of January 1, 2008. In addition, ING  
Belgique is the bank handling the payment of all coupons detached  
from outstanding CRs.  
JP Morgan Chase Bank (4 New York Plaza, New York, NY  
1
0005-1401, USA) manages the payment of dividends to holders of  
TOTAL American depositary receipts (ADRs).  
Dividend payment on stock certificates  
No fees are applicable to the payment of coupons detached from CRs,  
except for any income or withholding taxes; the payment may be  
received on request at the following bank branches:  
TOTAL issued stock certificates (certificats représentatifs d’actions,  
CRs) as part of the public exchange offer for Total Petrochemicals &  
Refining SA/NV (formerly PetroFina) shares.  
▪
▪
▪
ING Belgique, Avenue Marnix 24, 1000 Brussels, Belgium;  
BNP Paribas Fortis, Avenue des Arts 45, 1040 Brussels, Belgium;  
KBC BANK N.V., Avenue du Port 2, 1080 Brussels, Belgium.  
The CR is a stock certificate provided for by French rules, issued by  
Euroclear France, intended to circulate exclusively outside of France,  
and which may not be held by French residents. The CR is freely  
6
.2.3 Coupons  
Fiscal year  
Ex-dividend date  
Date of payment  
Date of expiration  
Type of coupon  
Net amount (€)  
2
2
2
2
2
2
2
011  
012  
013  
014  
015  
016  
09/19/2011  
09/22/2011  
12/22/2011  
03/22/2012  
06/21/2012  
09/27/2012  
12/20/2012  
03/21/2013  
06/27/2013  
09/27/2013  
12/19/2013  
03/27/2014  
06/05/2014  
09/26/2014  
12/17/2014  
03/25/2015  
07/01/2015  
10/21/2015  
01/14/2016  
04/12/2016  
06/23/2016  
10/14/2016  
01/12/2017  
04/06/2017  
06/22/2017  
10/12/2017  
01/11/2018  
04/09/2018  
06/28/2018  
09/22/2016  
12/22/2016  
03/22/2017  
06/21/2017  
09/27/2017  
12/20/2017  
03/21/2018  
06/27/2018  
09/27/2018  
12/19/2018  
03/27/2019  
06/05/2019  
09/26/2019  
12/17/2019  
03/25/2020  
07/01/2020  
10/21/2020  
01/14/2021  
04/12/2021  
06/23/2021  
10/14/2021  
01/12/2022  
04/06/2022  
06/22/2022  
10/12/2022  
01/11/2023  
04/09/2023  
06/28/2023  
Interim dividend  
Interim dividend  
Interim dividend  
Remaining dividend  
Interim dividend  
Interim dividend  
Interim dividend  
Remaining dividend  
Interim dividend  
Interim dividend  
Interim dividend  
Remaining dividend  
Interim dividend  
Interim dividend  
Interim dividend  
Remaining dividend  
Interim dividend  
Interim dividend  
Interim dividend  
Remaining dividend  
Interim dividend  
Interim dividend  
Interim dividend  
Remaining dividend  
Interim dividend  
Interim dividend  
Interim dividend  
Remaining dividend  
0.57  
0.57  
0.57  
0.57  
0.57  
0.59  
0.59  
0.59  
0.59  
0.59  
0.59  
0.61  
0.61  
0.61  
0.61  
0.61  
0.61  
0.61  
0.61  
0.61  
0.61  
0.61  
0.61  
0.62  
0.62  
0.62  
0.62  
0.62  
12/19/2011  
03/19/2012  
06/18/2012  
6
09/24/2012  
12/17/2012  
03/18/2013  
06/24/2013  
09/24/2013  
12/16/2013  
03/24/2014  
06/02/2014  
09/23/2014  
12/15/2014  
03/23/2015  
06/08/2015  
09/28/2015  
12/21/2015  
03/21/2016  
06/06/2016  
09/27/2016  
12/21/2016  
03/20/2017  
06/05/2017  
(
a)  
017  
09/25/2017  
12/19/2017  
03/19/2018  
06/11/2018  
(
a) A resolution will be submitted to the Annual Shareholders’ Meeting on June 1, 2018, to pay a dividend of €2.48 per share for fiscal year 2017, including a remaining dividend  
of €0.62 per share, with an ex-dividend date on June 11, 2018, and a payment date set for June 28, 2018, in cash or in new shares with no discount.  
REGISTRATION DOCUMENT 2017  
215  
 
TOTAL AND ITS SHAREHOLDERS  
6
Share buybacks  
6
.3 Share buybacks  
Upon presentation of the report of the Board of Directors, the Annual  
Shareholders’ Meeting of May 26, 2017 authorized the Board of  
Directors, with the possibility to sub-delegate such authority under  
the terms provided for by French law, pursuant to the provisions of  
Article L. 225-209 of the French Commercial Code, of Regulation  
Markets Authority (Autorité des marchés financiers, AMF), to buy or  
sell shares of the Company within the framework of a share buyback  
program. The maximum purchase price was set at €80 per share.  
The number of shares acquired may not exceed 10% of the share  
capital. This authorization was granted for a period of 18 months and  
replaced the previous authorization granted by the Shareholders’  
Meeting of May 24, 2016.  
(EU) N°596/2014 of April 16, 2014, on market abuse and of the  
General Regulation (règlement général) of the French Financial  
6
.3.1 Share buybacks and cancellations in 2017  
In 2017, TOTAL S.A. did not buy back or cancel any shares.  
Percentage of share capital bought back  
4
.13%  
0
.19%  
0.18%  
0.19%  
0%  
(a)  
2
013  
2014  
2015  
2016  
2017  
(
a) Buyback of treasury shares off-market immediately followed by their cancellation.  
6
.3.2 Board of Directors’ report on share buybacks and sales  
6
.3.2.1 Share buybacks during  
6.3.2.4 Shares held in the name of  
the Company and its subsidiaries  
as of December 31, 2017  
fiscal year 2017  
In 2017, TOTAL S.A. did not buy back any shares.  
As of December 31, 2017, the Company held 8,376,756 treasury  
shares, representing 0.33% of TOTAL S.A.’s share capital including  
6
.3.2.2 Cancellation of Company shares  
during fiscal years 2015, 2016  
and 2017  
8
,345,847 shares held to cover the performance share grant plans  
and 30,909 shares to be awarded under new share purchase option  
plans or new restricted share grant plans. In accordance with French  
law, these shares are deprived of voting rights and dividend rights.  
TOTAL S.A. did not cancel any shares during fiscal years 2015 and  
017.  
2
For shares bought back to be allocated to Company or Group  
employees in line with the objectives referred to Regulation (EU)  
N°596/2014 of the European Parliament and the Council of April 16,  
2014 on market abuse, note that, when such shares are held to  
cover share purchase option plans that have expired or performance  
share grants that have not been awarded at the end of the vesting  
period, they will be allocated to new TOTAL share purchase option  
plans or restricted share grant plans that may be approved by the  
Board of Directors.  
At its meeting on December 15, 2016, and pursuant to the  
authorization of the combined Shareholders’ Meeting of May 11,  
2
012, the Board of Directors of TOTAL S.A. decided to reduce the  
share capital by a global nominal amount of €250,828,170.00 by  
canceling 100,331,268 treasury shares that TOTAL S.A. had  
previously bought back under the share buyback program, as  
authorized by the Annual Shareholders’ Meeting of May 24, 2016.  
6.3.2.3 Transfer of shares during  
fiscal year 2017  
2
,210,040 TOTAL shares were transferred during fiscal year 2017  
following the final award of TOTAL shares under the restricted share  
grant plans.  
2
16  
REGISTRATION DOCUMENT 2017  
 
TOTAL AND ITS SHAREHOLDERS  
Share buybacks  
6
.3.2.5 Reallocation for other purposes  
6.3.2.6 Conditions for the buyback and use  
of derivative products  
during fiscal year 2017  
During fiscal year 2017, treasury shares held by the Company were  
not reallocated for any other purposes other than those initially  
planned when they were purchased.  
The Company did not use any derivative products as part of the  
share buyback programs successively authorized by the Annual  
Shareholders’ Meetings of May 24, 2016 and May 26, 2017. Further,  
there was no open purchase or sale position as of December 31,  
2
017.  
Transactions completed by TOTAL S.A. involving its treasury shares from January 1, 2017  
to December 31, 2017  
Cumulative gross movements  
Purchases  
Sales/Transfers  
(
2,210,040  
a)  
Number of shares  
Transaction price (€)  
Average strike price  
Amounts (M€)  
-
-
-
-
-
-
-
(a) Corresponding to final award of TOTAL shares under the restricted share grant plans.  
Treasury shares as of December 31, 2017  
Percentage of share capital held by TOTAL S.A.  
Number of shares held in portfolio  
Nominal value of the portfolio (M€)  
Book value of portfolio (M€)  
0.33%  
(a)  
8,376,756  
(b)  
20.9  
6
378.9  
(c)  
Market value of the portfolio (M€)  
385.7  
(
a) Including 8,345,847 shares held to cover the performance share grant plans and 30,909 shares to be awarded under new share purchase option plans or new  
restricted share grant plans.  
(
(
b) Based on TOTAL shares nominal value of €2.50.  
c) Based on a closing price of €46.045 per share as of December 31, 2017.  
6
.3.3 2018-2019 share buyback program  
6.3.3.1 Description of the share buyback program under Article 241-1 et seq. of the General  
Regulation of the French Financial Markets Authority  
The objectives of the share buyback program are as follows:  
▪
▪
honor the Company’s obligations related to stock option programs  
or other share grants to the Company’s executive directors or to  
employees of the Company or a Group subsidiary; and  
▪
▪
reduce the Company’s capital through the cancellation of shares;  
honor the Company’s obligations related to securities convertible  
or exchangeable into Company shares;  
stimulate the secondary market or the liquidity of the TOTAL share  
under a liquidity agreement.  
REGISTRATION DOCUMENT 2017  
217  
 
TOTAL AND ITS SHAREHOLDERS  
6
Share buybacks  
Markets Authority (Autorité des marchés financiers – AMF), and the  
provisions of Regulation (EU) N°596/2014 on market abuse, is  
subject to approval by the TOTAL S.A. Annual Shareholders’ Meeting  
6
.3.3.2 Legal framework  
Implementation of this share buyback program, which is covered by  
Articles L. 225-209 et seq. of the French Commercial Code,  
Article 241-1 et seq. of the General Regulation of the French Financial  
th  
of June 1, 2018 through the 5 resolution that reads as follows:  
“
Upon presentation of the report by the Board of Directors and  
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:  
information appearing in the description of the program prepared  
pursuant to Articles 241-1 et seq. of the General Regulation  
(
(
règlement général) of the French Financial Markets Authority  
Autorité des marchés financiers, AMF), and voting under the  
▪
convertible or exchangeable securities that may give holders rights  
to receive shares of the Company upon conversion or exchange;  
or  
conditions of quorum and majority required for Ordinary General  
Meetings, the shareholders hereby authorize the Board of Directors,  
with the possibility to sub-delegate such authority under the terms  
provided for by French law, pursuant to the provisions of Article  
L. 225-209 of the French Commercial Code, of Regulation (EU)  
N°596/2014 of April 16, 2014 on market abuse and of the General  
Regulation of the AMF, to buy or sell shares of the Company within  
the framework of a share buyback program.  
▪
share purchase option plans, employee shareholding plans,  
Company savings plans or other share allocation programs for  
executive directors or employees of the Company or Group  
companies.  
The purpose of buybacks may also be the implementation of the  
market practice accepted by the French Financial Markets Authority  
(
Autorité des marchés financiers), i.e., support the secondary market  
The purchase, sale or transfer of such shares may be transacted by  
any means on regulated markets, multilateral trading facilities or over  
the counter, including the purchase or sale by block-trades, in  
accordance with the regulations of the relevant market authorities.  
Such transactions may include the use of any financial derivative  
instrument traded on regulated markets, multilateral trading facilities  
or over the counter, and implementing option strategies.  
or the liquidity of TOTAL shares by an investment services provider  
by means of a liquidity agreement compliant with the deontology  
charter recognized by the French Financial Markets Authority  
(
Autorité des marchés financiers).  
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 under the applicable law or any other permitted market  
practice that may be authorized at the date of the operations under  
consideration. In case of transactions other than the  
above-mentioned intended purposes, the Company will inform its  
shareholders in a press release.  
These transactions may be carried out at any time, in accordance  
with the applicable rules and regulations at the date of the operations  
under consideration, except during any public offering periods  
applying to the Company’s share capital.  
The maximum purchase price is set at €80 per share.  
According to the intended purposes, the treasury shares that are  
acquired by the Company through this program may, in particular, be:  
In the case of a share capital increase by incorporation of reserves or  
share grants for no consideration 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.  
▪
▪
canceled, up to the maximum legal limit of 10% of the total  
number of shares composing the capital on the date of the  
operation, per each 24-month period;  
granted for no consideration to the employees and to the  
executive directors of the Company or of other companies of the  
Group;  
Pursuant to the provisions of 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 composing the capital as of the date on  
which this authorization is used. This limit of 10% is applicable to the  
share capital of the Company which may be adjusted from time to  
time as a result of transactions after the date of the present Meeting.  
Purchases made by the Company may under no circumstances  
result in the Company holding more than 10% of the share capital,  
either directly or indirectly through subsidiaries.  
▪
▪
▪
delivered to the beneficiaries of the Company’s shares purchase  
options having exercised such options;  
sold to employees, either directly or through the intermediary of  
Company savings funds;  
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; and  
As of December 31, 2017, out of the 2,528,989,616 shares  
outstanding, the Company held 8,376,756 shares directly. Under  
these circumstances, the maximum number of shares that the  
Company could buy back is 244,522,205 shares and the maximum  
amount that the Company may spend to acquire such shares is  
▪
used in any other way consistent with the purposes stated in this  
resolution.  
While they are bought back and held by the Company, such shares  
will be deprived of voting rights and dividend rights.  
€
19,561,776,400 (excluding acquisition fees).  
This authorization is granted for a period of 18 months from the  
date of this Meeting. It renders ineffective, up to the unused  
portion, any previous authorization having the same purpose.  
The Board of Directors is hereby granted full authority, with the right  
to subdelegate such authority, to undertake all actions authorized by  
this resolution.”  
2
18  
REGISTRATION DOCUMENT 2017  
TOTAL AND ITS SHAREHOLDERS  
Shareholders  
through the purchase or sale of blocks of shares, under the  
conditions authorized by the relevant market authorities. These  
means include the use of any financial derivative instrument traded on  
a regulated market or over the counter and the implementation of  
option strategies, with the Company taking measures, however, to  
avoid increasing the volatility of its stock. The portion of the program  
carried out through the purchase of blocks of shares will not be  
subject to quota allocation, up to the limit set by this resolution.  
These transactions may be carried out at any time, in accordance  
with the applicable rules and regulations, except during any public  
offering periods applying to the Company’s share capital.  
6
.3.3.3 Conditions  
Maximum share capital to be purchased and  
maximum funds allocated to the transaction  
The maximum number of shares that may be purchased under the  
authorization proposed to the Annual Shareholders’ Meeting of  
June 1, 2018, may not exceed 10% of the total number of shares  
composing the capital, 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 may under no circumstances  
result in the Company holding more than 10% of the share capital,  
either directly or indirectly through subsidiaries.  
Duration and schedule of the share  
buyback program  
Before any share cancellation under the authorization given by the  
Annual Shareholders’ Meeting of June 1, 2018, based on the number  
of 2017  
th  
In accordance with the 5 resolution, which will be submitted to the  
Annual Shareholders’ Meeting of June 1, 2018, the share buyback  
program may be implemented over an 18-month period following the  
date of this Meeting, and therefore expires on November 30, 2019.  
shares  
outstanding  
as  
of  
December  
31,  
(2,528,989,616 shares), and given the 8,376,756 shares held by the  
Group as of December 31, 2017, i.e., 0.33% of the share capital, the  
maximum number of shares that may be purchased would be  
Transactions carried out under  
the previous program  
2
44,522,205, representing a theoretical maximum investment of  
19,561,776,400 (excluding acquisition fees) based on the maximum  
€
purchase price of €80.  
Transactions carried out under the previous program are listed in the  
special report of the Board of Directors on share buybacks (refer to  
point 6.3.2 of this chapter).  
Conditions for buybacks  
Such shares may be bought back by any means on regulated  
markets, multilateral trading facilities or over the counter, including  
6
6.4 Shareholders  
6
.4.1 Major shareholders  
6
.4.1.1 Changes in major shareholders’ holdings  
(1)  
TOTAL’s major shareholders as of December 31, 2017, 2016 and 2015 were as follows:  
2
017  
2016  
2015  
%
of  
theoretical  
voting  
%
of share  
capital  
% of voting  
rights  
% of share  
% of voting  
rights  
% of share  
% of voting  
rights  
(a)  
As of December 31,  
rights  
capital  
capital  
(
b)  
BlackRock, Inc.  
Group employees  
6.3  
5.0  
5.5  
8.8  
5.5  
8.7  
5.6  
4.9  
8.6  
5.5  
5
9
(
c)  
4.8  
4.9  
of which FCPE Total  
Actionnariat France  
3.5  
88.7  
7.9  
6.4  
85.7  
7.4  
6.4  
85.8  
7.4  
3.5  
89.6  
9.1  
6.4  
86.5  
8.6  
3.5  
89.6  
7.2  
6.7  
86  
Other shareholders  
(
d)  
of which holders of ADRs  
7.2  
(
(
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) Information taken from Schedule 13G filed by BlackRock, Inc. (“BlackRock”) with the SEC on February 1, 2017, in which BlackRock declared a holding of 159,257,811  
shares of the Company as of December 31, 2017 (i.e., 6.3% of the Company’s share capital). BlackRock stated that it has the exclusive right to dispose of the holding,  
together with an amount of 146,653,028 voting rights (i.e., 5.5% of the Company’s voting rights). In addition, BlackRock stated that it does not have any joint voting  
rights or joint right to dispose of these shares.  
(
(
c) On the basis of the definition of employee shareholding set forth in Article L. 225-102 of the French Commercial Code. Amundi, the Holding company of Amundi Asset  
Management, which in turn manages the Total Actionnariat France collective investment fund (see below), filed a Schedule 13G with the SEC on February 14, 2018,  
declaring a holding of 237,635,765 shares of the Company as of December 31, 2017 (i.e., 9.4% of the Company’s share capital). Amundi stated that it does not have  
any exclusive voting rights or exclusive right to dispose of these shares and that it has joint voting rights on 111,935,867 of these shares (i.e., 4.4% of the Company’s  
share capital) and a joint right to dispose of all of these shares. In addition, a director representing the employees and a director representing employee shareholders sit  
on the Board of Directors of TOTAL S.A.  
d) Including all of the ADS represented by ADR listed on the NYSE.  
(1) Major shareholders are defined herein as shareholders whose interest (in the share capital or voting rights) exceeds 5%.  
REGISTRATION DOCUMENT 2017  
219  
 
TOTAL AND ITS SHAREHOLDERS  
6
Shareholders  
As of December 31, 2017, the holdings of the major shareholders  
were calculated based on 2,528,989,616 shares, representing  
6
.4.1.2 Holdings above the legal thresholds  
In accordance with Article L. 233-13 of the French Commercial Code,  
to TOTAL’s knowledge, two known shareholders hold 5% or more of  
TOTAL’s share capital or voting rights at year-end 2017.  
2
,678,015,444 voting rights exercisable at Shareholders’ Meetings,  
(1)  
or 2,686,392,200 theoretical voting rights including 8,376,756  
voting rights attached to the 8,376,756 TOTAL shares held by TOTAL  
S.A. that are deprived of voting rights.  
As of December 31, 2017, the Total Actionnariat France collective  
investment fund held 3.48% of the share capital representing 6.37%  
of the voting rights exercisable at Shareholders’ Meetings and 6.35%  
of the theoretical voting rights.  
For prior years, the holdings of the major shareholders were  
calculated on the basis of 2,430,365,862 shares to which  
2
,572,363,626 voting rights exercisable at Shareholders’ Meetings  
were attached as of December 31, 2016, and 2,440,057,883 shares  
to which 2,460,619,275 voting rights exercisable at Shareholders’  
Meetings were attached as of December 31, 2015.  
As of December 31, 2017, BlackRock held 6.30% of the share  
capital representing 5.48% of the voting rights exercisable at  
Shareholders’ Meetings and 5.46% of the theoretical voting rights.  
6.4.1.3 Legal threshold notifications in fiscal year 2017  
Date on which  
thresholds were  
breached  
N° AMF  
disclosure  
Number of  
shares  
% share % voting  
Number of  
voting rights  
Company  
capital  
rights  
Comments  
Share capital  
Crossed downward  
the 5% threshold in the  
Company’s voting rights  
2
2
2
2
17C0669  
17C0694  
17C2958  
17C2969  
03/15/2017  
03/21/2017  
12/12/2017  
12/13/2017  
BlackRock  
BlackRock  
128,596,522  
131,040,586  
128,819,605  
150,712,345  
5.24%  
5.34%  
5.09%  
5.96%  
4.93%  
5.03%  
2,453,807,693  
2,453,807,693  
2,528,814,376  
2,528,814,376  
2,605,925,718  
2,605,925,718  
2,677,900,746  
2,686,277,502  
Crossed upward  
the 5% threshold in the  
Company’s voting rights  
Crossed upward  
the 5% threshold in the  
4.81% Company’s capital shares  
JP Morgan  
Chase & Co.  
Crossed upward  
the 5% threshold in the  
Company’s voting rights  
JP Morgan  
Chase & Co.  
5.61%  
3.80%  
Crossed downward  
the 5% threshold in the  
Company’s capital shares  
and voting rights  
JP Morgan  
Chase & Co.  
217C3006  
12/19/2017  
101,969,739  
4.03%  
2,528,814,376  
2,686,277,502  
Any individual or legal entity is 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.  
6
.4.1.4 Threshold notifications required by  
the bylaws  
In addition to the legal obligation to inform the Company and the  
French Financial Markets Authority when the number of shares (or  
securities similar to shares or voting rights pursuant to Article  
L. 233-9 of the French Commercial Code) held represents more than  
Notifications must be sent to the Senior Vice President of Investor  
Relations in London (contact details in point 6.6.6 of this chapter).  
6
.4.1.5 Temporary transfer of securities  
5
9
%, 10%, 15%, 20%, 25%, 30%, one third, 50%, two thirds, 90% or  
5% of the share capital or theoretical voting rights, such information  
Pursuant to legal provisions, 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 in concert a number  
of shares representing more than 0.5% of the Company’s voting  
rights pursuant to one or more temporary transfers or similar  
operations as described in Article L. 225-126 of the aforementioned  
Code is required to notify the Company and the French Financial  
Markets Authority (Autorité des marchés financiers) of the number of  
shares temporarily owned no later than the second business day  
preceding the Shareholders’ Meeting at midnight.  
being made at the latest on the close of the fourth trading day after  
the threshold is exceeded (Article L. 233-7 of the French Commercial  
Code and Article 223-14 of the AMF General Regulation), any  
individual or legal entity who directly or indirectly comes to hold a  
percentage of the share capital, voting rights or rights giving future  
access to the Company’s share capital that is equal to or greater  
than 1%, or a multiple of this percentage, is required to notify the  
Company, within 15 days of the date on which each of the above  
thresholds is exceeded, by registered mail with return receipt  
requested, and indicate the number of shares held.  
Notifications must be e-mailed to the Company at the following  
address: holding.df-declarationdepa[email protected]  
In case the shares above these thresholds are not declared, any  
shares held in excess of the threshold that should have been  
declared will be deprived of voting rights at Shareholders’ Meetings if,  
at a Shareholders’ 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.  
If no notification is sent, any shares acquired under any of the above  
temporary transfer operations will be deprived of voting rights at the  
relevant Shareholders’ Meeting and at any Shareholders’ Meeting  
that may be held until such shares are transferred again or returned.  
(
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 to  
which voting rights are attached, including treasury shares that are deprived of voting rights.  
2
20  
REGISTRATION DOCUMENT 2017  
TOTAL AND ITS SHAREHOLDERS  
Shareholders  
6.4.1.6 Shareholders’ agreements  
TOTAL S.A. is not aware of any agreements among its shareholders.  
6
.4.2 Employee shareholding  
The total number of TOTAL shares held directly or indirectly by the Group’s employees as of December 31, 2017, were as follows:  
FCPE Total Actionnariat France  
88,117,966  
25,195,337  
6,351,752  
2,664,836  
797,908  
FCPE Total Actionnariat International Capitalisation  
FCPE Total France Capital +  
FCPE Total International Capital  
Shares subscribed by employees in the U.S.  
Group Caisse Autonome (Belgium)  
468,736  
TOTAL shares from the exercise of the Company’s stock options and held as registered shares  
within a Company Savings Plan  
3,307,463  
TOTAL SHARES HELD BY EMPLOYEES  
126,903,998  
As of December 31, 2017, the Group’s employees held, on the basis  
of the definition of employee shareholding set forth in Article  
L. 225-102 of the French Commercial Code, 126,903,998 TOTAL  
shares, representing 5.02% of the Company’s share capital and  
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.  
These rules and procedures also stipulate a simple majority vote for  
decisions, except for decisions requiring a qualified majority vote of  
two-thirds plus one related to a change in a fund’s rules and  
procedures, its conversion or disposal.  
8
.78% of the voting rights. The management of each of the  
Collective investment funds (FCPEs) mentioned above is controlled  
by a dedicated Supervisory Board, two thirds of its members  
representing holders of fund units and one third representing the  
Company. The Supervisory Board is responsible for reviewing the  
Collective investment fund’s management report and annual financial  
statements, as well as the financial, administrative and accounting  
management of the fund, exercising voting rights attached to portfolio  
securities, deciding contributions of securities in case of a public  
tender offer, deciding mergers, spin-offs or liquidations, and granting  
6
For employees holding shares outside of the employee collective  
investment funds mentioned in the table above, voting rights are  
exercised individually.  
The information regarding shares held by the administration and  
management bodies is set forth in point 4.1.6 of chapter 4.  
6
.4.3 Shareholding structure  
Estimates below are as of December 31, 2017, excluding treasury shares, based on the survey of identifiable holders of bearer shares  
conducted on that date.  
By shareholder type  
By area  
Group  
employees  
(
a)  
5.0%  
Rest  
of Europe  
Individual  
shareholders  
17.1%  
France  
Institutional  
shareholders  
7
.6%  
 t  
28.3%  
 t  
d
United Kingdom  
1
2.8%  
87.4%  
0 7 0
of which:  
Rest of world  
16.7% in France  
North  
America  
1
2.9% in United Kingdom  
8
.2%  
16.6% for the rest  
of Europe  
3.2% for North America  
33.6%  
3
8.0% for the rest of world  
(
a) On the basis of employee shareholdings as defined in Article L. 225-102  
of the French Commercial Code, treasury shares excluded (5.0% of the  
total share capital, refer to point 6.4.1 of this chapter).  
The number of French individual TOTAL shareholders is estimated at approximately 450,000.  
REGISTRATION DOCUMENT 2017  
221  
 
TOTAL AND ITS SHAREHOLDERS  
6
Information for foreign shareholders  
6
.5 Information for foreign shareholders  
6
.5.1 American holders of ADRs  
Information for holders of TOTAL American depositary receipts (ADRs), representing American depositary shares (ADSs), is provided on TOTAL’s  
annual report on Form 20-F filed with the SEC for the fiscal year ended December 31, 2017.  
6
.5.2 Non-resident shareholders (other than American shareholders)  
The information set forth below is a general overview. Shareholders  
are invited to consult their own tax advisor to determine the  
applicable procedures, the effect of tax treaties and, more generally,  
the tax impacts applicable to their particular situation.  
30% applicable to dividends distributed by TOTAL to individual  
shareholders not resident in France is reduced to 12.8%. The higher  
rate of 75% remains for income paid outside France in an NCCT.  
Tax Treaties providing for lower rates of withholding tax, such as the  
Tax Treaty with China which provides for a reduced rate of 10%  
when dividends are paid to Chinese tax residents, remain applicable.  
Dividend  
Dividends distributed by TOTAL to shareholders not resident in  
France are in principle subject to a French withholding tax at a rate of  
Taxation on sales of shares  
3
0%. This rate is increased to 75% for income paid outside France in  
Capital gains on sales of shares realized by shareholders resident  
outside France are generally exempt from income tax in France.  
However, two exceptions are provided, without any threshold  
condition: one for sales of shares where the seller owns a permanent  
establishment or a fixed base in France to which his or her shares are  
attached, and the other for sales carried out by individuals or  
organizations resident or established in a NCCT.  
a non-cooperative country or territory (NCCT), as defined by the  
French Tax Code (Article 238-0 A). This withholding tax is reduced to  
2
1% for dividends received by individuals resident in a Member State  
of the European Union, Iceland, Norway or Liechtenstein.  
However, under numerous bilateral international tax treaties signed  
between France and other countries, including European Union  
member states, for the avoidance of double taxation (“Tax Treaties”),  
the withholding tax rate is reduced to 15% in cases where dividends  
are paid to a shareholder resident in one of the countries that signed  
such Tax Treaties, provided that certain requirements are met. For  
instance, this is the case for French dividends paid to residents of  
Austria, Belgium, Canada, Germany, Indonesia, Ireland, Italy,  
Luxembourg, the Netherlands, Norway, Singapore, South Africa,  
Spain, Switzerland, the United Kingdom and the United States.  
The shareholder may, nevertheless, be taxed on the capital gain or  
loss on the sale of shares in his or her country of residence.  
Shareholders are invited to consult their own tax advisor to confirm  
the applicable tax treatment.  
A tax on financial transactions (FTT) applies, except under exceptional  
circumstances, to purchases of shares of companies listed on a  
French, European or foreign regulated market, provided that the  
purchase results in a transfer of ownership and that the securities are  
issued by a French company whose market capitalization exceeds  
Taxation of dividends outside France varies according to each  
country’s respective tax legislation. In most countries, the gross  
amount of dividends is included in the shareholder’s taxable income.  
Based on certain requirements and limitations, the French  
withholding tax on dividends may result in a tax credit being applied  
to the foreign income tax payable by the shareholder. However, there  
are some exceptions.  
€
1 billion as of December 1 of the year preceding the year of taxation.  
The FTT also applies to securities representing shares of stock issued  
by a company. Transactions carried out on certificates representing  
shares, such as ADRs and European Depositary Receipts, are  
therefore subject to this tax.  
Excluding exceptions, dividends paid in shares and dividends paid in  
cash have the same tax treatment.  
The FTT equals to 0.3% of the share purchase price, as of January 1,  
2017.  
As of January 1, 2018, provided that applicable formalities are  
complied with in accordance with the administrative guidelines to be  
published by the French tax authorities, the French withholding tax of  
In principle, sales of shares of French companies are also subject to a  
French stamp duty. However, French law provides that stamp duties  
are not applicable to transactions subject to the FTT.  
2
22  
REGISTRATION DOCUMENT 2017  
 
TOTAL AND ITS SHAREHOLDERS  
Investor relations  
6
.6 Investor relations  
6
.6.1 Documents on display  
Information and documents regarding TOTAL S.A., its bylaws and the  
Company’s Statutory and Consolidated Financial Statements for the  
year ended December 31, 2017, or previous fiscal years, may be  
consulted at its registered office pursuant to the legal and regulatory  
provisions in force, and on the Company website.  
years  
are  
available  
on  
its  
website  
total.com (under  
Investors/Publications and regulated information). The Group’s  
biannual presentations of its results and outlook, as well as the  
quarterly financial information, are also available on its website.  
In addition, in order to meet its obligations related to the listing of its  
shares in the United States, the Company also files an annual report  
on Form 20-F, in English, with the SEC. This report is also available  
on the Company website.  
In addition, the French version of TOTAL S.A.’s Registration  
Documents (including the annual financial reports) and mid-year  
financial reports filed with the French Financial Markets Authority  
(Autorité des marchés financiers) for each of the past 10 financial  
6
.6.2 Relationships with institutional investors, financial analysts  
and individual shareholders  
Members of the Group’s General Management and Investor Relations  
regularly meet with institutional investors and financial analysts in the  
leading financial centers throughout the world. In 2017, the Group  
organized more than 1,000 meetings.  
The Group also has a team dedicated to relationships with individual  
shareholders. This department, which is ISO 9001 certified, offers a  
comprehensive communication package, featuring:  
▪
a direct line, e-mail address, and postal address (refer to  
Each year, two main presentations are given to the financial  
community: one in February following the publication of the results for  
the previous fiscal year, and one in September to present the Group’s  
outlook and objectives. A series of meetings is held after each of  
these presentations. In addition, each year the Chief Financial Officer  
hosts three conference calls to discuss results for the first, second  
and third quarters of the year.  
point 6.6.6 of this chapter);  
▪
documentation and material provided for individual shareholders  
6
(e.g., the shareholders’ newsletter, individual shareholders pages  
available on the Company’s website, and a Total Investors mobile  
app for digital tablets and smartphones);  
▪
▪
shareholder meetings and investor fairs held in France and  
worldwide;  
The information presented and broadcast at these events is available  
on the Group’s website.  
the Shareholders’ Club, which organizes visits to industrial facilities,  
visits to natural sites and cultural events sponsored by the Total  
Foundation, and conferences about the Group;  
With a dedicated team, the Group maintains an active dialog with  
shareholders in the field of Corporate Social Responsibility (CSR) and  
governance. Around 100 meetings covering these themes were  
organized in France and worldwide in 2017.  
▪
the Shareholders’ e-Advisory Committee, which expresses its  
views on the communication service as a whole.  
This team also organizes the Annual Shareholders’ Meeting, which  
was held on May 26, 2017, at the Palais des Congrès in Paris and  
attended by 3,000 people.  
The documentation on relationships with individual shareholders is  
available on the Company’s website total.com (under  
Investors/Individual shareholders).  
6
.6.3 Registered shareholding  
TOTAL shares can be held in bearer form or registered form. In the  
latter 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 shareholders’ registered shares.  
notices, etc.), so that the shareholder does not need to appoint a  
financial intermediary.  
Main advantages of registered shares  
The advantages of registered shares include:  
Registered shares  
There are two forms of registration:  
▪
double voting rights if the shares are held continuously for two  
successive years (refer to point 7.2.4.1 of chapter 7);  
▪
administered registered shares: shares are registered with TOTAL  
through BNP Paribas Securities Services, but the holder’s financial  
intermediary continues to administer them (sales, purchases,  
coupons, etc.);  
▪
a 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  
(business days), from 8:45 a.m. to 6:00 p.m., GMT+1;  
▪
pure registered shares: TOTAL holds and directly administers  
shares on behalf of the holder through BNP Paribas Securities  
Services (sales, purchases, coupons, Shareholders’ Meeting  
▪
registration as a recipient of all information published by the Group  
for its shareholders;  
REGISTRATION DOCUMENT 2017  
223  
 
TOTAL AND ITS SHAREHOLDERS  
6
Investor relations  
▪
the ability to join the TOTAL Shareholders’ Club by holding at least  
▪
▪
brokerage fees of 0.20% (before tax) of the gross amount of the  
trade, with no minimum charge and up to €1,000 per trade;  
5
0 shares.  
The advantages of pure registered shares, in addition to those of  
administered registered shares, include:  
the option to view and manage shareholdings online and via the  
Planetshares app for digital tablets.  
▪
▪
no custodial fees;  
To convert TOTAL shares into pure registered shares, shareholders  
must fill out a form that can be obtained upon request from the  
Individual Shareholder Relations Department and send it to their  
financial intermediary.  
(1)  
easier placement of market orders (phone, mail, fax, internet);  
6
.6.4 2018 financial calendar  
February 8  
March 19  
April 26  
Results of the fourth quarter and full year 2017, and Investors’ Day – London  
Ex-dividend date for the 2017 third interim dividend  
Results of the first quarter 2018  
June 1  
2018 Annual Shareholders’ Meeting in Paris (Palais des Congrès)  
(a)  
June 11  
Ex-dividend date for the 2017 remaining dividend  
Results of the second quarter and first half 2018  
Investors’ Day (outlook and objectives)  
July 26  
September 25  
September 25  
October 26  
December 18  
(b)  
Ex-dividend date for the 2018 first interim dividend  
Results of the third quarter and first nine months of 2018  
(b)  
Ex-dividend date for the 2018 second interim dividend  
(
(
a) Subject to approval at the Annual Shareholders’ Meeting on June 1, 2018.  
b) Subject to the Board of Directors’ decision.  
The full calendar including shareholders' meetings and investor fairs is available on the Company’s website total.com (under Investors).  
6
.6.5 2019 financial calendar  
(a)  
March 19  
May 29  
Ex-dividend date for the 2018 third interim dividend  
2019 Annual Shareholders’ Meeting in Paris (Palais des Congrès)  
(b)  
June 11  
Ex-dividend date for the 2018 remaining dividend  
(
(
a) Subject to the Board of Directors’ decision.  
b) Subject to approval at the Annual Shareholders’ Meeting on May 29, 2019.  
6
.6.6 Investor Relations contacts  
Mr. Mike Sangster,  
Mr. Laurent Toutain,  
Senior Vice President, Investor Relations TOTAL S.A.  
Head of Individual Shareholder Relations  
TOTAL Finance Corporate Services  
TOTAL S.A.  
1
0 Upper Bank Street, Canary Wharf  
Individual Shareholder Relations Department Tour Coupole  
2, place Jean Millier  
London E14 5BF, United Kingdom  
e-mail: ir@total.com  
Phone: +44 (0)207 7197 962  
92078 Paris-La Défense Cedex, France  
e-mail: shareholders@total.com  
Phone (Monday to Friday from 9 a.m. to 12:30 p.m.  
and from 1:30 p.m. to 5:30 p.m., GMT+1):  
Mr. Robert Hammond,  
Director of Investor Relations North America  
–
–
–
–
–
from France: 0 800 039 039 (toll-free number from a landline)  
from Belgium: 02 288 3309  
TOTAL American Services Inc.  
1
201 Louisiana Street, Suite 1800  
from the United Kingdom: 020 7719 6084  
from Germany: 30 2027 7700  
Houston, TX 77002, United States  
e-mail: ir.tx@total.com  
Phone: +1 (713) 483-5070  
from other countries: +33 1 47 44 24 02  
(1) Provided the subscriber has signed the market service agreement. Signing this agreement is free of charge.  
2
24  
REGISTRATION DOCUMENT 2017  
 
7
GENERAL INFORMATION  
7
7
.1 Share capital  
226  
7.3 Historical financial information  
and additional information  
231  
7
7
7
.1.1 Share capital as of December 31, 2017 226  
7
.3.1 2017, 2016 and 2015 Consolidated  
Financial Statements  
.1.2 Features of the shares  
226  
226  
226  
231  
231  
.1.3 Potential share capital  
as of December 31, 2017  
7
.3.2 Statutory financial statements  
of TOTAL S.A.  
7.1.4 Share capital history  
7
7
.3.3 Audit of the historical financial information 231  
(since January 1, 2015)  
.3.4 Additional information  
231  
.2 Articles of incorporation and bylaws;  
other information  
228  
7
7
7
.2.1 General information concerning  
the Company  
228  
228  
.2.2 Summary of the Company’s corporate  
purpose  
.2.3 Provisions of the bylaws governing  
the administration  
and management bodies  
228  
7.2.4 Rights, privileges and restrictions attached  
to the shares  
229  
230  
230  
7
7
7
.2.5 Amending shareholders’ rights  
.2.6 Shareholders’ Meetings  
.2.7 Identification of the holders of bearer  
shares  
230  
7
7
.2.8 Thresholds to be declared according  
to the bylaws  
230  
230  
.2.9 Changes in the share capital  
REGISTRATION DOCUMENT 2017  
225  
 
GENERAL INFORMATION  
7
Share capital  
7
.1 Share capital  
7
.1.1 Share capital as of December 31, 2017  
€
6,322,474,040 consisting of 2,528,989,616 fully paid ordinary shares.  
7
.1.2 Features of the shares  
There is only one class of shares, and the par value of each share is  
2.50. A double voting right is granted under certain conditions (refer  
to point 7.2.4.1 of this chapter) to every shareholder.  
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.  
€
7
.1.3 Potential share capital as of December 31, 2017  
Securities granting rights to TOTAL shares through exercise are  
TOTAL share subscription options amounting to 2,440,940 as of  
December 31, 2017, divided into:  
▪
490,568 options awarded on September 14, 2011, under the plan  
decided by the Board of Directors.  
The potential share capital (i.e., the existing share capital plus rights  
and securities that could result in the issuance of new TOTAL shares  
through exercise), i.e., 2,531,430,556 shares, represents 100.10% of  
▪
1,950,372 options awarded on September 14, 2010, under the  
plan decided by the Board of Directors;  
(1)  
the share capital as of December 31, 2017  
.
7
.1.4 Share capital history (since January 1, 2015)  
For fiscal year 2015  
April 27, 2015  
Acknowledgment of the issuance of 10,479,410 new shares, par value €2.50 per share, as part of the share capital  
increase reserved for Group employees approved by the Board of Directors on July 29, 2014, raising the share  
capital by €26,198,525 from €5,963,168,812.50 to €5,989,367,337.50.  
July 1, 2015  
Acknowledgment of the issuance of 18,609,466 new shares, par value €2.50 per share and a share price of €42.02  
(i.e., a par value of €2.50 value and issue premium of €39.52) for the payment of the 2014 remaining dividend in  
shares, raising the share capital by €46,523,665 from €5,989,367,337.50 to €6,035,891,002.50.  
October 21, 2015  
Acknowledgment of the issuance of 24,231,876 new shares, par value €2.50 per share and a share price of €35.63  
(i.e., a par value of €2.50 value and issue premium of €33.13) for the payment of the first interim dividend for fiscal  
year 2015 in shares, raising the share capital by €60,579,690 from €6,035,891,002.50 to €6,096,470,692.50.  
For fiscal year 2016  
January 14, 2016  
Acknowledgment of the issuance of 1,469,606 new shares, par value €2.50 per share, through the exercise of  
stock options between January 1 and December 31, 2015, raising the share capital by €3,674,015 from  
6,096,470,692.50 to €6,100,144,707.50.  
Acknowledgment of the issuance of 13,945,709 new shares, par value €2.50 per share and a share price of €39.77  
i.e., a par value of €2.50 value and issue premium of €37.27) for the payment of the second interim dividend for  
€
(
fiscal year 2015 in shares, raising the share capital by €34,864,272.50 from €6,100,144,707.50 to €6,135,008,980.  
April 12, 2016  
June 23, 2016  
Acknowledgment of the issuance of 24,752,821 new shares, par value €2.50 per share and a share price of €36.24  
(i.e., a par value of €2.50 value and issue premium of €33.74) for the payment of the third interim dividend for fiscal  
year 2015 in shares, raising the share capital by €61,882,052.50 from €6,135,008,980 to €6,196,891,032.50.  
Acknowledgment of the issuance of 24,372,848 new shares, par value €2.50 per share and a share price of €38.26  
(i.e., a par value of €2.50 value and issue premium of €35.76) for the payment of the 2015 remaining dividend in  
shares, raising the share capital by €60,932,120 from €6,196,891,032.50 to €6,257,823,152.50.  
(
1) On the basis of 2,528,989,616 TOTAL shares constituting the share capital as of December 31, 2017, and 2,440,940 TOTAL shares that could be issued  
upon the exercise of TOTAL options.  
2
26  
REGISTRATION DOCUMENT 2017  
 
GENERAL INFORMATION  
Share capital  
October 14, 2016  
Acknowledgment of the issuance of 25,329,951 new shares, par value €2.50 per share and a share price of €38.00  
(i.e., a par value of €2.50 value and issue premium of €35.50) for the payment of the first interim dividend for fiscal  
year 2016 in shares, raising the share capital by €63,324,877.50 from €6,257,823,152.50 to €6,321,148,030.  
December 15, 2016 Reduction of the share capital by 100,331,268 shares, par value €2.50 per share for the cancellation of treasury  
shares, reducing the share capital by €250,828,170 from €6,321,148,030 to €6,070,319,860.  
For fiscal year 2017  
January 12, 2017  
Acknowledgment of the issuance of 2,237,918 new shares, par value €2.50 per share, through the exercise of  
stock options between January 1 and December 31, 2016, raising the share capital by €5,594,795 from  
€
6,070,319,860 to €6,075,914,655.  
Acknowledgment of the issuance of 23,206,171 new shares, par value €2.50 per share and a share price of €41.87  
i.e., a par value of €2.50 value and issue premium of €39.37) for the payment of the second interim dividend for  
(
fiscal year 2016 in shares, raising the share capital by €58,015,427.50 from €6,075,914,655 to €6,133,930,082.50.  
April 6, 2017  
Acknowledgment of the issuance of 19,800,590 new shares, par value €2.50 per share and a share price of €44.64  
(i.e., a par value of €2.50 value and issue premium of €42.14) for the payment of the third interim dividend for fiscal  
year 2016 in shares, raising the share capital by €49,501,475 from €6,133,930,082.50 to €6,183,431,557.50.  
April 26, 2017  
June 22, 2017  
October 12, 2017  
Acknowledgment of the issuance of 9,532,190 new shares, par value €2.50 per share, as part of the share capital  
increase reserved for Group employees approved by the Board of Directors on July 27, 2016, raising the share  
capital by €23,830,475 from €6,183,431,557.50 to €6,207,262,032.50.  
Acknowledgment of the issuance of 17,801,936 new shares, par value €2.50 per share and a share price of €44.86  
(i.e., a par value of €2.50 value and issue premium of €42.36) for the payment of the 2016 remaining dividend in  
shares, raising the share capital by €44,504,840 from €6,207,262,032.50 to €6,251,766,872.50.  
Acknowledgment of the issuance of 25,633,559 new shares, par value €2.50 per share and a share price of €41.12  
(i.e., a par value of €2.50 value and issue premium of €38.62) for the payment of the first interim dividend for fiscal  
year 2017 in shares, raising the share capital by €64,083,897.50 from €6,251,766,872.50 to €6,315,850,770.  
For fiscal year 2018  
January 11, 2018  
March 8, 2018  
Acknowledgment of the issuance of 2,649,308 new shares, par value €2.50 per share, through the exercise of  
stock options between January 1 and December 31, 2017, raising the share capital by €6,623,270 from  
6,315,850,770 to €6,322,474,040.  
Acknowledgment of the issuance of 7,087,904 new shares, par value €2.50 per share and a share price of €46.55  
i.e., a par value of €2.50 value and issue premium of €44.05) for the payment of the second interim dividend for  
€
(
7
fiscal year 2017 in shares, raising the share capital by €17,719,760.00 from €6,322,474,040 to €6,340,193,800.00.  
Acknowledgment of the issuance of 97,522,593 new shares, par value €2.50 per share as part of the acquisition of  
Mærsk Oil, raising the share capital by €243,806,482.50 from €6,340,193,800.00 to €6,584,000,282.50. For  
additional information, refer to point 2.1.1 in chapter 2.  
REGISTRATION DOCUMENT 2017  
227  
GENERAL INFORMATION  
7
Articles of incorporation and bylaws; other information  
7
.2 Articles of incorporation and bylaws;  
other information  
7
.2.1 General information concerning the Company  
The Company’s name is TOTAL S.A.  
EC Registration Number: FR 59 542 051 180.  
TOTAL S.A. is a French limited liability company (société anonyme). It  
is headquartered at 2, place Jean Millier, La Défense 6,  
APE Code (NAF): 111Z until January 7, 2008; 7010Z  
since January 8, 2008.  
9
2400 Courbevoie, France. It is registered in the French trade  
The Company’s bylaws are on file with K.L. Associés, Notaries in  
Paris.  
registry in Nanterre under No. 542 051 180 RCS.  
The Company’s term was extended for 99 years from March 22, 2000,  
to expire on March 22, 2099, unless dissolved prior to this date or  
extended.  
Its telephone number is +33 (0)1 47 44 45 46 and its internet address  
is total.com.  
Fiscal year: from January 1 to December 31 of each year.  
7
.2.2 Summary of the Company’s corporate 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 bylaws.  
7
.2.3 Provisions of the bylaws governing the administration  
and management bodies  
employees is three years. However, the term of office ends following  
the Ordinary Shareholders’ Meeting called to approve the financial  
statements for the last fiscal year and held in the year during which  
the said director’s term of office expires.  
7
.2.3.1 Election of directors and term  
of office  
Directors are elected by the Shareholders’ Meeting for a 3-year term  
up to a maximum number of directors authorized by law (currently  
1
8), subject to the legal provisions that allow the term to be extended  
7
.2.3.2 Age limit of directors  
until the next Ordinary Shareholders’ Meeting called to approve the  
financial statements for the previous fiscal year.  
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. If this percentage is exceeded, the oldest Board  
member is automatically considered to have resigned. The director  
permanent representative of a legal entity must be under 70 years  
old.  
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 bylaws in force. However, his or her 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 or her replacement is named.  
7.2.3.3 Age limit of the Chairman of the  
Board and the Chief Executive Officer  
Furthermore, a director representing the employees is designated by  
the Company’s Central Works Council. Where the number of  
directors appointed by the Shareholders’ Meeting is greater than  
The duties of the Chairman of the Board automatically cease on his  
or her 70 birthday at the latest.  
th  
To hold this office, the Chief Executive Officer must be under the age of  
(1)  
2 , a second director representing the employees is designated by  
1
6
7. When the age limit is reached during his or her duties, such duties  
the Company’s European Works Council. In accordance with  
applicable legal provisions, the director elected by the Central Works  
Council must have held an employment contract with the Company  
or one of its direct or indirect subsidiaries, whose registered office is  
based in mainland France, for at least two years prior to appointment.  
The second director elected by the European Works Council must  
have held an employment contract with the Company or one of its  
direct or indirect subsidiaries for at least two years prior to  
appointment. The term of office for a director representing the  
automatically cease, and the Board of Directors elects a new Chief  
Executive Officer. However, his or her duties as Chief Executive Officer  
will continue until the date of the Board of Directors’ meeting aimed at  
electing his or her successor. Subject to the age limit specified above,  
the Chief Executive Officer can always be re-elected.  
The age limits specified above are stipulated in the Company’s  
bylaws. They were approved by the Annual Shareholders’ Meeting  
held on May 16, 2014.  
(
1) Neither the director representing employee shareholders, elected by the Annual Shareholders’ Meeting, nor the director(s) representing employees are taken  
into consideration when calculating the 12-member threshold, which is assessed on the date on which the employee director(s) is/are elected.  
2
28  
REGISTRATION DOCUMENT 2017  
 
GENERAL INFORMATION  
Articles of incorporation and bylaws; other information  
7
.2.3.4 Minimum interest in the Company  
7.2.3.6 Rules of procedure and Committees  
of the Board of Directors  
held by directors  
Each director (other than the director representing the employee  
shareholders or the director representing the employees) must own at  
least 1,000 shares during his or her term of office. If, however, any  
director ceases to own the required number of shares, they may  
adjust their position subject to the conditions set by law. The director  
representing employee shareholders must hold, during his or her term  
of office, either individually or through a Company Savings Plan  
Refer to point 4.1.2 of chapter 4 of this Registration Document.  
7.2.3.7 Form of management  
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.  
(Fonds Commun de Placement d’Entreprise, FCPE) governed by  
Article L. 214-165 of the French Monetary and Financial Code, at  
least one share or a number of units in said fund equivalent to at least  
one share. The director representing the employees is not bound to  
be a shareholder.  
At its meeting on December 16, 2015, the Board of Directors  
decided to reunify the positions of Chairman and Chief Executive  
Officer of TOTAL S.A. as of December 19, 2015. As of such date, Mr.  
Pouyanné was appointed Chairman and Chief Executive Officer of  
TOTAL S.A. For further information on the governance structure, refer  
to point 4.1.5.1 of chapter 4.  
7.2.3.5 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 person chairing the  
meeting shall cast the deciding vote.  
7
.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 that is proportional to the number of shares issued, subject  
to the laws and regulations in force and the bylaws.  
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 bylaws accordingly.  
With the exception of double voting rights, no privilege is attached to  
a specific class of shares or to a specific class of shareholders.  
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 thirds of the  
overall number of shares of the Company was made possible, and  
not solely to the first meeting following that public tender offer.  
7.2.4.1 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  
7
Since in such circumstances the limitation no longer applies, such  
limitation on voting rights cannot prevent or 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.  
(
1)  
years , and to additional registered shares allotted to a shareholder  
in connection with a share 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.  
7.2.4.3 Fractional rights  
7
.2.4.2 Limitation of voting 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.  
Article 18 of the Company’s bylaws 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. In the case of double voting rights, by himself or  
through his agent, this limit may be exceeded, taking only the  
resulting additional voting rights into account, provided that the total  
voting rights that he exercises do not exceed 20% of the total voting  
rights associated with the shares in the Company.  
7.2.4.4 Statutory allocation of profits  
The Company may distribute dividends under the conditions provided  
for by the French Commercial Code and the Company’s bylaws.  
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.  
Moreover, Article 18 of the bylaws 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  
(
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 the bylaws).  
REGISTRATION DOCUMENT 2017  
229  
 
GENERAL INFORMATION  
7
Articles of incorporation and bylaws; other information  
From this profit, minus prior losses, if any, the following items are  
deducted in the order indicated:  
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.  
▪
▪
▪
5% to constitute the legal reserve fund, until said fund reaches  
0% of the share capital;  
1
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.  
the amounts set by the Shareholders’ Meeting to fund reserves for  
which it determines the allocation or use; and  
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.  
Dividends that have not been claimed at the end of a 5-year period  
are forfeited to the French State.  
7
.2.5 Amending shareholders’ rights  
Any amendment to the bylaws 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.  
7
.2.6 Shareholders’ Meetings  
Refer to point 4.4.3 in chapter 4 for the terms and conditions of the notice and admission to Shareholders’ meetings.  
7
.2.7 Identification of the holders of bearer shares  
In accordance with Article 9 of its bylaws, TOTAL S.A. 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.  
7
.2.8 Thresholds to be declared according to the bylaws  
Any individual or entity who directly or indirectly acquires  
a
voting rights at Shareholders’ Meetings if, at a Shareholders’ 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.  
percentage of the share capital, voting rights or rights giving future  
access to the share capital of the Company that is equal to or greater  
than 1%, or a multiple of this percentage, is required to notify the  
Company within 15 days by registered mail with return receipt  
requested, and declare the number of securities held.  
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 thresholds mentioned in the  
first paragraph.  
In case the shares above these thresholds are not declared, as  
specified in the preceding paragraph, any shares held in excess of,  
the threshold that should have been declared will be deprived of  
7
.2.9 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 bylaws, charter, or internal regulations provide for  
more stringent conditions than the law governing changes in the  
Company’s share capital.  
The French Commercial Code stipulates that shareholders hold, in  
proportion to their number of shares, a preemptive subscription right to  
shares issued for cash to increase the share capital. The Extraordinary  
Shareholders’ Meeting can decide, under the conditions provided for  
by law, to remove this preemptive subscription right.  
2
30  
REGISTRATION DOCUMENT 2017  
 
GENERAL INFORMATION  
Historical financial information and additional information  
7
.3 Historical financial information  
and additional information  
7
.3.1 2017, 2016 and 2015 Consolidated Financial Statements  
The Consolidated Financial Statements of TOTAL S.A. for the years  
ended December 31, 2017, 2016 and 2015 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.  
7
.3.2 Statutory financial statements of TOTAL S.A.  
The statutory financial statements of TOTAL S.A. as parent company,  
for the years ended December 31, 2017, 2016 and 2015 were  
prepared in accordance with applicable French accounting  
standards.  
7
.3.3 Audit of the historical financial information  
The Consolidated Financial Statements for the fiscal year 2017  
presented in chapter 8 of this Registration Document were certified  
by the Company’s statutory auditors. A translation into English for  
information purposes only of the statutory auditors’ report on the  
Consolidated Financial Statements is provided in point 8.1 of  
chapter 8.  
Pursuant to Article 28 of EC Regulation 809/2004 dated April 29, 2004,  
the following are incorporated by reference in this Registration  
Document:  
▪
the statutory and Consolidated Financial Statements for fiscal year  
016, together with the statutory auditors’ reports on the statutory  
2
and Consolidated Financial Statements presented on pages 208  
and 349 of the French version of the Registration Document for  
fiscal year 2016 which was filed with the French Financial Markets  
Authority on March 17, 2017 (and a translation for information  
purposes only is reproduced on pages 206 and 347 of the English  
version of such Registration Document); and  
The statutory financial statements of TOTAL S.A. as parent company  
for the fiscal year 2017 presented in chapter 10 of this Registration  
Document were also certified by the Company’s statutory auditors.  
A translation into English for information purposes only of the  
statutory auditors’ report on the 2017 parent company financial  
statements is provided in point 10.1 of chapter 10.  
7
▪
the statutory and Consolidated Financial Statements for fiscal year  
2
015, together with the statutory auditors’ reports on the statutory  
and Consolidated Financial Statements presented on pages 194  
and 335 of the French version of the Registration Document for  
fiscal year 2015 which was filed with the French Financial Markets  
Authority on March 16, 2016 (and a translation for information  
purposes only is reproduced on pages 188 and 329 of the English  
version of such Registration Document).  
7
.3.4 Additional information  
Financial information other than that contained in chapters 8 or 10 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, this  
additional information is based on internal Company data.  
Company’s statutory auditors. This additional information 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 NYSE.  
In particular, the supplemental oil and gas information provided in  
chapter 9 of this Registration Document is not extracted from the  
audited financial statements of the issuer and was not audited by the  
This Registration Document does not include profit forecasts or  
estimates, under the meaning given to such terms by EC Regulation  
809/2004 dated April 29, 2004, for the period after December 31, 2017.  
REGISTRATION DOCUMENT 2017  
231  
 
GENERAL INFORMATION  
7
2
32  
REGISTRATION DOCUMENT 2017  
8
CONSOLIDATED FINANCIAL STATEMENTS  
8.1 Statutory auditors' report on the Consolidated Financial  
Statements  
234  
238  
239  
240  
241  
8
8
8
8
8
.2 Consolidated statement of income  
.3 Consolidated statement of comprehensive income  
.4 Consolidated balance sheet  
.5 Consolidated statement of cash flow  
.6 Consolidated statement of changes in shareholders’  
equity  
242  
243  
8.7 Notes to the Consolidated Financial Statements  
REGISTRATION DOCUMENT 2017  
233  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Statutory auditors' report on the Consolidated Financial Statements  
8
.1 Statutory auditors' report on the Consolidated  
Financial Statements  
This is a translation into English of the statutory auditors’ report on the consolidated financial statements of the Company issued in French and it  
is provided solely for the convenience of English speaking users.  
This statutory auditors’ report includes information required by European regulation and French law, such as information about the appointment  
of the statutory auditors or verification of the information concerning the Group presented in the management report.  
This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in  
France.  
To the Annual General Meeting of TOTAL S.A.,  
Opinion  
In compliance with the engagement entrusted to us by your annual general meeting, we have audited the accompanying consolidated financial  
statements of TOTAL S.A. for the year ended December 31, 2017.  
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, 2017 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.  
The audit opinion expressed above is consistent with our report to the Audit Committee.  
Basis for Opinion  
Audit Framework  
We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is  
sufficient and appropriate to provide a basis for our opinion.  
Our responsibilities under those standards are further described in the Statutory Auditors’ Responsibilities for the Audit of the Consolidated  
Financial Statements section of our report.  
Independence  
st  
We conducted our audit engagement in compliance with independence rules applicable to us, for the period from January 1 , 2017 to the date  
of our report and specifically we did not provide any prohibited non-audit services referred to in Article 5(1) of Regulation (EU) No 537/2014 or in  
the French Code of Ethics (Code de déontologie) for statutory auditors.  
Justification of Assessments – Key Audit Matters  
In accordance with the requirements of Articles L.823-9 and R.823-7 of the French Commercial Code (Code de commerce) relating to the  
justification of our assessments, we inform you of the key audit matters relating to risks of material misstatement that, in our professional  
judgment, were of most significance in our audit of the consolidated financial statements of the current period, as well as how we addressed  
those risks.  
These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion  
thereon, and we do not provide a separate opinion on specific items of the consolidated financial statements.  
Impairment testing of Exploration & Production non-current assets  
Identified risk  
Our response  
At December 31, 2017, the non-current assets of the Exploration &  
Production segment mainly comprised property, plant and  
equipment, and intangible assets.  
Our work entailed analyzing whether there was an indication of  
impairment for certain CGUs, assessing the methods used to  
implement the impairment tests, and analyzing the valuation model  
and level of testing, as decided by the Executive Committee.  
The carrying amount of these assets totaled 104 billion US dollars,  
corresponding to 43% of Group assets. They mainly include  
exploration wells, mining rights and hydrocarbon production assets  
for Exploration & Production.  
We also analyzed the key assumptions used to determine the  
recoverable amount of the related assets;  
▪
▪
the hydrocarbon pricing scenarios used by the Group were  
assessed based on data from reports issued by independent  
experts;  
The Group performs impairment tests on these assets. The testing  
methods are described in Note 3.D of the consolidated financial  
statements.  
we performed an independent re-calculation of the discount rate  
used for future cash flows, which we cross checked with the rates  
calculated by leading financial analysts.  
2
34  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Statutory auditors' report on the Consolidated Financial Statements  
Identified risk  
Our response  
We considered the measurement of Exploration  
&
Production  
The information and assumptions used to determine the recoverable  
amount were also analyzed to assess their consistency with the  
budgets and forecasts prepared by Management and presented to  
the Board of Directors, and during interviews with members of the  
Executive Committee.  
non-current assets to be a key audit matter, due to the materiality of  
these assets in the Group’s financial statements, and also because  
calculating their recoverable amount based on discounted future  
cash flows requires the use of assumptions, estimates and significant  
assessments by Management, as stated in Note 3.D to the  
consolidated financial statements.  
In addition, we analyzed the data underlying the future cash flows  
taken into account to determine the recoverable amount of all assets  
of the CGUs that are at risk of impairment:  
Specifically, continued low prices for hydrocarbons would adversely  
affect Group net income and could significantly impact the  
recoverable amount of Exploration & Production segment assets.  
▪
oil production profiles were cross checked with the probable  
reserves established as part of internal Group procedures;  
Management assesses the recoverable amount of Exploration &  
Production property, plant and equipment and intangible assets  
based on the cash-generating unit “CGU” that includes all the  
hydrocarbon sites and industrial assets involved in the production,  
processing and extraction of hydrocarbons. The recoverable amount  
has been measured for each CGU, based on the economic business  
environment and Executive Management’s operating plans.  
▪
assumptions of future operating costs and capital expenditure  
required to complete production assets were compared with the  
budget and the long-term plan approved by Management;  
▪
▪
asset-specific risks were assessed according to geographic  
location and oil deposit maturity;  
we assessed the consistency of the tax rates used with applicable  
tax schemes and the oil agreements in place.  
The main assumptions used by Management to measure the  
recoverable amount include the following (as stated in the  
aforementioned note to the financial statements):  
Finally, we assessed the appropriateness of the information provided  
in Note 3.D – “Asset impairment” to the consolidated financial  
statements.  
▪
▪
▪
▪
▪
the future price of hydrocarbons,  
operating costs,  
estimates of hydrocarbon reserves,  
future production volumes and sales,  
the after-tax discount rate.  
Effect of estimated proved and proved developed hydrocarbon reserves on the recognition of  
Exploration & Production assets  
Identified risk  
Our response  
8
Proved reserves are those quantities of oil and gas which, by analysis  
of geoscience and engineering data, can be estimated with  
reasonable certainty to be commercially recoverable, prior to the time  
at which the contracts giving the right to operate expire, unless  
evidence indicates that renewal is reasonably certain.  
The work performed entailed the following:  
▪
gaining an understanding of the procedures and internal control  
system implemented by the Group to determine its hydrocarbon  
reserves;  
▪
▪
testing the qualifications of the Group’s petroleum engineers  
responsible for estimating reserves, using sampling techniques;  
Proved reserves and proved developed reserves, which are  
estimated by the Group’s petroleum engineers in accordance with  
industry best practice and Securities and Exchange Commission  
analyzing year-on-year, end-of-period changes in proved and  
proved developed reserves, in order to focus our work on the  
period’s main changes;  
(SEC) rules (as set forth in the Note to the consolidated financial  
statements entitled “Major judgments and accounting estimates”),  
change according to production, and the price of hydrocarbons.  
▪
▪
reconciling actual production with expected production;  
We considered the effect of estimates of proved and proved  
developed hydrocarbon reserves to be a key audit matter for the  
following reasons:  
analyzing the assumptions used by the Group to determine the  
quantities of recoverable reserves prior to the time at which the  
contracts giving the right to operate expire, and where appropriate,  
examining the reasons leading the Group to believe that the  
renewal of an operating agreement is reasonably certain, to  
estimate proved and proved developed reserves by also taking into  
account gas sales agreements;  
▪
▪
These estimates are an essential part of accounting for the  
Group’s oil activities, particularly with regard to recognizing  
exploration expenses using the "successful efforts" method and  
determining the depreciation rate for Exploration and Production  
property, plant and equipment (outlined respectively in Notes 7.1  
and 7.2 to the consolidated financial statements).  
▪
assessing the Group’s application of the provisions under SEC  
rules, particularly with regard to the average annual reference  
prices used to measure the value of proved and proved developed  
reserves.  
These estimates are inherently uncertain given the geoscience and  
engineering data used to determine deposit quantities. They are  
also complex due to the contractual arrangements that determine  
TOTAL’s share of the reserves.  
REGISTRATION DOCUMENT 2017  
235  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Statutory auditors' report on the Consolidated Financial Statements  
Verification of the information pertaining to the Group presented in the Management Report  
As required by law we have also verified in accordance with professional standards applicable in France the information pertaining to the Group  
presented in the management report of the Board of Directors.  
We have no matters to report as to its fair presentation and its consistency with the consolidated financial statements.  
Report on other legal and regulatory requirements  
Appointment of the statutory auditors  
We were appointed as statutory auditors of TOTAL S.A. by the annual general meeting held on May 13, 1998 for KPMG S.A. (replacing CCAS,  
appointed in 1986, firm acquired by KPMG S.A. in 1997) and on May 14, 2004 for ERNST & YOUNG Audit.  
th  
th  
As at December 31, 2017, KPMG S.A. was in the 20 year of total uninterrupted engagement and ERNST & YOUNG Audit in the 14 year.  
Responsibilities of Management and those charged with governance for the consolidated financial  
statements  
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with International  
Financial Reporting Standards as adopted by the European Union and for such internal control as management determines is necessary to  
enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.  
In preparing the consolidated financial statements, management is responsible for assessing the Company’s ability to continue as a going  
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless it is expected to  
liquidate the Company or to cease operations.  
The Audit Committee is responsible for monitoring the financial reporting process and the effectiveness of internal control and risks management  
systems and where applicable, its internal audit, regarding the accounting and financial reporting procedures.  
The consolidated financial statements were approved by the Board of Directors.  
Statutory auditors’ responsibilities for the audit of the consolidated financial statements  
Objectives and audit approach  
Our role is to issue a report on the consolidated financial statements. Our objective is to obtain reasonable assurance about whether the  
consolidated financial statements as a whole are free from material misstatement. Reasonable assurance is a high level of assurance, but is not  
a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists.  
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to  
influence the economic decisions of users taken on the basis of these consolidated financial statements.  
As specified in Article L.823-10-1 of the French Commercial Code (Code de commerce), our statutory audit does not include assurance on the  
viability of the Company or the quality of management of the affairs of the Company.  
As part of an audit conducted in accordance with professional standards applicable in France, the statutory auditor exercises professional  
judgment throughout the audit and furthermore:  
▪
Identifies and assesses the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, designs and  
performs audit procedures responsive to those risks, and obtains audit evidence considered to be sufficient and appropriate to provide a  
basis for his opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud  
may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.  
▪
▪
▪
Obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the  
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control.  
Evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by  
management in the consolidated financial statements.  
Assesses the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained,  
whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a  
going concern. This assessment is based on the audit evidence obtained up to the date of his audit report. However, future events or  
conditions may cause the Company to cease to continue as a going concern. If the statutory auditor concludes that a material uncertainty  
exists, there is a requirement to draw attention in the audit report to the related disclosures in the consolidated financial statements or, if such  
disclosures are not provided or inadequate, to modify the opinion expressed therein.  
▪
▪
Evaluates the overall presentation of the consolidated financial statements and assesses whether these statements represent the underlying  
transactions and events in a manner that achieves fair presentation.  
Obtains sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to  
express an opinion on the consolidated financial statements. The statutory auditor is responsible for the direction, supervision and  
performance of the audit of the consolidated financial statements and for the opinion expressed on these consolidated financial statements.  
2
36  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Statutory auditors' report on the Consolidated Financial Statements  
Report to the Audit Committee  
We submit a report to the Audit Committee which includes in particular a description of the scope of the audit and the audit program  
implemented, as well as the results of our audit. We also report, if any, significant deficiencies in internal control regarding the accounting and  
financial reporting procedures that we have identified.  
Our report to the Audit Committee includes the risks of material misstatement that, in our professional judgment, were of most significance in the  
audit of the consolidated financial statements of the current period and which are therefore the key audit matters, that we are required to  
describe in this audit report.  
We also provide the Audit Committee with the declaration provided for in Article 6 of Regulation (EU) N° 537/2014, confirming our independence  
within the meaning of the rules applicable in France such as they are set in particular by Articles L.822-10 to L.822-14 of the French Commercial  
Code (Code de commerce) and in the French Code of Ethics (Code de déontologie) for statutory auditors. Where appropriate, we discuss with  
the Audit Committee the risks that may reasonably be thought to bear on our independence, and the related safeguards.  
Paris-La Défense, March 14, 2018  
The statutory auditors  
French original signed by  
KPMG Audit  
ERNST & YOUNG Audit  
Division of KPMG S.A.  
Jacques-François Lethu  
Partner  
Eric Jacquet  
Yvon Salaün  
Laurent Miannay  
Partner  
Partner  
Partner  
8
REGISTRATION DOCUMENT 2017  
237  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Consolidated statement of income  
8
.2 Consolidated statement of income  
TOTAL  
For the year ended December 31,  
(a)  
(
M$)  
2017  
171,493  
(22,394)  
149,099  
(99,411)  
(24,966)  
(864)  
2016  
149,743  
(21,818)  
127,925  
(83,377)  
(24,302)  
(1,264)  
2015  
165,357  
(21,936)  
143,421  
(96,671)  
(24,345)  
(1,991)  
Sales  
(Notes 3, 4, 5)  
(Notes 3, 5)  
(Notes 3, 5)  
(Note 5)  
Excise taxes  
Revenues from sales  
Purchases, net of inventory variation  
Other operating expenses  
Exploration costs  
(Note 5)  
(Note 5)  
Depreciation, depletion and impairment of tangible assets  
and mineral interests  
(Note 5)  
(Note 6)  
(Note 6)  
(16,103)  
3,811  
(1,034)  
(1,396)  
(138)  
(13,523)  
1,299  
(1,027)  
(1,108)  
4
(17,720)  
3,606  
(1,577)  
(967)  
94  
Other income  
Other expense  
Financial interest on debt  
Financial income and expense from cash & cash equivalents  
Cost of net debt  
(Note 15)  
(Note 6)  
(Note 6)  
(Note 8)  
(Note 11)  
(1,534)  
957  
(1,104)  
971  
(873)  
882  
Other financial income  
Other financial expense  
Net income (loss) from equity affiliates  
Income taxes  
(642)  
(636)  
2,214  
(970)  
6,206  
6,196  
10  
(654)  
2,361  
(1,653)  
4,786  
5,087  
(301)  
2.17  
2,015  
(3,029)  
8,299  
8,631  
(332)  
CONSOLIDATED NET INCOME  
Group share  
Non-controlling interests  
Earnings per share ($)  
3.36  
2.52  
Fully-diluted earnings per share ($)  
3.34  
2.51  
2.16  
(
a) Except for per share amounts.  
2
38  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Consolidated statement of comprehensive income  
8
.3 Consolidated statement of comprehensive income  
TOTAL  
For the year ended December 31,  
(
M$)  
2017  
2016  
2015  
CONSOLIDATED NET INCOME  
Other comprehensive income  
Actuarial gains and losses  
8,299  
6,206  
4,786  
(Note 10)  
(Note 9)  
823  
(390)  
(371)  
55  
557  
(278)  
Tax effect  
Currency translation adjustment generated by the parent company  
9,316  
(1,548)  
(7,268)  
ITEMS NOT POTENTIALLY RECLASSIFIABLE  
TO PROFIT AND LOSS  
9,749  
(2,578)  
7
(1,864)  
(1,098)  
4
(6,989)  
2,456  
9
Currency translation adjustment  
Available for sale financial assets  
Cash flow hedge  
(Note 9)  
(Note 8)  
(Notes 15, 16)  
324  
239  
(185)  
Share of other comprehensive income of equity affiliates,  
net amount  
(Note 8)  
(677)  
-
935  
1
120  
1
Other  
Tax effect  
(100)  
(76)  
53  
ITEMS POTENTIALLY RECLASSIFIABLE TO PROFIT AND LOSS  
TOTAL OTHER COMPREHENSIVE INCOME (NET AMOUNT)  
COMPREHENSIVE INCOME  
(3,024)  
6,725  
15,024  
15,312  
(288)  
5
2,454  
(4,535)  
251  
(1,859)  
4,347  
4,336  
11  
Group share  
633  
Non-controlling interests  
(Note 9)  
(382)  
8
REGISTRATION DOCUMENT 2017  
239  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Consolidated balance sheet  
8
.4 Consolidated balance sheet  
OTAL  
ASSETS  
As of December 31,  
(
M$)  
2017  
2016  
2015  
Non-current assets  
Intangible assets, net  
(Notes 4, 7)  
(Notes 4, 7)  
(Note 8)  
14,587  
109,397  
22,103  
1,727  
15,362  
111,971  
20,576  
1,133  
14,549  
109,518  
19,384  
1,241  
Property, plant and equipment, net  
Equity affiliates: investments and loans  
Other investments  
(Note 8)  
Non-current financial assets  
Deferred income taxes  
(Note 15)  
(Note 11)  
(Note 6)  
679  
908  
1,219  
5,206  
4,368  
3,982  
Other non-current assets  
TOTAL NON-CURRENT ASSETS  
Current assets  
3,984  
4,143  
4,355  
157,683  
158,461  
154,248  
Inventories, net  
(Note 5)  
(Note 5)  
(Note 5)  
(Note 15)  
(Note 15)  
(Note 2)  
16,520  
14,893  
14,210  
3,393  
15,247  
12,213  
14,835  
4,548  
13,116  
10,629  
15,843  
6,190  
Accounts receivable, net  
Other current assets  
Current financial assets  
Cash and cash equivalents  
Assets classified as held for sale  
TOTAL CURRENT ASSETS  
TOTAL ASSETS  
33,185  
2,747  
24,597  
1,077  
23,269  
1,189  
84,948  
242,631  
72,517  
230,978  
70,236  
224,484  
LIABILITIES & SHAREHOLDERS’ EQUITY  
As of December 31,  
(
M$)  
2017  
2016  
2015  
Shareholders’ equity  
Common shares  
7,882  
112,040  
(7,908)  
(458)  
7,604  
105,547  
(13,871)  
(600)  
7,670  
101,528  
(12,119)  
(4,585)  
92,494  
2,915  
Paid-in surplus and retained earnings  
Currency translation adjustment  
Treasury shares  
TOTAL SHAREHOLDERS’ EQUITY – GROUP SHARE  
Non-controlling interests  
TOTAL SHAREHOLDERS’ EQUITY  
Non-current liabilities  
(Note 9)  
111,556  
2,481  
98,680  
2,894  
114,037  
101,574  
95,409  
Deferred income taxes  
(Note 11)  
(Note 10)  
(Note 12)  
(Note 15)  
10,828  
3,735  
11,060  
3,746  
12,360  
3,774  
Employee benefits  
Provisions and other non-current liabilities  
Non-current financial debt  
TOTAL NON-CURRENT LIABILITIES  
Current liabilities  
15,986  
41,340  
71,889  
16,846  
43,067  
74,719  
17,502  
44,464  
78,100  
Accounts payable  
26,479  
17,779  
11,096  
245  
23,227  
16,720  
13,920  
327  
20,928  
16,884  
12,488  
171  
Other creditors and accrued liabilities  
Current borrowings  
(Note 5)  
(Note 15)  
(Note 15)  
Other current financial liabilities  
Liabilities directly associated with the assets classified  
as held for sale  
(Note 2)  
1,106  
56,705  
491  
54,685  
504  
50,975  
TOTAL CURRENT LIABILITIES  
TOTAL LIABILITIES & SHAREHOLDERS’ EQUITY  
242,631  
230,978  
224,484  
2
40  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Consolidated statement of cash flow  
8
.5 Consolidated statement of cash flow  
TOTAL  
For the year ended December 31,  
(
M$)  
2017  
2016  
2015  
CASH FLOW FROM OPERATING ACTIVITIES  
Consolidated net income  
8,299  
16,611  
(384)  
6,206  
14,423  
(1,559)  
(263)  
4,786  
19,334  
(2,563)  
(2,459)  
(311)  
Depreciation, depletion, amortization and impairment  
Non-current liabilities, valuation allowances, and deferred taxes  
(Note 5.3)  
(Note 5.5)  
(
Gains) losses on disposals of assets  
Undistributed affiliates’ equity earnings  
Increase) decrease in working capital  
(2,598)  
42  
(643)  
(
(Note 5.5)  
(Note 7)  
827  
(1,119)  
(524)  
1,683  
Other changes, net  
(478)  
(524)  
CASH FLOW FROM OPERATING ACTIVITIES  
CASH FLOW USED IN INVESTING ACTIVITIES  
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  
22,319  
16,521  
19,946  
(13,767)  
(800)  
(18,106)  
(1,123)  
(180)  
(25,132)  
(128)  
(1,368)  
(961)  
(513)  
(1,121)  
(20,530)  
(2,260)  
(28,033)  
Total expenditures  
(16,896)  
Proceeds from disposals of intangible assets and property, plant  
and equipment  
1,036  
2,909  
1,462  
270  
2,623  
2,508  
Proceeds from disposals of subsidiaries, net of cash sold  
Proceeds from disposals of non-current investments  
Repayment of non-current loans  
294  
132  
837  
1,025  
1,013  
2,877  
(17,653)  
1,616  
Total divestments  
5,264  
7,584  
CASH FLOW USED IN INVESTING ACTIVITIES  
CASH FLOW FROM FINANCING ACTIVITIES  
Issuance (repayment) of shares:  
(11,632)  
(20,449)  
▪
Parent company shareholders  
Treasury shares  
519  
-
100  
-
485  
▪
(237)  
8
Dividends paid:  
▪
Parent company shareholders  
Non-controlling interests  
(2,643)  
(141)  
-
(2,661)  
(93)  
(2,845)  
(100)  
5,616  
-
▪
Issuance of perpetual subordinated notes  
(Note 9)  
(Note 9)  
4,711  
(133)  
Payments on perpetual subordinated notes  
(276)  
(4)  
Other transactions with non-controlling interests  
Net issuance (repayment) of non-current debt  
Increase (decrease) in current borrowings  
(104)  
89  
(Note 15)  
2,277  
(7,175)  
1,903  
(5,540)  
3,576  
(3,260)  
1,396  
3,532  
4,166  
(597)  
(5,517)  
1,060  
Increase (decrease) in current financial assets and liabilities  
CASH FLOW FROM/(USED IN) FINANCING ACTIVITIES  
NET INCREASE (DECREASE) IN CASH  
AND CASH EQUIVALENTS  
5,147  
3,441  
2,400  
(1,072)  
23,269  
557  
(2,469)  
25,181  
Effect of exchange rates  
Cash and cash equivalents at the beginning of the period  
24,597  
CASH AND CASH EQUIVALENTS  
AT THE END OF THE PERIOD  
(Note 15)  
33,185  
24,597  
23,269  
REGISTRATION DOCUMENT 2017  
241  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Consolidated statement of changes in shareholders’ equity  
8
.6 Consolidated statement of changes in shareholders’  
equity  
TOTAL  
Common shares issued  
Number Amount  
Paid-in  
surplus and  
retained translation  
earnings adjustment  
Treasury shares  
Currency  
Shareholders’  
Non-  
Total  
equity –controlling shareholders’  
(
M$)  
Number Amount Group share interests  
equity  
AS OF JANUARY 1, 2015  
Net income 2015  
2,385,267,525  
7,518  
94,646  
5,087  
185  
(7,480) (109,361,413) (4,354)  
90,330  
5,087  
(4,454)  
633  
3,201  
93,531  
4,786  
(4,535)  
251  
-
-
-
-
-
(301)  
Other comprehensive income  
Comprehensive income  
Dividend  
-
-
(4,639)  
-
-
(81)  
-
-
5,272  
(6,303)  
2,159  
-
(4,639)  
-
-
(382)  
-
-
-
-
-
-
-
-
-
-
(6,303)  
2,311  
(237)  
-
(100)  
(6,403)  
2,311  
(237)  
-
Issuance of common shares  
54,790,358  
152  
-
-
-
-
-
-
-
Purchase of treasury shares  
-
-
-
-
-
-
-
-
(4,711,935)  
(237)  
(a)  
Sale of treasury shares  
(6)  
105,590  
6
-
Share-based payments  
Share cancellation  
101  
-
-
101  
101  
-
-
-
-
Issuance of perpetual subordinated  
notes  
-
-
-
-
5,616  
(114)  
-
-
-
-
-
-
5,616  
(114)  
-
-
5,616  
(114)  
Payments on perpetual  
subordinated notes  
Other operations with non-controlling  
interests  
-
-
-
23  
-
-
-
-
-
-
23  
134  
64  
87  
266  
Other items  
-
134  
132  
AS OF DECEMBER 31, 2015  
Net income 2016  
2,440,057,883  
7,670 101,528  
(12,119) (113,967,758) (4,585)  
92,494  
6,196  
(1,860)  
4,336  
(6,512)  
3,804  
-
2,915  
95,409  
6,206  
(1,859)  
4,347  
(6,605)  
3,804  
-
-
-
6,196  
(108)  
6,088  
(6,512)  
3,553  
-
-
-
-
10  
Other comprehensive income  
Comprehensive income  
Dividend  
-
-
(1,752)  
-
-
1
-
-
(1,752)  
-
-
11  
-
-
-
-
-
-
-
-
-
-
(93)  
Issuance of common shares  
Purchase of treasury shares  
90,639,247  
251  
-
-
-
-
-
-
-
-
-
-
-
3,048,668  
-
(a)  
Sale of treasury shares  
-
-
-
-
(163)  
112  
163  
-
-
-
Share-based payments  
Share cancellation  
112  
112  
(100,331,268)  
(317)  
(3,505)  
100,331,268  
3,822  
-
-
Issuance of perpetual subordinated  
notes  
-
-
-
-
4,711  
(203)  
-
-
-
-
-
-
4,711  
(203)  
-
-
4,711  
(203)  
Payments on perpetual  
subordinated notes  
Other operations with non-controlling  
interests  
-
-
-
(98)  
36  
-
-
-
-
-
(98)  
36  
(43)  
(141)  
140  
Other items  
-
-
104  
AS OF DECEMBER 31, 2016  
Net income 2017  
2,430,365,862  
7,604 105,547  
(13,871) (10,587,822)  
(600)  
98,680  
8,631  
6,681  
15,312  
(6,992)  
4,709  
-
2,894  
101,574  
8,299  
6,725  
15,024  
(7,133)  
4,709  
-
-
-
8,631  
718  
-
-
-
(332)  
Other comprehensive income  
Comprehensive income  
Dividend  
-
-
5,963  
-
-
44  
-
-
9,349  
(6,992)  
4,431  
-
5,963  
-
-
(288)  
-
-
-
-
-
-
-
-
-
-
(141)  
Issuance of common shares  
98,623,754  
278  
-
-
-
-
-
-
-
Purchase of treasury shares  
-
-
-
-
-
-
-
-
-
-
142  
-
(a)  
Sale of treasury shares  
(142)  
151  
2,211,066  
-
-
Share-based payments  
Share cancellation  
-
-
151  
151  
-
-
-
-
Issuance of perpetual subordinated  
notes  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Payments on perpetual  
subordinated notes  
(302)  
(302)  
(302)  
Other operations with non-controlling  
interests  
-
-
-
(8)  
6
-
-
-
-
-
-
(8)  
6
4
12  
(4)  
18  
Other items  
-
AS OF DECEMBER 31, 2017  
2,528,989,616  
7,882 112,040  
(7,908) (8,376,756)  
(458)  
111,556  
2,481  
114,037  
(
a) Treasury shares related to the restricted stock grants.  
Changes in equity are detailed in Note 9.  
2
42  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Notes to the Consolidated Financial Statements  
8
.7 Notes to the Consolidated Financial Statements  
On February 7, 2018, the Board of Directors established and authorized the publication of the Consolidated Financial Statements of TOTAL S.A.  
for the year ended December 31, 2017, which will be submitted for approval to the Shareholders’ Meeting to be held on June 1, 2018.  
Basis of preparation of the Consolidated Financial  
Statements  
NOTE 9 Shareholders’ equity and share-based  
244  
244  
payments  
277  
Major judgments and accounting estimates  
NOTE 10 Payroll, staff and employee benefits  
Judgments in case of transactions not addressed  
by any accounting standard or interpretation  
obligations  
287  
291  
245  
NOTE 11 Income taxes  
NOTE 1 General accounting policies  
NOTE 2 Changes in the Group structure  
NOTE 3 Business segment information  
245  
246  
247  
NOTE 12 Provisions and other non-current  
liabilities  
293  
296  
NOTE 13 Off Balance sheet commitments and  
lease contracts  
NOTE 4 Segment Information by geographical  
area  
259  
NOTE 14 Financial assets and liabilities analysis  
per instrument class and strategy  
300  
303  
NOTE 5 Main items related to operating activities 260  
NOTE 15 Financial structure and financial costs  
NOTE 6 Other items from operating activities  
265  
267  
NOTE 16 Financial instruments related to  
NOTE 7 Intangible and tangible assets  
commodity contracts  
319  
323  
324  
NOTE 8 Equity affiliates, other investments  
and related parties  
271  
NOTE 17 Post closing events  
NOTE 18 Consolidation scope  
8
REGISTRATION DOCUMENT 2017  
243  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements  
Basis of preparation of the Consolidated Financial Statements  
The Consolidated Financial Statements of TOTAL S.A. and its  
subsidiaries (the Group) are presented in U.S. dollars 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, 2017.  
The accounting policies and principles applied in the Consolidated  
Financial Statements as of December 31, 2017 were the same as  
those that were used as of December 31, 2016 except for standards,  
amendments and interpretations of IFRS which were mandatory for  
the periods beginning after January 1, 2017 (and not early adopted).  
Their application did not have a significant impact on the financial  
statements as of December 31, 2017.  
Major judgments and accounting estimates  
The preparation of financial statements in accordance with IFRS for  
the closing as of December 31, 2017 requires the executive  
management to make estimates, assumptions and judgments that  
affect the information reported in the Consolidated Financial  
Statements and the Notes thereto.  
Impairment of assets  
As part of the determination of the recoverable value of assets for  
impairment (IAS 36), the estimates, assumptions and judgments  
mainly concern hydrocarbon prices scenarios, operating costs,  
production volumes and oil and gas proved reserves, refining margins  
and product marketing conditions (mainly petroleum, petrochemical  
and chemical products as well as solar industry products). The  
estimates and assumptions used by the executive management are  
determined in specialized internal departments in light of economic  
conditions and external expert analysis. The discount rate is reviewed  
annually.  
These estimates, assumptions and judgments are based on historical  
experience and other factors believed to be reasonable at the date of  
preparation of the financial statements. They are reviewed on an  
on-going basis by management and therefore could be revised as  
circumstances change or as a result of new information.  
Different estimates, assumptions and judgments could significantly  
affect the information reported, and actual results may differ from the  
amounts included in the Consolidated Financial Statements and the  
Asset impairment and the method applied are described in Note 3 –  
Business segment information.  
Notes thereto.  
The following summary provides further information about the key  
estimates, assumptions and judgments that are involved in preparing  
the Consolidated Financial Statements and the Notes thereto. It  
should be read in conjunction with the sections of the Notes  
mentioned in the summary.  
Employee benefits  
The benefit obligations and plan assets can be subject to significant  
volatility due in part to changes in market values and actuarial  
assumptions. These assumptions vary between different pension  
plans and thus take into account local conditions. They are  
determined following a formal process involving expertise and Group  
internal judgments, in financial and actuarial terms, and also in  
consultation with actuaries and independent experts.  
Estimation of hydrocarbon reserves  
The estimation of oil and gas reserves is a key factor in the  
Successful Efforts method used by the Group to account for its oil  
and gas activities.  
The assumptions for each plan are reviewed annually and adjusted if  
necessary to reflect changes from the experience and actuarial  
advices.  
The Group’s oil and gas reserves are estimated by the Group’s  
petroleum engineers in accordance with industry standards and SEC  
Payroll, staff and employee benefits obligations and the method  
applied are described in Note 10 – Payroll, staff and employee  
benefits obligations.  
(U.S. Securities and Exchange Commission) regulations.  
Proved oil and gas reserves are those quantities of oil and gas,  
which, by analysis of geosciences and engineering data, can be  
determined with reasonable certainty to be recoverable (from a given  
date forward, from known reservoirs, and under existing economic  
conditions, operating methods, and government regulations), prior to  
the time at which contracts providing the rights to operate expire,  
unless evidence indicates that renewal is reasonably certain,  
regardless of whether deterministic or probabilistic methods are used  
for the estimation.  
Asset retirement obligations  
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.  
This estimate is based on information available in terms of costs and  
work program. It is regularly reviewed to take into account the  
changes in laws and regulations, the estimates of reserves and  
production, the analysis of site conditions and technologies.  
Proved oil and gas reserves 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 Group reassesses its  
oil and gas reserves at least once a year on all its properties.  
The discount rate is reviewed annually.  
Asset retirement obligations and the method used are described in  
Note 12 – Provisions and other non-current liabilities.  
The Successful Efforts method and the mineral interests and property  
and equipment of exploration and production are presented in Note 7  
–
Intangible and tangible assets.  
2
44  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Note 1 – Notes to the Consolidated Financial Statements  
assess the impact of new events on the value of these assets and  
including changes in estimates of future taxable profits and the  
deadlines for their use.  
Income Taxes  
A tax liability is recognized when a future payment, in application of a  
tax regulation, is considered probable and can be reasonably  
estimated. The exercise of judgment is required to assess the impact  
of new events on the amount of the liability.  
In addition, these tax positions may depend on interpretations of tax  
laws and regulations in the countries where the Group operates.  
These interpretations may have uncertain nature. Depending on the  
circumstances, they are final only after negotiations or resolution of  
disputes with authorities that can last several years.  
Deferred tax assets are recognized in the accounts to the extent that  
their recovery is considered probable. The amount of these assets is  
determined based on taxable profits existing at the closing date and  
future taxable profits which estimation is inherently uncertain and  
subject to change over time. The exercise of judgment is required to  
Incomes taxes and the accounting methods are described in Note 11  
–
Income taxes.  
Judgments in case of transactions not addressed by any accounting standard  
or interpretation  
Furthermore, when 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 provide information consistent with the general IFRS  
concepts: faithful representation, relevance and materiality.  
NOTE 1  
General accounting policies  
elements of the assets and liabilities. After having completed such  
additional analysis, any badwill is recorded as income.  
1
A)  
Accounting policies  
Principles of consolidation  
Non-controlling interests are measured either at their proportionate  
share in the net assets of the acquired company or at fair value.  
Entities that are directly controlled by the parent company or  
indirectly controlled by other consolidated entities are fully  
consolidated.  
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.  
Investments in joint ventures are consolidated under the equity  
method. The Group accounts for joint operations by recognizing its  
share of assets, liabilities, income and expenses.  
C)  
Foreign currency translation  
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  
The presentation currency of the Group’s Consolidated Financial  
Statements is the US dollar. However the functional currency of the  
parent company is the euro. The resulting currency translation  
adjustments are presented on the line “currency translation  
adjustment generated by the parent company” of the consolidated  
statement of comprehensive income, within “items not potentially  
reclassifiable to profit and loss”. In the balance sheet, they are  
recorded in “currency translation adjustment”.  
(
e.g. through subsidiaries), 20% or more of the voting rights.  
8
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.  
All internal balances, transactions and income are eliminated.  
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.  
B)  
Business combinations  
Business combinations are accounted for using the acquisition  
method. This method requires the recognition of the acquired  
identifiable assets and assumed liabilities of the companies acquired  
by the Group at their fair value.  
(i)  
Monetary transactions  
Transactions denominated in 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.  
The value of the purchase price is finalized up to a maximum of one  
year from the acquisition date.  
The acquirer shall recognize goodwill at the acquisition date, being  
the excess of:  
(
ii) Translation of financial statements  
▪
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;  
Assets and liabilities of entities denominated in currencies other than  
dollar are translated into dollar 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.  
▪
Over the fair value at the acquisition date of acquired identifiable  
assets and assumed liabilities.  
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  
REGISTRATION DOCUMENT 2017  
245  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Notes 1 2  
–
In July 2014, the IASB issued standard IFRS 9 “Financial  
Instruments” that includes requirements for the recognition and  
measurement of financial instruments. This standard brings  
together three phases: classification and measurement,  
impairment of financial assets and hedge accounting excluding  
macro-hedging. The standard is applicable for annual periods  
starting on or after January 1, 2018. The impacts related to the  
application of this standard are currently the subject of analytical  
work, in particular on the depreciation of financial assets issue.  
The expected impacts are not significant for the Group. The  
Group will not restate the comparative information and will  
present the impacts related to the first application in opening  
equity at January 1, 2018.  
1
.2  
Significant accounting policies applicable in  
the future  
The standards or interpretations published respectively by the  
International Accounting Standards Board (IASB) and the International  
Financial Reporting Standards Interpretations Committee (IFRS IC)  
which were not yet in effect at December 31, 2017, are as follows:  
▪
Standards adopted by the European Union at December 31,  
2
017  
–
In May 2014, the IASB issued standard IFRS 15 “Revenue from  
contracts with customers” that includes requirements for the  
recognition of revenue from contracts with customers. The  
standard is applicable for annual periods starting on or after  
January 1, 2018. An analysis was performed at Group level in  
order to evaluate the impacts of the standard. Main issues  
analyzed are related to take or pay, incoterms, excise duties,  
principal vs agent considerations, variable price adjustment  
clause. Impact of the standard is expected to be not significant  
for the Group. The Group will apply the partial retrospective  
method: comparative information will not be restated and the  
cumulative impact of the first application will be presented as an  
adjustment to opening equity at January 1, 2018.  
–
In January 2016, the IASB issued standard IFRS 16 “Leases”,  
which sets out the principles for recognition of leases  
contracts. The standard is applicable for annual periods  
starting on or after January 1, 2019. The working group, set up  
to evaluate the impacts of the application of this standard and  
to manage the transition, proceeded to the inventory of existing  
leases as of December 31, 2016. Analysis and quantification of  
expected impacts across the Group will continue in 2018 on  
the basis of the contracts as at December 31, 2017. At this  
stage the transition method has not yet been decided.  
NOTE 2  
Changes in the Group structure  
2
.1  
Main acquisitions and divestments  
2.2  
Divestment projects  
In 2017, the main changes in the Group structure were as follows:  
◗
ACCOUNTING POLICIES  
Exploration & Production  
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. Depreciation of assets ceases from the date of  
classification in “Non-current assets held for sale”.  
▪
▪
In October 2017, TOTAL finalized the sale to Perenco of its  
interests and the transfer of operatorship in various mature assets  
in Gabon.  
In November 2017, TOTAL finalized the sale to Kuwait Foreign  
Petroleum Exploration Company (KUFPEC) of its remaining 15%  
interest in the Gina Krog field in Norway.  
Exploration & Production  
▪
On November 27, 2017, TOTAL has agreed to sell all of its  
interests in the Martin Linge field (51%) and Garantiana discovery  
(40%) on the Norwegian Continental Shelf to Statoil. The  
transaction remains subject to final due diligence and approval  
from the relevant authorities. At December 31, 2017 the assets  
and liabilities have been respectively classified in the consolidated  
balance sheet in “assets classified as held for sale” for an amount  
of $2,581 million and “liabilities directly associated with the assets  
classified as held for sale” for an amount of $1,106 million. The  
assets concerned mainly include tangible assets.  
Gas, Renewables & Power  
▪
In January 2017, TOTAL acquired a 23% interest in the company  
Tellurian to develop an integrated gas project in the United States  
for an amount of $207 million.  
▪
In September 2017, TOTAL signed an agreement with EREN  
Renewable Energy (EREN RE) to acquire an indirect 23% stake by  
subscribing to  
a capital increase of €238 million. As of  
December 31, 2017, TOTAL paid €119 million. The remaining  
portion will be paid in 2018.  
Marketing & Services  
Refining & Chemicals  
▪
On November 3, 2017 TOTAL and Erg have announced the  
signing of an agreement with the Italian Group API to sell the  
TotalErg joint venture (Erg 51%, TOTAL 49%). At December 31,  
▪
On January 31, 2017, TOTAL closed the sale of Atotech to the  
Carlyle Group for an amount of $3.2 billion.  
2
017 the shares have been classified in the consolidated balance  
sheet in “assets classified as held for sale” for an amount of  
166 million. As of January 10, 2018, all required authorizations  
being obtained, the transaction was closed.  
Marketing & Services  
$
▪
On March 28, 2017, TOTAL announced the closing of the  
acquisition of the assets of Gulf Africa Petroleum Corporation in  
Kenya, Uganda and Tanzania.  
2
46  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Note 3
 –
 Notes to the Consolidated Financial Statements  
NOTE 3  
Business segment information  
Description of the business segments  
(iii) Adjusted income  
Financial information by business segment is reported in accordance  
with the internal reporting system. It shows internal segment  
information that is used to manage and measure the performance of  
Total and which is reviewed by the main operational decision-making  
body of the Group, namely the Executive Committee.  
Operating income, net operating income, or net income excluding the  
effect of adjustment items described below.  
(iv) Capital employed  
Non-current assets and working capital, at replacement cost, net of  
deferred income taxes and non-current liabilities.  
The operational profit and assets are broken down by business  
segment prior to the consolidation and inter-segment adjustments.  
(
v) ROACE (Return on Average Capital Employed)  
Sales prices between business segments approximate market prices.  
Ratio of adjusted net operating income to average capital employed  
between the beginning and the end of the period.  
TOTAL has implemented a new organization fully effective since  
January 1, 2017, structured around four following business  
segments:  
Performance indicators excluding the adjustment items, such as  
adjusted income and ROACE are meant to facilitate the analysis of  
the financial performance and the comparison of income between  
periods.  
▪
▪
An Exploration & Production segment;  
A Gas, Renewables & Power segment including downstream Gas  
activities, New Energies activities (excluding biotechnologies) and  
Energy Efficiency division;  
Adjustment items  
▪
▪
A Refining & Chemicals segment constituting a major industrial hub  
comprising the activities of refining, petrochemicals and specialty  
chemicals. This segment also includes the activities of oil Supply,  
Trading and marine Shipping;  
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.  
A Marketing & Services segment including the global activities of  
supply and marketing in the field of petroleum products.  
In addition, the Corporate segment includes holdings operating and  
financial activities.  
Certain figures for the years 2015 and 2016 have been restated in  
order to reflect the new organization with four business segments.  
Definition of the indicators  
(ii) The inventory valuation effect  
(
i)  
Operating income (measure used to evaluate  
operating performance)  
The adjusted results of the Refining & Chemicals and Marketing &  
Services 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 main competitors.  
Revenue from sales after deducting cost of goods sold and inventory  
variations, other operating expenses, exploration expenses and  
depreciation, depletion, and impairment of tangible assets and  
mineral interests.  
8
In the replacement cost method, which approximates the LIFO  
(
Last-In, First-Out) method, the variation of inventory values in the  
Operating income excludes the amortization of intangible assets other  
than mineral interests, currency translation adjustments and gains or  
losses on the disposal of assets.  
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.  
(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, income of equity affiliates,  
capitalized interest expenses), and after income taxes applicable to  
the above.  
(
iii) Effect of changes in fair value  
The effect of changes in fair value presented as adjustment items  
reflects for some transactions differences between internal measure  
of performance used by TOTAL’s management and the accounting  
for these transactions under IFRS.  
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 transactions, internal  
indicators used to measure performance include valuations of trading  
inventories based on forward prices.  
The only income and expense not included in net operating income  
but included in net income Group share are interest expenses related  
to net financial debt, after applicable income taxes (net cost of net  
debt) and non-controlling interests.  
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.  
REGISTRATION DOCUMENT 2017  
247  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 3  
A)  
Information by business segment  
Gas,  
Exploration & Renewables Refining & Marketing &  
For the year ended December 31, 2017  
(
M$)  
Production  
& Power Chemicals  
Services Corporate Intercompany  
Total  
171,493  
-
Non-Group sales  
8,477  
12,854  
1,180  
-
75,505  
26,844  
(3,008)  
99,341  
(94,097)  
74,634  
857  
23  
374  
-
(52,092)  
-
Intersegment sales  
Excise taxes  
22,837  
-
(19,386)  
56,105  
(53,629)  
-
(22,394)  
REVENUES FROM SALES  
Operating expenses  
31,314  
(14,672)  
14,034  
(13,828)  
397  
(52,092) 149,099  
(1,107)  
52,092 (125,241)  
Depreciation, depletion and impairment  
of tangible assets and mineral interests  
(13,850)  
(482)  
(1,074)  
(657)  
(40)  
-
(16,103)  
OPERATING INCOME  
2,792  
(276)  
4,170  
1,819  
(750)  
-
7,755  
Net income (loss) from equity affiliates  
and other items  
1,546  
(2,233)  
2,105  
31  
(140)  
(385)  
2,979  
(944)  
497  
(561)  
54  
540  
-
-
5,107  
(3,338)  
9,524  
(1,225)  
332  
Tax on net operating income  
NET OPERATING INCOME  
Net cost of net debt  
6,205  
1,755  
(156)  
-
Non-controlling interests  
NET INCOME – GROUP SHARE  
8,631  
For the year ended December 31, 2017  
Gas,  
(
a)  
Exploration & Renewables Refining & Marketing &  
(adjustments)  
(
M$)  
Production  
& Power Chemicals  
Services Corporate Intercompany  
Total  
(20)  
-
Non-Group sales  
-
(20)  
-
-
-
-
-
-
-
-
-
Intersegment sales  
Excise taxes  
-
-
-
-
-
-
-
-
-
-
-
REVENUES FROM SALES  
Operating expenses  
(20)  
(389)  
-
-
-
(20)  
(416)  
(119)  
167  
(11)  
(64)  
Depreciation, depletion and impairment  
of tangible assets and mineral interests  
(4,308)  
(291)  
(53)  
(10)  
-
-
(4,662)  
(b)  
Operating income  
(4,427)  
(700)  
114  
(21)  
(64)  
-
(5,098)  
Net income (loss) from equity affiliates  
and other items  
(328)  
875  
(116)  
(54)  
2,177  
124  
102  
(2)  
-
(114)  
(178)  
-
-
1,835  
829  
Tax on net operating income  
(
b)  
Net operating income  
Net cost of net debt  
(3,880)  
(870)  
2,415  
79  
-
(2,434)  
(29)  
Non-controlling interests  
516  
NET INCOME – GROUP SHARE  
(1,947)  
(
(
a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.  
b) Of which inventory valuation effect  
On operating income  
-
-
-
-
344  
298  
13  
(3)  
-
-
On net operating income  
2
48  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 3 – Notes to the Consolidated Financial Statements  
Gas,  
Exploration & Renewables Refining & Marketing &  
For the year ended December 31, 2017  
adjusted)  
(
(
M$)  
Production  
& Power Chemicals  
Services Corporate Intercompany  
Total  
171,513  
-
Non-Group sales  
8,477  
12,874  
1,180  
-
75,505  
26,844  
(3,008)  
99,341  
(94,264)  
74,634  
857  
23  
374  
-
(52,092)  
-
Intersegment sales  
Excise taxes  
22,837  
-
(19,386)  
56,105  
(53,618)  
-
(22,394)  
REVENUES FROM SALES  
Operating expenses  
31,314  
(14,553)  
14,054  
(13,439)  
397  
(52,092) 149,119  
(1,043)  
52,092 (124,825)  
Depreciation, depletion and impairment  
of tangible assets and mineral interests  
(9,542)  
(191)  
(1,021)  
(647)  
(40)  
-
(11,441)  
ADJUSTED OPERATING INCOME  
7,219  
424  
4,056  
1,840  
(686)  
-
12,853  
Net income (loss) from equity affiliates  
and other items  
1,874  
(3,108)  
5,985  
147  
(86)  
485  
802  
(1,068)  
3,790  
395  
(559)  
54  
654  
22  
-
-
3,272  
(4,167)  
11,958  
(1,196)  
(184)  
Tax on net operating income  
ADJUSTED NET OPERATING INCOME  
Net cost of net debt  
1,676  
-
Non-controlling interests  
ADJUSTED NET INCOME – GROUP SHARE  
10,578  
Gas,  
For the year ended December 31, 2017  
Exploration & Renewables Refining & Marketing &  
(
M$)  
Production  
& Power Chemicals  
Services Corporate Intercompany  
Total  
16,896  
5,264  
Total expenditures  
12,802  
797  
73  
1,734  
2,820  
7,440  
1,457  
413  
106  
40  
-
-
-
Total divestments  
1,918  
Cash flow from operating activities  
Balance sheet as of December 31, 2017  
11,459  
993  
2,130  
297  
22,319  
Property, plant and equipment,  
intangible assets, net  
103,639  
16,820  
6,975  
2,873  
835  
10,820  
4,010  
677  
6,253  
438  
399  
-
-
-
-
-
-
123,984  
22,103  
10,917  
1,365  
Investments & loans in equity affiliates  
Other non-current assets  
1,709  
123  
1,060  
792  
496  
Working capital  
3,224  
876  
(3,650)  
(106)  
Provisions and other non-current liabilities  
(24,212)  
(848)  
(3,839)  
(1,544)  
(30,549)  
8
Assets and liabilities classified  
as held for sale  
1,475  
107,921  
-
-
4,692  
-
-
12,544  
(1,499)  
166  
7,165  
(236)  
-
(2,861)  
1
-
-
-
1,641  
129,461  
(1,734)  
CAPITAL EMPLOYED (BALANCE SHEET)  
Less inventory valuation effect  
CAPITAL EMPLOYED (BUSINESS  
SEGMENT INFORMATION)  
107,921  
4,692  
11,045  
6,929  
(2,860)  
-
127,727  
ROACE as a percentage  
6%  
10%  
33%  
26%  
-
-
9%  
REGISTRATION DOCUMENT 2017  
249  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 3  
Gas,  
Exploration & Renewables Refining & Marketing &  
For the year ended December 31, 2016  
(
M$)  
Production  
& Power Chemicals  
Services Corporate Intercompany  
Total  
149,743  
-
Non-Group sales  
7,629  
10,124  
1,009  
-
65,632  
21,467  
(3,544)  
83,555  
(77,562)  
66,351  
744  
7
307  
-
(41,286)  
-
Intersegment sales  
Excise taxes  
17,759  
-
(18,274)  
48,821  
(46,432)  
-
(21,818)  
REVENUES FROM SALES  
Operating expenses  
25,388  
(14,236)  
11,133  
(10,993)  
314  
(41,286) 127,925  
(1,006)  
41,286 (108,943)  
Depreciation, depletion and impairment  
of tangible assets and mineral interests  
(11,583)  
(301)  
(1,002)  
(600)  
(37)  
-
(13,523)  
OPERATING INCOME  
(431)  
(161)  
4,991  
1,789  
(729)  
-
5,459  
Net income (loss) from equity affiliates  
and other items  
1,375  
401  
71  
(4)  
779  
(1,244)  
4,526  
170  
(541)  
426  
164  
-
-
2,821  
(1,224)  
7,056  
(850)  
Tax on net operating income  
NET OPERATING INCOME  
Net cost of net debt  
1,345  
(94)  
1,418  
(139)  
-
Non-controlling interests  
(10)  
NET INCOME – GROUP SHARE  
6,196  
For the year ended December 31, 2016  
Gas,  
(
a)  
Exploration & Renewables Refining & Marketing &  
(adjustments)  
(
M$)  
Production  
& Power Chemicals  
Services Corporate Intercompany  
Total  
(231)  
-
Non-Group sales  
-
(231)  
-
-
-
-
-
-
-
-
-
-
-
-
-
Intersegment sales  
Excise taxes  
-
-
-
-
-
-
-
-
-
-
REVENUES FROM SALES  
Operating expenses  
(231)  
(79)  
-
(231)  
(281)  
(691)  
625  
(136)  
Depreciation, depletion and impairment  
of tangible assets and mineral interests  
(2,089)  
(139)  
-
(1)  
-
-
(2,229)  
(b)  
Operating income  
(2,780)  
(449)  
625  
(137)  
-
-
(2,741)  
Net income (loss) from equity affiliates  
and other items  
(200)  
1,108  
(135)  
51  
(93)  
(201)  
331  
(40)  
36  
(4)  
1
-
-
(472)  
995  
Tax on net operating income  
(
b)  
Net operating income  
Net cost of net debt  
(1,872)  
(533)  
(141)  
(3)  
-
(2,218)  
(23)  
Non-controlling interests  
150  
NET INCOME – GROUP SHARE  
(2,091)  
(
(
a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.  
b) Of which inventory valuation effect  
On operating income  
-
-
-
-
695  
500  
(43)  
(13)  
-
-
On net operating income  
2
50  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 3
 –
 Notes to the Consolidated Financial Statements  
For the year ended December 31, 2016  
adjusted)  
Gas,  
Exploration & Renewables Refining & Marketing &  
(
(
M$)  
Production  
& Power Chemicals  
Services Corporate Intercompany  
Total  
149,974  
-
Non-Group sales  
7,629  
10,355  
1,009  
-
65,632  
21,467  
(3,544)  
83,555  
(78,187)  
66,351  
744  
7
307  
-
(41,286)  
-
Intersegment sales  
Excise taxes  
17,759  
-
(18,274)  
48,821  
(46,296)  
-
(21,818)  
REVENUES FROM SALES  
Operating expenses  
25,388  
(13,545)  
11,364  
(10,914)  
314  
(41,286) 128,156  
(1,006)  
41,286 (108,662)  
Depreciation, depletion and impairment  
of tangible assets and mineral interests  
(9,494)  
(162)  
(1,002)  
(599)  
(37)  
-
(11,294)  
ADJUSTED OPERATING INCOME  
2,349  
288  
4,366  
1,926  
(729)  
-
8,200  
Net income (loss) from equity affiliates  
and other items  
1,575  
(707)  
206  
(55)  
439  
872  
(1,043)  
4,195  
210  
(577)  
430  
163  
-
-
3,293  
(2,219)  
9,274  
(827)  
Tax on net operating income  
ADJUSTED NET OPERATING INCOME  
Net cost of net debt  
3,217  
1,559  
(136)  
-
Non-controlling interests  
(160)  
AJUSTED NET INCOME – GROUP SHARE  
8,287  
Gas,  
Exploration & Renewables Refining & Marketing &  
For the year ended December 31, 2016  
(
M$)  
Production  
16,085  
2,187  
& Power Chemicals  
Services Corporate Intercompany  
Total  
20,530  
2,877  
Total expenditures  
1,221  
166  
1,861  
88  
1,245  
424  
118  
12  
-
-
-
Total divestments  
Cash flow from operating activities  
Balance sheet as of December 31, 2016  
9,010  
538  
4,585  
1,754  
634  
16,521  
Property, plant and equipment,  
intangible assets, net  
109,617  
15,853  
6,835  
2,834  
883  
9,293  
3,303  
568  
5,225  
537  
364  
-
-
-
-
-
-
127,333  
20,576  
9,644  
Investments & loans in equity affiliates  
Other non-current assets  
1,222  
869  
962  
57  
Working capital  
1,451  
2,641  
(3,569)  
701  
(3,314)  
218  
2,348  
Provisions and other non-current liabilities  
(26,139)  
(832)  
(1,330)  
(31,652)  
8
Assets and liabilities classified  
as held for sale  
-
107,617  
-
-
4,976  
-
446  
12,682  
(1,064)  
-
6,095  
(211)  
-
(2,675)  
3
-
-
-
446  
128,695  
(1,272)  
CAPITAL EMPLOYED (BALANCE SHEET)  
Less inventory valuation effect  
Capital Employed  
(
business segment information)  
107,617  
4,976  
11,618  
5,884  
(2,672)  
-
127,423  
ROACE as a percentage  
3%  
9%  
38%  
27%  
-
-
7%  
REGISTRATION DOCUMENT 2017  
251  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 3  
Gas,  
Exploration & Renewables Refining & Marketing &  
For the year ended December 31, 2015  
(
M$)  
Production  
10,297  
18,419  
-
& Power Chemicals  
Services Corporate Intercompany  
Total  
165,357  
-
Non-Group sales  
9,149  
1,246  
-
70,623  
26,794  
(4,107)  
93,310  
(87,674)  
75,282  
911  
6
218  
-
-
(47,588)  
-
Intersegment sales  
Excise taxes  
(17,829)  
58,364  
(56,065)  
(21,936)  
REVENUES FROM SALES  
Operating expenses  
28,716  
(15,725)  
10,395  
(10,265)  
224  
(866)  
(47,588) 143,421  
47,588 (123,007)  
Depreciation, depletion and impairment  
of tangible assets and mineral interests  
(15,660)  
(307)  
(1,092)  
(634)  
(27)  
-
(17,720)  
OPERATING INCOME  
(2,669)  
(177)  
4,544  
1,665  
(669)  
-
2,694  
Net income (loss) from equity affiliates  
and other items  
1,944  
(361)  
(75)  
19  
1,724  
(1,106)  
5,162  
467  
(537)  
558  
172  
61  
-
-
4,618  
(1,813)  
5,499  
(713)  
Tax on net operating income  
NET OPERATING INCOME  
Net cost of net debt  
(1,086)  
(233)  
1,595  
-
Non-controlling interests  
301  
NET INCOME – GROUP SHARE  
5,087  
For the year ended December 31, 2015  
Gas,  
(
a)  
Exploration & Renewables  
Refining & Marketing  
Chemicals & Services Corporate Intercompany  
(adjustments)  
(
M$)  
Production  
& Power  
Total  
(519)  
-
Non-Group sales  
-
(519)  
-
-
-
-
-
-
-
-
-
-
-
-
-
Intersegment sales  
Excise taxes  
-
-
-
-
-
-
-
-
-
-
-
REVENUES FROM SALES  
Operating expenses  
(519)  
(38)  
(519)  
(1,915)  
(559)  
(1,035)  
(283)  
Depreciation, depletion and impairment  
of tangible assets and mineral interests  
(6,591)  
(192)  
(70)  
(24)  
-
-
(6,877)  
(
b)  
OPERATING INCOME  
(7,150)  
(749)  
(1,105)  
(307)  
-
-
(9,311)  
Net income (loss) from equity affiliates  
and other items  
(273)  
2,007  
(184)  
133  
1,165  
263  
224  
87  
4
(19)  
7
-
-
913  
2,497  
(5,901)  
(11)  
Tax on net operating income  
(
b)  
NET OPERATING INCOME  
Net cost of net debt  
(5,416)  
(800)  
323  
(12)  
-
Non-controlling interests  
481  
NET INCOME – GROUP SHARE  
(5,431)  
(
(
a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.  
b) Of which inventory valuation effect  
On operating income  
-
-
-
-
(859)  
(590)  
(254)  
(169)  
-
-
On net operating income  
2
52  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 3 – Notes to the Consolidated Financial Statements  
Gas,  
Exploration & Renewables Refining & Marketing &  
For the year ended December 31, 2015  
adjusted)  
(
(
M$)  
Production  
10,297  
18,419  
-
& Power Chemicals  
Services Corporate Intercompany  
Total  
165,876  
-
Non-Group sales  
9,668  
1,246  
-
70,623  
26,794  
(4,107)  
93,310  
(86,639)  
75,282  
911  
6
218  
-
-
(47,588)  
-
Intersegment sales  
Excise taxes  
(17,829)  
58,364  
(55,782)  
(21,936)  
REVENUES FROM SALES  
Operating expenses  
28,716  
(15,166)  
10,914  
(10,227)  
224  
(866)  
(47,588) 143,940  
47,588 (121,092)  
Depreciation, depletion and impairment  
of tangible assets and mineral interests  
(9,069)  
(115)  
(1,022)  
(610)  
(27)  
-
(10,843)  
ADJUSTED OPERATING INCOME  
4,481  
572  
5,649  
1,972  
(669)  
-
12,005  
Net income (loss) from equity affiliates  
and other items  
2,217  
(2,368)  
4,330  
109  
(114)  
567  
559  
(1,369)  
4,839  
243  
(624)  
577  
165  
73  
-
-
3,705  
(4,310)  
11,400  
(702)  
Tax on net operating income  
ADJUSTED NET OPERATING INCOME  
Net cost of net debt  
1,591  
-
Non-controlling interests  
(180)  
ADJUSTED NET INCOME – GROUP SHARE  
10,518  
Gas,  
For the year ended December 31, 2015  
Exploration & Renewables Refining & Marketing &  
(
M$)  
Production  
& Power Chemicals  
Services Corporate Intercompany  
Total  
28,033  
7,584  
Total expenditures  
24,233  
588  
418  
1,875  
3,494  
6,435  
1,267  
767  
70  
25  
5
-
-
-
Total divestments  
2,880  
Cash flow from operating activities  
Balance sheet as of December 31, 2015  
11,567  
(384)  
2,323  
19,946  
Property, plant and equipment, intangible  
assets, net  
108,204  
14,711  
7,230  
1,248  
1,126  
1,245  
1,363  
(643)  
9,317  
3,075  
640  
4,989  
472  
309  
-
-
-
-
-
-
124,067  
19,384  
9,578  
Investments & loans in equity affiliates  
Other non-current assets  
964  
(501)  
(2,975)  
(150)  
Working capital  
885  
1,828  
(3,784)  
675  
1,776  
Provisions and other non-current liabilities  
(27,720)  
(1,339)  
(33,636)  
8
Assets and liabilities classified  
as held for sale  
482  
103,791  
-
-
4,340  
-
-
11,076  
(622)  
344  
6,105  
(230)  
-
(3,317)  
-
-
-
-
826  
121,995  
(852)  
CAPITAL EMPLOYED (BALANCE SHEET)  
Less inventory valuation effect  
Capital Employed  
(business segment information)  
103,791  
4,340  
10,454  
5,875  
(3,317)  
-
121,143  
ROACE as a percentage  
4%  
13%  
40%  
25%  
-
-
9%  
REGISTRATION DOCUMENT 2017  
253  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 3  
B)  
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, 2017  
Consolidated  
statement of income  
(
a)  
(
M$)  
Adjusted  
171,513  
(22,394)  
149,119  
(99,534)  
(24,427)  
(864)  
Adjustments  
Sales  
(20)  
-
171,493  
(22,394)  
149,099  
(99,411)  
(24,966)  
(864)  
Excise taxes  
Revenues from sales  
Purchases, net of inventory variation  
Other operating expenses  
Exploration costs  
(20)  
123  
(539)  
-
Depreciation, depletion and impairment of tangible assets  
and mineral interests  
(11,441)  
772  
(4,662)  
3,039  
(645)  
(29)  
(16,103)  
3,811  
(1,034)  
(1,396)  
(138)  
Other income  
Other expense  
(389)  
Financial interest on debt  
Financial income and expense from cash & cash equivalents  
Cost of net debt  
(1,367)  
(138)  
-
(1,505)  
957  
(29)  
(1,534)  
957  
Other financial income  
-
Other financial expense  
Net income (loss) from equity affiliates  
Income taxes  
(642)  
-
(642)  
2,574  
(3,858)  
10,762  
10,578  
184  
(559)  
829  
2,015  
(3,029)  
8,299  
8,631  
(332)  
CONSOLIDATED NET INCOME  
Group share  
(2,463)  
(1,947)  
(516)  
Non-controlling interests  
(
a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.  
For the year ended December 31, 2016  
Consolidated  
statement of income  
(
a)  
(
M$)  
Adjusted  
149,974  
(21,818)  
128,156  
(83,916)  
(23,832)  
(914)  
Adjustments  
Sales  
(231)  
-
149,743  
(21,818)  
127,925  
(83,377)  
(24,302)  
(1,264)  
Excise taxes  
Revenues from sales  
Purchases, net of inventory variation  
Other operating expenses  
Exploration costs  
(231)  
539  
(470)  
(350)  
Depreciation, depletion and impairment of tangible assets  
and mineral interests  
(11,294)  
964  
(2,229)  
335  
(13,523)  
1,299  
(1,027)  
(1,108)  
4
Other income  
Other expense  
(537)  
(1,085)  
4
(490)  
(23)  
Financial interest on debt  
Financial income and expense from cash & cash equivalents  
Cost of net debt  
-
(1,081)  
971  
(23)  
(1,104)  
971  
Other financial income  
-
Other financial expense  
Net income (loss) from equity affiliates  
Income taxes  
(636)  
2,531  
(1,965)  
8,447  
8,287  
160  
-
(636)  
2,214  
(970)  
6,206  
6,196  
10  
(317)  
995  
CONSOLIDATED NET INCOME  
Group share  
(2,241)  
(2,091)  
(150)  
Non-controlling interests  
(
a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.  
2
54  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 3
 –
 Notes to the Consolidated Financial Statements  
For the year ended December 31, 2015  
Consolidated  
statement of income  
(
a)  
(
M$)  
Adjusted  
165,876  
(21,936)  
143,940  
(95,558)  
(23,984)  
(1,550)  
Adjustments  
Sales  
(519)  
-
165,357  
Excise taxes  
(21,936)  
Revenues from sales  
Purchases, net of inventory variation  
Other operating expenses  
Exploration costs  
(519)  
(1,113)  
(361)  
(441)  
143,421  
(96,671)  
(24,345)  
(1,991)  
Depreciation, depletion and impairment of tangible assets and  
mineral interests  
(10,843)  
1,468  
(405)  
(6,877)  
2,138  
(1,172)  
(11)  
(17,720)  
3,606  
(1,577)  
(967)  
Other income  
Other expense  
Financial interest on debt  
Financial income and expense from cash & cash equivalents  
Cost of net debt  
(956)  
94  
-
94  
(862)  
(11)  
(873)  
Other financial income  
882  
-
882  
Other financial expense  
Net income (loss) from equity affiliates  
Income taxes  
(654)  
-
(654)  
2,414  
(4,150)  
10,698  
10,518  
180  
(53)  
2,361  
(1,653)  
4,786  
5,087  
(301)  
2,497  
(5,912)  
(5,431)  
(481)  
CONSOLIDATED NET INCOME  
Group share  
Non-controlling interests  
(
a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.  
C)  
Additional information on adjustment items  
The main adjustment items for 2017 are the following:  
asset impairment charges recorded during the year are detailed  
in the paragraph D of Note 3;  
1
)
The line “Gains (losses) on disposals of assets” includes the  
017 gains and losses on disposals, mainly, in the Refining &  
Chemicals segment with the sale of Atotech for an amount of  
2,139 million;  
2
3) “Other elements” amount to $(724) million in operating income  
and $(715) million in net income, Group share and especially  
include a provision for future expenses related to an “agreement  
on the transition from work to retirement” in France  
$
2
)
The line “Asset impairment charges” amounting to  
(4,662) million in operating income and $(3,884) million in net  
(
$(201) million in operating income and $(132) million in net  
$
8
income, Group share) and the impact of the tax rate reform in  
the US ($(97) million in net income, Group share).  
income Group share includes non-current assets impairment  
charges recorded in 2017. Impairment testing methodology and  
Adjustments to operating income  
Gas,  
For the year ended December 31, 2017  
Exploration & Renewables &  
Refining &  
Chemicals  
Marketing &  
Services  
(
M$)  
Production  
Power  
Corporate  
Total  
357  
Inventory valuation effect  
Effect of changes in fair value  
Restructuring charges  
Asset impairment charges  
Other items  
-
-
-
344  
-
13  
-
-
(20)  
-
-
-
(20)  
(42)  
(4)  
(3)  
(49)  
(4,308)  
(77)  
(291)  
(389)  
(700)  
(53)  
(173)  
114  
(10)  
(21)  
(21)  
-
(4,662)  
(724)  
(64)  
(64)  
TOTAL  
(4,427)  
(5,098)  
REGISTRATION DOCUMENT 2017  
255  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 3  
Adjustments to net income, Group share  
Gas,  
Exploration & Renewables &  
For the year ended December 31, 2017  
Refining &  
Chemicals  
Marketing &  
Services  
(
M$)  
Production  
Power  
Corporate  
Total  
282  
Inventory valuation effect  
Effect of changes in fair value  
Restructuring charges  
Asset impairment charges  
Gains (losses) on disposals of assets  
Other items  
-
-
-
295  
-
(13)  
-
-
(16)  
(11)  
(238)  
-
-
(16)  
(11)  
(42)  
(2)  
-
-
(66)  
(3,583)  
188  
(53)  
(10)  
125  
(30)  
70  
(3,884)  
2,452  
(715)  
2,139  
73  
-
(287)  
(3,693)  
(293)  
(558)  
(178)  
(178)  
TOTAL  
2,412  
(1,947)  
Adjustments to operating income  
Gas,  
For the year ended December 31, 2016  
Exploration & Renewables &  
Refining &  
Chemicals  
Marketing &  
Services  
(
M$)  
Production  
Power  
Corporate  
Total  
652  
Inventory valuation effect  
Effect of changes in fair value  
Restructuring charges  
Asset impairment charges  
Other items  
-
-
-
695  
(43)  
-
-
-
-
-
-
-
(4)  
-
-
(4)  
(19)  
(18)  
-
(37)  
(2,089)  
(672)  
(2,780)  
(139)  
(288)  
(449)  
-
(1)  
(2,229)  
(1,123)  
(2,741)  
(70)  
625  
(93)  
(137)  
TOTAL  
Adjustments to net income, Group share  
Gas,  
For the year ended December 31, 2016  
Exploration & Renewables &  
Refining &  
Chemicals  
Marketing &  
Services  
(
M$)  
Production  
Power  
Corporate  
Total  
479  
Inventory valuation effect  
Effect of changes in fair value  
Restructuring charges  
Asset impairment charges  
Gains (losses) on disposals of assets  
Other items  
-
-
-
498  
-
(19)  
-
-
-
(3)  
(3)  
(4)  
(28)  
(131)  
5
-
-
-
(32)  
(1,867)  
287  
(78)  
-
(18)  
(25)  
(84)  
(146)  
(3)  
-
(2,097)  
267  
(293)  
(1,877)  
(237)  
(394)  
(91)  
329  
-
(705)  
(2,091)  
TOTAL  
(3)  
Adjustments to operating income  
Gas,  
For the year ended December 31, 2015  
Exploration & Renewables &  
Refining &  
Chemicals  
Marketing &  
Services  
(
M$)  
Production  
Power  
Corporate  
Total  
(1,113)  
(16)  
Inventory valuation effect  
Effect of changes in fair value  
Restructuring charges  
Asset impairment charges  
Other items  
-
-
-
(859)  
(254)  
-
-
-
-
-
-
-
(16)  
-
-
-
(43)  
(5)  
(48)  
(6,591)  
(516)  
(7,150)  
(192)  
(541)  
(749)  
(70)  
(24)  
(24)  
(307)  
(6,877)  
(1,257)  
(9,311)  
(176)  
(1,105)  
TOTAL  
Adjustments to net income, Group share  
Gas,  
For the year ended December 31, 2015  
Exploration & Renewables &  
Refining &  
Chemicals  
Marketing &  
Services  
(
M$)  
Production  
Power  
Corporate  
Total  
(747)  
Inventory valuation effect  
Effect of changes in fair value  
Restructuring charges  
Asset impairment charges  
Gains (losses) on disposals of assets  
Other items  
-
-
-
(590)  
-
(157)  
-
-
(9)  
-
(9)  
(10)  
(5)  
(52)  
(5)  
-
(12)  
-
(72)  
(5,057)  
162  
(270)  
-
(59)  
(49)  
360  
(133)  
16  
(5,447)  
1,810  
(966)  
1,288  
(264)  
323  
(148)  
(5,053)  
(421)  
(705)  
-
TOTAL  
(12)  
(5,431)  
2
56  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 3 – Notes to the Consolidated Financial Statements  
D)  
Asset impairment  
◗
ACCOUNTING PRINCIPLES  
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.  
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 with a corresponding amount in “Other expenses”. Any  
further losses are then allocated to property, plant and mineral  
interests with a corresponding amount in “Depreciation, depletion  
and impairment of tangible assets and mineral interests” and to  
other intangible assets with a corresponding amount in “Other  
expenses”.  
The recoverable amount is the higher of the fair value (less costs  
to sell) or its value in use.  
Assets are grouped into cash-generating units (or CGUs) and  
tested. A CGU is a homogeneous set of assets that generates  
cash inflows that are largely independent of the cash inflows from  
other groups of assets.  
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.  
The value in use of a CGU is determined by reference to the  
discounted expected future cash flows, based upon the  
For the financial year 2017, asset impairments were recorded for an  
amount of $4,662 million in operating income and $3,884 million in  
net income, Group share. These impairments were qualified as  
adjustments items of the operating income and net income, Group  
share.  
Agreement support the IEA estimates in this scenario. The  
Sustainable Development Scenario takes into account the  
measures needed to achieve the energy-related goals set in the  
2030 Agenda for Sustainable Development adopted in 2015 by the  
UN members.  
Impairments relate to certain cash-generating units (CGUs) for which  
indicators of impairment have been identified, due to changes in  
operating conditions or the economic environment of the activities  
concerned.  
–
Based on the same economic and demographic assumptions,  
the NPS sees a significant increase in demand for oil and gas  
until 2025 and then a slower growth until 2040 (despite a  
significant penetration of electric vehicles revised up in 2017),  
while the SDS sees declining demand after 2025 for oil and after  
The principles applied are as follows:  
2
030 for gas due to substitution efforts and efficiency gains  
▪
the future cash flows were determined using the assumptions  
included in the 2018 budget and in the long-term plan of the  
Group approved by the Group Executive Committee and the  
Board of Directors. These assumptions, including in particular  
future prices of products, operational costs, estimation of oil and  
gas reserves, future volumes produced and marketed, represent  
the best estimate of the Group management of all economic and  
technical conditions over the remaining life of the assets;  
assumed by the IEA. At the same time, ample shale gas and oil  
resources in North America (whose estimates have been revised  
upwards between 2016 and 2017) mitigate the impact of  
demand growth during the first half of the forecast. Despite the  
revisions that led the IEA to correct its prices slightly downward  
versus 2016, the Group is comforted in its price assumptions by  
the IEA’s main scenarios which take into account climate  
policies.  
▪
the Group, notably relying on data on global energy demand from  
the “World Energy Outlook” issued by IEA in 2016 and on its own  
supply assessments, determines the oil & gas prices scenarios  
based on assumptions about the evolution of core indicators of the  
Upstream activity (demand for oil & gas products in different  
markets, investment forecasts, decline in production fields,  
changes in oil & gas reserves and supply by area and by nature of  
oil & gas products), of the Downstream activity (changes in refining  
capacity and demand for petroleum products) and by integrating  
the climate issue.  
In this context:  
8
–
for crude oil, the price level used for 2018 to determine the  
recoverable value of CGUs in 2017 amounts to 50 dollars per  
barrel of Brent. This price rises progressively from 2018 to reach  
8
0 dollars in 2021 and inflates after 2023,  
–
for gas, the Group estimates that due to new market dynamics  
that emerged in 2017, in particular a strong increase in supply,  
prices will strengthen like those of crude oil prices. The price  
level used in determining the recoverable value of concerned  
CGUs for 2018 amounts to $5 per million BTU for the NBP price  
These price scenarios, first prepared within the Strategy and  
Climate Department, are also reviewed by the Group segments  
which bring their own expertise. They also integrate studies issued  
by international agencies, banks and independent consultants.  
They are then eventually approved by the Executive Committee  
and the Board of Directors.  
(
Europe). It reaches $7 per million BTU in 2020, and will inflate  
after 2023;  
▪
▪
the future operational costs were determined by taking into  
account the existing technologies, the fluctuation of prices for  
petroleum services in line with market developments and the  
internal cost reduction programs effectively implemented;  
The IEA 2017 World Energy Outlook anticipates three scenarios  
the future cash flows are estimated over a period consistent with  
the life of the assets of the CGUs. They are prepared post-tax and  
take into account specific risks related to the CGUs’ assets. They  
are discounted using a 7% post-tax discount rate, this rate being  
the weighted-average cost of capital estimated from historical  
market data. This rate was 7% in 2016 and 2015. The value in use  
calculated by discounting the above post-tax cash flows using a  
(
New Policies Scenario (NPS), Current Policies Scenario (CPS) and  
Sustainable Development Scenario (SDS)). Among these  
scenarios, the Group uses as main references the New Policies  
Scenario (central scenario of the IEA) and Sustainable  
Development Scenario (which replaces the scenario 450 or 2 ° of  
WEO 2016).  
The New Policies Scenario takes into account the measures  
already implemented by countries in the energy field as well as the  
effects of the policies announced by these within the framework of  
officially communicated objectives. In particular, the Nationally  
Determined Contributions (NDC) decided under the Paris Climate  
7
% post-tax discount rate is not materially different from the 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 range from 7%  
to 16% in 2017.  
REGISTRATION DOCUMENT 2017  
257  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 3  
The CGUs for the Exploration & Production segment are defined as  
oil and gas fields or groups of oil and gas fields with industrial assets  
enabling the production, treatment and evacuation of the oil and gas.  
For the year 2017, impairments of assets were recognized over  
CGUs of the Exploration & Production segment for an impact of  
The CGUs of the Gas, Renewables & Power segment are subsidiaries  
or groups of subsidiaries organized by activity or geographical area.  
In year 2017, the Group recorded impairments on CGUs in the Gas,  
Renewables & Power segment for $291 million in operating income  
and $238 million in net income, Group share. These impairments  
mainly concern SunPower in the United States given the depressed  
economic environment of the solar activity.  
$
4,308 million in operating income and $3,583 million in net income,  
Group share. These impairments were mainly recognized on the  
following assets:  
The CGUs for the Refining & Chemicals segment are defined as legal  
entities with operational activities for refining and petrochemicals  
activities. Future cash flows are based on the gross contribution  
margin (calculated on the basis of net sales after purchases of crude  
oil and refined products, the effect of inventory valuation and variable  
costs). The other activities of the segment are global divisions, each  
division gathering a set of businesses or homogeneous products for  
strategic, commercial and industrial plans. Future cash flows are  
determined from the specific margins of these activities, unrelated to  
the price of oil. In year 2017, the Group recorded impairments on  
CGUs in the Refining and Chemicals segment for $53 million in net  
income, Group share. A variation of (5)% or +5% of the gross margin  
on variable costs under identical operating conditions or (1)% or +1%  
of the discount rate would have no impact on the operating profit or  
the net profit, Group share.  
▪
▪
Fort Hills project assets, in Canada – following the operator  
announcement of the increase of the project’s costs – for an  
amount of $1,544 million in operating income and $1,312 million in  
net income, Group share;  
gas assets related to the GLNG project in Australia for an amount  
of $509 million in operating income and $381 million in net income,  
Group share;  
▪
▪
▪
oil assets in Congo for an amount of $1,392 million in operating  
income and $1,220 million in net income, Group share;  
gas assets in the United Kingdom for $451 million in operating  
income and $271 million in net income, Group share;  
and other assets in the United States and in Norway.  
As for the sensitivity analysis:  
The CGUs of the Marketing & Services segment are subsidiaries or  
groups of subsidiaries organized by geographical area. In year 2017  
no significant impairment has been recorded.  
▪
▪
▪
a decrease by one point in the discount rate would have a positive  
impact of approximately $0.5 billion in operating income and  
$
0.3 billion in net income, Group share;  
For year 2016, the Group recorded impairments in Exploration &  
Production, Gas, Renewables & Power and Marketing & Services  
segments for an amount of $2,229 million in operating income and  
$2,097 million in net income, Group share. These impairments were  
qualified as adjustments items of the operating income and net  
income, Group share.  
an increase by one point in the discount rate would have an  
additional negative impact of approximately $1 billion in operating  
income and approximately $0.8 billion in net income, Group share;  
a variation of (10)% of the oil and gas prices over the long term  
plan would have an additional negative impact of approximately  
$
4.9 billion in operating income and $4.2 billion in net income,  
In 2015, the Group recognized impairments of assets in the  
Exploration & Production, Refining & Chemicals and Marketing &  
Services segments for an impact of $6,877 million in operating  
income and of $5,447 income and net income, Group share. These  
impairments were qualified as adjustments items of the operating  
income and net income, Group share.  
Group share.  
The most sensitive assets would be:  
▪
the assets already impaired in 2017 or before (impact of  
approximately $2.8 billion in operating income and $2.7 billion in  
net income, Group share), especially GLNG in Australia and assets  
in Congo;  
No significant reversal of impairment was accounted for in respect of  
the years 2015, 2016 and 2017.  
▪
other assets (impact of approximately $2.1 billion in operating  
income and $1.5 billion in net income, Group share), especially in  
Canada.  
2
58  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 4
 –
 Notes to the Consolidated Financial Statements  
NOTE 4  
Segment Information by geographical area  
Rest of  
Europe  
North  
America  
Rest of the  
world  
(
M$)  
France  
Africa  
Total  
For the year ended December 31, 2017  
Non-Group sales  
39,032  
6,397  
1,193  
83,255  
18,260  
2,805  
16,889  
18,469  
2,916  
17,581  
42,849  
5,030  
14,736  
38,009  
4,952  
171,493  
123,984  
16,896  
Property, plant and equipment, intangible assets, net  
Capital expenditures  
For the year ended December 31, 2016  
Non-Group sales  
33,472  
5,361  
1,835  
71,551  
20,647  
3,842  
15,383  
19,154  
2,825  
15,294  
45,032  
6,859  
14,043  
37,139  
5,169  
149,743  
127,333  
20,530  
Property, plant and equipment, intangible assets, net  
Capital expenditures  
For the year ended December 31, 2015  
Non-Group sales  
36,536  
4,123  
980  
79,463  
22,354  
4,783  
14,857  
17,169  
3,493  
17,612  
43,536  
9,154  
16,889  
36,885  
9,623  
165,357  
124,067  
28,033  
Property, plant and equipment, intangible assets, net  
Capital expenditures  
8
REGISTRATION DOCUMENT 2017  
259  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 5  
NOTE 5  
Main items related to operating activities  
Items related to the statement of income  
5.1  
Net sales  
◗
ACCOUNTING POLICIES  
Sales of goods  
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.  
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.  
Revenues from sales of crude oil and natural gas are recorded  
upon transfer of title, according to the terms of the sales  
contracts.  
Solar Farm Development Projects  
SunPower develops and sells solar farm projects. This activity  
generally contains a property component (land ownership or an  
interest in land rights). The revenue associated with the  
development of these projects is recognized when the  
project-entities and land rights are irrevocably sold.  
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 “Other current assets” or “Other creditors and accrued  
liabilities”, as appropriate.  
Revenues under contracts for construction of solar systems are  
recognized based on the progress of construction works,  
measured according to the percentage of costs incurred relative  
to total forecast costs.  
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.  
Excise taxes  
Certain transactions within the trading activities (contracts  
involving quantities that are purchased from third parties then  
resold to third parties) are shown at their net value in sales.  
Sales 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.  
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.  
Excise taxes are rights or taxes which amount is calculated based  
on the quantity of oil and gas products put on the market. Excise  
taxes are determined by the states. They are paid directly to the  
customs and tax authorities and then invoiced to final customers  
by being included in the sales price.  
Sales of services  
The analysis of the criteria set by IAS 18 led the Group to  
determine that it was acting as principal in these transactions. On  
this basis, the sales presented include the amount of excise taxes  
invoiced to the customers.  
Revenues from services are recognized when the services have  
been rendered.  
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.  
5.2  
Operating expenses and research and development  
◗
ACCOUNTING POLICIES  
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.  
Geological and geophysical costs, including seismic surveys for  
exploration purposes are expensed as incurred in exploration  
costs.  
Costs of dry wells and wells that have not found proved reserves  
are charged to expense in exploration costs.  
2
60  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Note 5 – Notes to the Consolidated Financial Statements  
5
.2.1 Operating expenses  
For the year ended December 31,  
(
M$)  
2017  
(99,411)  
(864)  
2016  
(83,377)  
(1,264)  
(24,302)  
369  
2015  
(96,671)  
(1,991)  
(24,345)  
858  
(
a)(b)  
Purchases, net of inventory variation  
Exploration costs  
(
c)  
Other operating expenses  
(24,966)  
280  
of which non-current operating liabilities (allowances) reversals  
of which current operating liabilities (allowances) reversals  
OPERATING EXPENSES  
66  
(58)  
(86)  
(125,241)  
(108,943)  
(123,007)  
(
(
(
a) Includes taxes paid on oil and gas production in the Exploration & Production segment, amongst others royalties.  
b) The Group values under/over lifting at market value.  
c) Principally composed of production and administrative costs (see in particular the payroll costs as detailed in Note 10 to the Consolidated Financial Statements “Payroll,  
staff and employee benefits obligations”).  
5
.2.2 Research and development costs  
◗
ACCOUNTING POLICIES  
Research costs are charged to expense as incurred.  
Development expenses are capitalized when the criteria of IAS 38 are met.  
Research and development costs incurred by the Group in 2017 and  
booked in operating expenses amount to $912 million ($1,050 million  
in 2016 and $980 million in 2015), corresponding to 0.53% of the  
sales.  
The staff dedicated in 2017 to these research and development  
activities are estimated at 4,132 people (4,939 in 2016 and 4,248 in  
2015).  
5.3  
Amortization, depreciation and impairment of tangible assets and mineral interests  
The amortization, depreciation and impairment of tangible assets and mineral interests are detailed as follows:  
For the year ended December 31,  
(
M$)  
2017  
(14,782)  
(1,321)  
2016  
(12,615)  
(908)  
2015  
(15,727)  
(1,993)  
Depreciation and impairment of tangible assets  
Amortization and impairment of mineral assets  
TOTAL  
(16,103)  
(13,523)  
(17,720)  
8
Items related to balance sheet  
5.4  
Working capital  
5
.4.1 Inventories  
◗
ACCOUNTING POLICIES  
Inventories are measured in the Consolidated Financial Statements  
at the lower of historical cost or market value. Cost prices for  
petroleum and petrochemical products are determined according  
to the FIFO (First-In, First-Out) method or weighted-average cost  
method and other inventories are measured using the  
weighted-average cost method.  
Crude oil costs include raw material and receiving costs. Refining  
costs principally include crude oil costs, production costs (energy,  
labor, depreciation of producing assets) and an allocation of  
production overheads (taxes, maintenance, insurance, etc.).  
Costs of chemical product inventories consist of raw material costs,  
direct labor costs and an allocation of production overheads.  
Start-up costs, general administrative costs and financing costs are  
excluded from the cost prices of refined and chemicals products.  
In addition stocks held for trading are measured at fair value less  
costs of sale.  
Refining & Chemicals  
Marketing & Services  
Petroleum product inventories are mainly comprised of crude oil  
and refined products. Refined products principally consist of  
gasoline, distillate and fuel produced by the Group’s refineries.  
The turnover of petroleum products does not exceed more than  
two months on average.  
The costs of refined products include mainly raw materials costs,  
production costs (energy, labor, depreciation of producing assets)  
and an allocation of production overheads (taxes, maintenance,  
insurance, etc.).  
REGISTRATION DOCUMENT 2017  
261  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 5  
General administrative costs and financing costs are excluded  
from the cost price of refined products.  
▪
▪
if emission rights to be surrendered at the end of the compliance  
period are higher than emission rights recorded in inventories,  
the shortage is accounted for as a liability at market value;  
Product inventories purchased from entities external to the Group  
are valued at their purchase cost plus primary costs of transport.  
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.  
Carbon dioxide emission rights  
In the absence of a current IFRS standard or interpretation on  
accounting for emission rights of carbon dioxide, the following  
principles are applied:  
Energy savings certificates  
In the absence of current IFRS standards or interpretations on  
accounting for energy savings certificates (ESC), the following  
principles are applied:  
▪
emission rights are managed as a cost of production and as  
such are recognized in inventories:  
▪
▪
▪
if the obligations linked to the sales of energy are greater than the  
number of ESC’s held then a liability is recorded. These liabilities  
are valued based on the price of the last transactions;  
–
emission rights allocated for free are booked in inventories  
with a nil carrying amount,  
–
–
purchased emission rights are booked at acquisition cost,  
in the event that the number of ESC’s held exceeds the  
obligation at the balance sheet date this is accounted for as  
inventory;  
sales or annual restorations of emission rights consist of  
decreases in inventories recognized based on a weighted  
average cost,  
ESC inventories are valued at weighted average cost (acquisition  
cost for those ESC’s acquired or cost incurred for those ESC’s  
generated internally).  
–
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 to surrender emission rights 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 surrendered;  
If the carrying value of the inventory of certificates at the balance  
sheet date is higher than the market value, an impairment loss is  
recorded.  
Valuation  
allowance  
As of December 31, 2017  
(
M$)  
Gross value  
2,658  
Net value  
2,658  
Crude oil and natural gas  
Refined products  
Chemicals products  
Trading inventories  
Other inventories  
TOTAL  
-
(36)  
5,828  
5,792  
1,089  
(58)  
1,031  
4,320  
-
4,320  
3,632  
(913)  
(1,007)  
2,719  
17,527  
16,520  
As of December 31, 2016  
Valuation  
allowance  
(
M$)  
Gross value  
2,215  
Net value  
2,208  
Crude oil and natural gas  
Refined products  
Chemicals products  
Trading inventories  
Other inventories  
TOTAL  
(7)  
(30)  
4,577  
4,547  
877  
(58)  
819  
4,613  
-
4,613  
3,936  
(876)  
(971)  
3,060  
16,218  
15,247  
Valuation  
allowance  
As of December 31, 2015  
(
M$)  
Gross value  
1,788  
Net value  
1,729  
Crude oil and natural gas  
Refined products  
Chemicals products  
Trading inventories  
Other inventories  
TOTAL  
(59)  
(130)  
(72)  
4,177  
4,047  
989  
917  
3,168  
-
3,168  
4,062  
(807)  
(1,068)  
3,255  
14,184  
13,116  
2
62  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 5
 –
 Notes to the Consolidated Financial Statements  
Changes in the valuation allowance on inventories are as follows:  
Valuation  
allowance as of  
January 1,  
Currency translation  
adjustment and  
Valuation  
allowance as of  
December 31  
For the year ended December 31,  
(
M$)  
Increase (net)  
other variations  
2
017  
(971)  
(1,068)  
(1,395)  
9
41  
(45)  
56  
(1,007)  
(971)  
2016  
015  
2
256  
71  
(1,068)  
5
.4.2 Accounts receivable and other current assets  
As of December 31, 2017  
(
M$)  
Gross value Valuation allowance  
Net value  
14,893  
4,029  
9,336  
786  
Accounts receivable  
Recoverable taxes  
15,469  
4,029  
9,797  
786  
(576)  
-
(461)  
-
Other operating receivables  
Prepaid expenses  
Other current assets  
Other current assets  
59  
-
59  
14,671  
(461)  
14,210  
As of December 31, 2016  
(
M$)  
Gross value Valuation allowance  
Net value  
12,213  
3,180  
Accounts receivable  
Recoverable taxes  
12,809  
3,180  
10,618  
1,399  
38  
(596)  
-
(400)  
-
Other operating receivables  
Prepaid expenses  
10,218  
1,399  
Other current assets  
Other current assets  
-
38  
15,235  
(400)  
14,835  
As of December 31, 2015  
(
M$)  
Gross value Valuation allowance  
Net value  
10,629  
3,328  
Accounts receivable  
Recoverable taxes  
11,173  
3,328  
11,335  
1,554  
52  
(544)  
-
(426)  
-
8
Other operating receivables  
Prepaid expenses  
10,909  
1,554  
Other current assets  
Other current assets  
-
52  
16,269  
(426)  
15,843  
Changes in the valuation allowance on “Accounts receivable” and “Other current assets” are as follows:  
Valuation  
allowance as of  
January 1,  
Currency translation  
adjustments and  
other variations  
Valuation  
allowance as of  
December 31  
For the year ended December 31,  
(
M$)  
Increase (net)  
Accounts receivable  
017  
2
(596)  
(544)  
(602)  
53  
(17)  
5
(33)  
(35)  
53  
(576)  
(596)  
(544)  
2016  
015  
2
Other current assets  
017  
2
(400)  
(426)  
(367)  
(58)  
33  
(3)  
(7)  
(461)  
(400)  
(426)  
2016  
015  
2
(79)  
20  
REGISTRATION DOCUMENT 2017  
263  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 5  
As of December 31, 2017, the net portion of the overdue receivables  
included in “Accounts receivable” and “Other current assets” was  
$1,013 million was due between 90 days and 6 months, $538 million  
was due between 6 and 12 months and $701 million was due after  
12 months.  
$
$
3,156 million, of which $1,682 million was due in less than 90 days,  
235 million was due between 90 days and 6 months, $350 million  
As of December 31, 2015, the net portion of the overdue receivables  
included in “Accounts receivable” and “Other current assets” was  
was due between 6 and 12 months and $889 million was due after  
2 months.  
1
$
3,159 million, of which $1,313 million was due in less than 90 days,  
As of December 31, 2016, the net portion of the overdue receivables  
included in “Accounts receivable” and “Other current assets” was  
$460 million was due between 90 days and 6 months, $570 million  
was due between 6 and 12 months and $816 million was due after  
12 months.  
$
3,525 million, of which $1,273 million was due in less than 90 days,  
5
.4.3 Other creditors and accrued liabilities  
As of December 31,  
(
M$)  
2017  
419  
2016  
424  
2015  
342  
Accruals and deferred income  
Payable to States (including taxes and duties)  
Payroll  
5,786  
1,439  
10,135  
17,779  
5,455  
1,225  
9,616  
16,720  
5,363  
1,265  
9,914  
16,884  
Other operating liabilities  
TOTAL  
As of December 31, 2017, the heading “Other operating liabilities”  
includes mainly the second quarterly interim dividend for the fiscal  
year 2017 for $1,883 million, which was paid in January 2018 and the  
third quarterly interim dividend for the fiscal year 2017 for  
third quarterly interim dividend for the fiscal year 2016 for  
$1,593 million, which was paid in April 2017.  
As of December 31, 2015, the heading “Other operating liabilities”  
included mainly the second quarterly interim dividend for the fiscal  
year 2015 for $1,560 million, which was paid in January 2016 and the  
third quarterly interim dividend for the fiscal year 2015 for  
$1,584 million, which was paid in April 2016.  
$
1,912 million, which will be paid in April 2018.  
As of December 31, 2016, the heading “Other operating liabilities”  
included mainly the second quarterly interim dividend for the fiscal  
year 2016 for $1,592 million, which was paid in January 2017 and the  
Items related to the cash flow statement  
5.5  
Cash flow from operating activities  
◗
ACCOUNTING POLICIES  
The Consolidated Statement of Cash Flows prepared in  
currencies other than dollar has been translated into dollars using  
the exchange rate on the transaction date or the average  
exchange rate for the period. Currency translation differences  
arising from the translation of monetary assets and liabilities  
denominated in foreign currency into dollars using the closing  
exchange rates are shown in the Consolidated Statement of Cash  
Flows under “Effect of exchange rates”. Therefore, the  
Consolidated Statement of Cash Flows will not agree with the  
figures derived from the Consolidated Balance Sheet.  
The following table gives additional information on cash paid or received in the cash flow from operating activities:  
Detail of interest, taxes and dividends  
For the year ended December 31,  
(
M$)  
2017  
(1,305)  
82  
2016  
(1,028)  
90  
2015  
(862)  
Interests paid  
Interests received  
113  
(
a)  
Income tax paid  
Dividends received  
(4,013)  
2,219  
(2,892)  
1,702  
(4,937)  
2,309  
(
a) These amounts include taxes paid in kind under production-sharing contracts in Exploration & Production.  
2
64  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Notes 5 6 – Notes to the Consolidated Financial Statements  
Detail of changes in working capital  
For the year ended December 31,  
(
M$)  
2017  
(476)  
2016  
(2,475)  
(1,916)  
185  
2015  
888  
Inventories  
Accounts receivable  
(1,897)  
1,274  
2,339  
(413)  
4,153  
(726)  
Other current assets  
Accounts payable  
2,546  
541  
(2,235)  
(397)  
Other creditors and accrued liabilities  
NET AMOUNT, DECREASE (INCREASE)  
827  
(1,119)  
1,683  
Detail of changes in provisions and deferred taxes  
As of December 31,  
(
M$)  
2017  
3
2016  
382  
2015  
336  
Accruals  
Deferred taxes  
TOTAL  
(387)  
(384)  
(1,941)  
(1,559)  
(2,899)  
(2,563)  
NOTE 6  
Other items from operating activities  
6.1  
Other income and other expense  
For the year ended December 31,  
(
M$)  
2017  
2,784  
785  
2016  
479  
2015  
2,658  
663  
Gains on disposal of assets  
Foreign exchange gains  
548  
Other  
242  
272  
285  
OTHER INCOME  
3,811  
(186)  
-
1,299  
(216)  
-
3,606  
(199)  
Losses on disposal of assets  
Foreign exchange losses  
(102)  
Amortization of other intangible assets (excl. mineral interests)  
(192)  
(656)  
(1,034)  
(344)  
(467)  
(1,027)  
(332)  
8
Other  
(944)  
OTHER EXPENSE  
(1,577)  
granted to non-consolidated subsidiaries and equity affiliates for an  
amount of $172 million and $64 million of restructuring charges in the  
Exploration & Production, Gas Renewables & Power and Refining &  
Chemicals segments.  
Other income  
In 2017, gains on disposal of assets are mainly related to the sale of  
Atotech in the Refining & Chemicals segment and to the sale of  
assets in Gabon in the Exploration & Production segment.  
In 2016, the loss on disposals mainly related to the sale of 20% of  
interests in Kharyaga in Russia. The heading “Other” mainly consisted  
of the impairment of non-consolidated shares and loans granted to  
non-consolidated subsidiaries and equity affiliates for an amount of  
In 2016, gains on disposal of assets mainly related to sales of assets  
in United-Kingdom in the Exploration & Production segment.  
In 2015, gains on disposal of assets mainly related to sales of assets  
in Nigeria in the Exploration & Production segment, to sales of  
interests in Geosel and the Schwedt refinery in the Refining &  
Chemicals segment, to the sale of the Bostik adhesives activity, also  
in the Refining & Chemicals segment, and to the sale of 100% of  
Totalgaz in the Marketing & Services segment.  
$
142 million and $37 million of restructuring charges in the Refining &  
Chemicals and Marketing & Services segments.  
In 2015, the loss on disposals mainly related to the sale of 20% of  
interests in fields in the United Kingdom. The heading “Other” mainly  
consisted of the impairment of non-consolidated shares and loans  
granted to non-consolidated subsidiaries and equity affiliates for an  
amount of $409 million, $180 million of restructuring charges in the  
Exploration & Production, Refining & Chemicals and Marketing &  
Services segments as well as $162 million for expenses relating to a  
litigation in Qatar.  
Other expense  
In 2017, losses on disposals are mainly related to the sale of 15%  
interests in the Gina Krog field in Norway. The heading “Other” mainly  
consists of the impairment of non-consolidated shares and loans  
REGISTRATION DOCUMENT 2017  
265  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 6  
6.2  
Other financial income and expense  
As of December 31,  
(
M$)  
2017  
167  
2016  
170  
2015  
267  
Dividend income on non-consolidated subsidiaries  
Capitalized financial expenses  
Other  
460  
477  
364  
330  
324  
251  
OTHER FINANCIAL INCOME  
Accretion of asset retirement obligations  
Other  
957  
971  
882  
(544)  
(98)  
(523)  
(113)  
(636)  
(513)  
(141)  
(654)  
OTHER FINANCIAL EXPENSE  
(642)  
6.3  
Other non-current assets  
As of December 31, 2017  
Valuation  
allowance  
(
M$)  
Gross value  
3,237  
937  
Net value  
2,878  
937  
(
a)  
Loans and advances  
(359)  
Other non-current financial assets related to operational activities  
-
-
Other  
169  
169  
TOTAL  
4,343  
(359)  
3,984  
As of December 31, 2016  
Valuation  
allowance  
(
M$)  
Gross value  
3,334  
Net value  
3,048  
1,069  
26  
(
a)  
Loans and advances  
(286)  
Other non-current financial assets related to operational activities  
1,069  
-
-
Other  
26  
TOTAL  
4,429  
(286)  
4,143  
As of December 31, 2015  
Valuation  
allowance  
(
M$)  
Gross value  
3,687  
891  
Net value  
3,407  
891  
(
a)  
Loans and advances  
(280)  
Other non-current financial assets related to operational activities  
-
-
Other  
57  
57  
TOTAL  
4,635  
(280)  
4,355  
(
a) Excluding loans to equity affiliates.  
Changes in the valuation allowance on loans and advances are detailed as follows:  
Currency  
translation  
adjustment and  
other variations  
Valuation  
allowance as  
of January 1,  
Valuation  
allowance as of  
December 31,  
For the year ended December 31,  
(
M$)  
Increases  
(50)  
Decreases  
2017  
(286)  
(280)  
(672)  
11  
7
(34)  
2
(359)  
(286)  
(280)  
2
016  
015  
(15)  
2
(62)  
393  
61  
2
66  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 7
 –
 Notes to the Consolidated Financial Statements  
NOTE 7  
Intangible and tangible assets  
7
.1  
Intangible assets  
◗
ACCOUNTING POLICIES  
Exploration costs  
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.  
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.  
Costs of exploratory wells not meeting these conditions are  
charged to exploration costs.  
Mineral 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.  
Proved mineral interests are depreciated using the  
unit-of-production method based on proved reserves.  
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.  
The corresponding expense is recorded as depreciation of  
tangible assets and mineral interests.  
Exploratory wells are tested for impairment on a well-by-well basis  
and accounted for as follows:  
Goodwill and other intangible assets excluding mineral  
interests  
▪
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;  
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:  
Other intangible assets include goodwill, patents, trademarks, and  
lease rights.  
Intangible assets are carried at cost, after deducting any  
accumulated amortization and accumulated impairment losses.  
▪
Guidance for calculating goodwill is presented in Note 1.1  
paragraph B to the Consolidated Financial Statements. Goodwill is  
not amortized but is tested for impairment at least annually and as  
soon as there is any indication of impairment.  
–
the well has found a sufficient quantity of reserves to justify, if  
appropriate, its completion as a producing well, assuming that  
the required capital expenditures are made,  
Intangible assets (excluding mineral interests) that have a finite  
useful life are amortized on a straight-line basis over three to  
twenty years depending on the useful life of the assets. The  
corresponding expense is recorded under other expense.  
–
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  
Amortization and  
As of December 31, 2017  
(
M$)  
Cost  
2,442  
impairment  
Net  
1,427  
8
Goodwill  
(1,015)  
Proved mineral interests  
Unproved mineral interests  
Other intangible assets  
TOTAL INTANGIBLE ASSETS  
13,081  
11,686  
4,831  
(7,674)  
5,407  
(5,324)  
6,362  
(3,440)  
1,391  
32,040  
(17,453)  
14,587  
As of December 31, 2016  
Amortization and  
impairment  
(
M$)  
Cost  
2,159  
Net  
1,157  
Goodwill  
(1,002)  
(6,985)  
Proved mineral interests  
Unproved mineral interests  
Other intangible assets  
TOTAL INTANGIBLE ASSETS  
13,347  
11,582  
4,182  
6,362  
(5,130)  
6,452  
(2,791)  
1,391  
31,270  
(15,908)  
15,362  
REGISTRATION DOCUMENT 2017  
267  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 7  
As of December 31, 2015  
Amortization and  
impairment  
(
M$)  
Cost  
1,597  
Net  
626  
Goodwill  
(971)  
(6,436)  
Proved mineral interests  
Unproved mineral interests  
Other intangible assets  
TOTAL INTANGIBLE ASSETS  
12,800  
11,751  
4,059  
6,364  
6,669  
890  
(5,082)  
(3,169)  
30,207  
(15,658)  
14,549  
Change in net intangible assets is analyzed in the following table:  
Currency  
Net amount as of  
Amortization and  
impairment  
translation  
adjustment  
Net amount as of  
December 31  
(
M$)  
January 1  
15,362  
14,549  
Increases  
404  
Disposals  
(23)  
Other  
122  
2017  
(1,512)  
(1,252)  
(2,324)  
234  
(187)  
(200)  
14,587  
15,362  
14,549  
2
016  
015  
1,039  
2,750  
(117)  
1,330  
(16)  
2
14,682  
(343)  
In 2017, the heading “Amortization and impairment” includes the  
impact of exceptional asset impairments for an amount of  
In 2016, the heading “Other” principally corresponded to the effect  
of the entries in the consolidation scope (including SAFT Group and  
Lampiris) for $1,394 million and to the reclassification of assets  
classified in accordance with IFRS 5 “Non-current assets held for  
sale and discontinued operations”.  
$785 million (see Note 3 paragraph D to the Consolidated Financial  
Statements).  
In 2016, the heading “Amortization and impairment” included the  
accounting impact of exceptional asset impairments for an amount  
of $543 million (see Note 3 paragraph D to the Consolidated  
Financial Statements).  
In 2015, the heading “Amortization and impairment” included the  
accounting impact of exceptional asset impairments for an amount  
of $1,482 million (see Note 3 paragraph D to the Consolidated  
Financial Statements).  
A summary of changes in the carrying amount of goodwill by business segment for the year ended December 31, 2017 is as follows:  
Net goodwill as of  
January 1, 2017  
Net goodwill as of  
Other December 31, 2017  
(
M$)  
Increases  
Impairments  
Exploration & Production  
Gas, Renewables & Power  
Refining & Chemicals  
Marketing & Services  
Corporate  
-
556  
-
16  
-
-
-
-
-
-
-
-
78  
-
650  
462  
29  
491  
113  
146  
-
(3)  
256  
26  
4
30  
TOTAL  
1,157  
162  
108  
1,427  
7
.2  
Property, plant and equipment  
◗
ACCOUNTING POLICIES  
Exploration & Production Oil and Gas producing assets  
With respect to phased development projects or projects subject  
to progressive well production start-up, the fixed  
assets’ depreciable amount, excluding production or service wells,  
is adjusted to exclude the portion of development costs  
attributable to the undeveloped reserves of these projects.  
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 equal to the  
ratio of oil and gas production for the period to proved developed  
reserves (unit-of-production method).  
With respect to production sharing contracts, the unit-of-  
production method 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/gas) as  
well as the sharing of hydrocarbon rights (profit oil/gas).  
In the event that, due to the price effect on reserves evaluation,  
the unit-of-production method does not reflect properly the useful  
life of the asset, an alternative depreciation method is applied  
based on the reserves evaluated with the price of the previous  
year.  
2
68  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 7 – Notes to the Consolidated Financial Statements  
Hydrocarbon transportation and processing assets are  
depreciated using the unit-of-production method based on  
throughput or by using the straight-line method whichever best  
reflects the duration of use of the economic life of the asset.  
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.  
Other property, plant and equipment excluding Exploration  
&
Production  
Other property, plant and equipment are depreciated using the  
straight-line method over their useful lives, which are as follows:  
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:  
Furniture, office equipment, machinery and tools  
Transportation equipment  
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  
▪
if the project benefits from a specific funding, the capitalization of  
borrowing costs is based on the borrowing rate;  
▪
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.  
As of December 31, 2017  
Depreciation and  
(
M$)  
Cost  
impairment  
Net  
Exploration & Production properties  
Proved properties  
174,336  
1,980  
(112,113)  
(152)  
62,223  
1,828  
Unproved properties  
Work in progress  
30,286  
206,602  
(2,537)  
27,749  
91,800  
SUBTOTAL  
(114,802)  
Other property, plant and equipment  
Land  
1,809  
33,554  
9,203  
(652)  
(25,774)  
(5,859)  
1,157  
7,780  
Machinery, plant and equipment (including transportation equipment)  
Buildings  
3,344  
Work in progress  
2,310  
(1)  
2,309  
Other  
9,463  
(6,456)  
3,007  
SUBTOTAL  
56,339  
262,941  
(38,742)  
(153,544)  
17,597  
109,397  
TOTAL PROPERTY, PLANT AND EQUIPMENT  
8
As of December 31, 2016  
Depreciation and  
impairment  
(
M$)  
Cost  
Net  
Exploration & Production properties  
Proved properties  
163,860  
1,996  
(100,959)  
-
62,901  
1,996  
Unproved properties  
Work in progress  
33,860  
199,716  
(2,075)  
(103,034)  
31,785  
96,682  
SUBTOTAL  
Other property, plant and equipment  
Land  
1,578  
28,620  
7,977  
(567)  
(22,940)  
(4,979)  
1,011  
5,680  
Machinery, plant and equipment (including transportation equipment)  
Buildings  
2,998  
Work in progress  
2,780  
(10)  
2,770  
Other  
8,296  
(5,466)  
2,830  
SUBTOTAL  
49,251  
248,967  
(33,962)  
(136,996)  
15,289  
111,971  
TOTAL PROPERTY, PLANT AND EQUIPMENT  
REGISTRATION DOCUMENT 2017  
269  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 7  
As of December 31, 2015  
Depreciation and  
impairment  
(
M$)  
Cost  
Net  
Exploration & Production properties  
Proved properties  
153,530  
2,423  
(94,843)  
-
58,687  
2,423  
Unproved properties  
Work in progress  
36,246  
192,199  
(2,284)  
(97,127)  
33,962  
95,072  
SUBTOTAL  
Other property, plant and equipment  
Land  
1,551  
28,723  
7,655  
(581)  
(22,975)  
(5,018)  
970  
5,748  
Machinery, plant and equipment (including transportation equipment)  
Buildings  
2,637  
Work in progress  
2,705  
(128)  
2,577  
Other  
8,182  
(5,668)  
2,514  
SUBTOTAL  
48,816  
241,015  
(34,370)  
(131,497)  
14,446  
109,518  
TOTAL PROPERTY, PLANT AND EQUIPMENT  
Change in net property, plant and equipment is analyzed in the following table:  
Currency  
Net amount as of  
January 1  
Depreciation and  
translation  
adjustment  
Net amount as of  
December 31  
(
M$)  
Increases  
13,363  
17,067  
Disposals  
(1,117)  
(1,869)  
impairment  
(15,099)  
(13,171)  
Other  
(2,023)  
1,483  
2
017  
111,971  
109,518  
106,876  
2,302  
(1,057)  
(3,449)  
109,397  
111,971  
109,518  
2
2
016  
015  
22,382  
(1,842)  
(17,010)  
2,561  
In 2017, the heading “Disposals” mainly includes the impact of sales  
in the Exploration & Production segment (sale of interests in Gina  
Krog in Norway, and in Gabon).  
In 2016, the heading “Other” principally corresponded to the effect of  
the entries in the consolidation scope (including SAFT Group and  
Lampiris) for $751 million, to the reclassification of assets in  
accordance with IFRS 5 “Non-current assets held for sale and  
discontinued operations” for $(365) million and the reversal of the  
reclassification under IFRS 5 as at December 31, 2015 for  
In 2017, the heading “Depreciation and impairment” includes the  
impact of impairments of assets recognized for an amount of  
$
3,901 million (see Note 3 paragraph D to the Consolidated Financial  
$
627 million corresponding to disposals.  
Statements).  
In 2015, the heading “Disposals” mainly included the impact of sales  
in the Exploration & Production segment (sale of 4 blocks in Nigeria,  
West of Shetland fields in United Kingdom and a part of Fort Hills in  
Canada).  
In 2017, the heading “Other” principally corresponds to the impact of  
$
855 million of finance lease contracts, the decrease of the asset for  
site restitution for an amount of $(773) million and the reclassification  
of assets classified in accordance with IFRS 5 “Non-current assets  
held for sale and discontinued operations” for $(2,604) million, related  
to the Martin Linge field in Norway.  
In 2015, the heading “Depreciation and impairment” included the  
impact of impairments of assets recognized for an amount of  
$
5,544 million (see Note 3 paragraph D to the Consolidated Financial  
In 2016, the heading “Disposals” mainly included the impact of sales  
in the Exploration & Production segment (sale of interests in the FUKA  
and SIRGE gas pipelines, and the St. Fergus gas terminal in the  
United Kingdom, and sale of a 20% stake in Kharyaga, Russia.).  
Statements).  
In 2015, the heading “Other” principally corresponded to the increase  
of the asset for site restitution for an amount of $956 million and the  
reclassification of assets classified in accordance with IFRS 5  
In 2016, the heading “Depreciation and impairment” included the  
impact of impairments of assets recognized for an amount of  
“Non-current assets held for sale and discontinued operations” for  
$
1,128 million, primarily related to the Usan field in Nigeria.  
$
1,780 million (see Note 3 paragraph D to the Consolidated Financial  
Statements).  
Property, plant and equipment presented above include the following amounts for facilities and equipment under finance leases:  
As of December 31, 2017  
Depreciation and  
impairment  
(
M$)  
Cost  
1,140  
124  
Net  
672  
Machinery, plant and equipment  
(468)  
(57)  
Buildings  
Other  
67  
378  
(58)  
320  
TOTAL  
1,642  
(583)  
1,059  
2
70  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Notes 7 8
 –
 Notes to the Consolidated Financial Statements  
As of December 31, 2016  
Depreciation and  
(
M$)  
Cost  
426  
109  
179  
714  
impairment  
Net  
35  
Machinery, plant and equipment  
(391)  
Buildings  
Other  
(38)  
71  
(41)  
138  
244  
TOTAL  
(470)  
Depreciation and  
impairment  
As of December 31, 2015  
(
M$)  
Cost  
426  
95  
Net  
42  
Machinery, plant and equipment  
(384)  
(38)  
Buildings  
Other  
57  
175  
696  
(31)  
144  
243  
TOTAL  
(453)  
NOTE 8  
Equity affiliates, other investments and related parties  
8.1  
Equity affiliates: investments and loans  
◗
ACCOUNTING PRINCIPLES  
Under the equity method, the investment in the associate or joint  
venture is initially recognized at acquisition cost and subsequently  
adjusted to recognize the Group’s share of the net income and  
other comprehensive income of the associate or joint venture.  
In cases where the group holds less than 20% of the voting rights  
in another entity, the determination of whether the Group  
exercises significant influence is also based on other facts and  
circumstances: representation on the Board of Directors or an  
equivalent governing body of the entity, participation in  
policy-making processes, including participation in decisions  
relating to dividends or other distributions, significant transactions  
between the investor and the entity, exchange of management  
personnel, or provision of essential technical information.  
Unrealized gains on transactions between the Group and its  
equity-accounted entities are eliminated to the extent of the  
Group’s interest in the equity accounted entity.  
In equity affiliates, goodwill is included in investment book value.  
The contribution of equity affiliates in the consolidated balance sheet, consolidated statement of income and consolidated statement of  
comprehensive income is presented below:  
8
Equity value  
As of December 31,  
(
M$)  
2017  
12,177  
4,791  
2016  
11,819  
4,039  
2015  
11,255  
3,751  
Total Associates  
Total Joint ventures  
TOTAL  
16,968  
5,135  
15,858  
4,718  
15,006  
4,378  
Loans  
TOTAL  
22,103  
20,576  
19,384  
Profit/(loss)  
As of December 31,  
(
M$)  
2017  
1,694  
321  
2016  
1,530  
684  
2015  
2,004  
357  
Total Associates  
Total Joint ventures  
TOTAL  
2,015  
2,214  
2,361  
Other comprehensive income  
As of December 31,  
(
M$)  
2017  
(801)  
124  
2016  
847  
88  
2015  
139  
(19)  
Total Associates  
Total Joint ventures  
TOTAL  
(677)  
935  
120  
REGISTRATION DOCUMENT 2017  
271  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 8  
A)  
Information related to associates  
Information (100% gross) related to significant associates is as follows:  
Exploration & Production  
(
a)  
Novatek  
Liquefaction entities  
PetroCedeño  
2016  
(
M$)  
2017  
2016  
2015  
2017  
2016  
2015  
2017  
2015  
Non current assets  
Current assets  
14,232  
3,404  
13,981  
2,409  
9,768  
2,237  
12,005  
6,745  
3,014  
2,246  
12,005  
7,130  
1,755  
29,656  
7,875  
31,044  
5,790  
33,294  
7,427  
5,551  
4,291  
9,842  
5,178  
13  
5,515  
4,166  
9,681  
5,515  
10  
6,916  
3,437  
10,353  
5,538  
10  
TOTAL ASSETS  
Shareholder’s equity  
Non current liabilities  
Current liabilities  
17,636  
12,842  
3,187  
16,390  
11,015  
3,574  
37,531  
22,804  
10,291  
4,436  
36,834  
22,886  
10,839  
3,109  
40,721  
25,941  
9,373  
1,607  
1,801  
5,407  
4,651  
9,842  
1,708  
204  
4,156  
9,681  
1,398  
277  
4,805  
10,353  
1,840  
399  
TOTAL LIABILITIES  
Revenue from sales  
NET INCOME  
17,636  
10,022  
1,950  
16,390  
7,779  
37,531  
20,401  
5,781  
36,834  
15,557  
1,472  
40,721  
22,731  
7,720  
3,137  
OTHER COMPREHENSIVE  
INCOME  
580  
1,651  
(1,682)  
-
-
-
-
-
-
%
owned  
18.90%  
18.90%  
18.90%  
30.32%  
30.32%  
30.32%  
Revaluation identifiable assets  
on equity affiliates  
1,804  
4,231  
263  
1,811  
3,893  
494  
1,580  
2,855  
229  
6
3,768  
735  
-
3,755  
147  
-
4,183  
978  
-
1,570  
62  
-
1,672  
84  
-
1,679  
121  
Equity value  
Profit/(loss)  
Share of Other Comprehensive  
Income, net amount  
(491)  
128  
808  
111  
(135)  
102  
(194)  
672  
23  
156  
-
-
-
Dividends paid to the Group  
479  
1,072  
164  
91  
139  
(
a) Information includes the best Group’s estimates of results at the date of TOTAL’s financial statements.  
nd  
Novatek, listed in Moscow and London, is the 2 largest producer of  
natural gas in Russia. The Group share of Novatek’s market value  
amounted to $6,721 million as at December 31, 2017. Novatek is  
consolidated by the equity method. TOTAL considers, in fact, that it  
exercises significant influence particularly via its representation on the  
Board of Directors of Novatek and its interest in the major project of  
Yamal LNG.  
The Group’s interests in associates operating liquefaction plants are  
combined. The amounts include investments in: Nigeria LNG  
(15.00%), Angola LNG (13.60%), Yemen LNG (39.62%), Qatar  
Liquefied Gas Company Limited (Qatargas) (10.00%), Qatar Liquefied  
Gas Company Limited II (16.70%), Oman LNG (5.54%), and Abu  
Dhabi Gas Lc (5.00%).  
PetroCedeño produces and upgrades extra-heavy crude oil in  
Venezuela.  
The Group is not aware of significant restrictions limiting the ability of  
OAO Novatek to transfer funds to its shareholder, be it under the  
form of dividends, repayment of advances or loans made.  
2
72  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 8 – Notes to the Consolidated Financial Statements  
Refining & Chemicals  
Saudi Aramco Total  
Refining & Petrochemicals  
Qatar  
2016  
(
M$)  
2017  
11,601  
2,021  
13,622  
2,424  
9,029  
2,169  
13,622  
9,049  
222  
2016  
12,056  
1,531  
13,587  
2,302  
9,466  
1,819  
13,587  
7,134  
289  
2015  
12,536  
960  
2017  
4,405  
1,696  
6,101  
3,200  
1,895  
1,006  
6,101  
7,388  
490  
2015  
2,530  
968  
Non current assets  
Current assets  
4,152  
1,404  
5,556  
3,393  
1,349  
814  
TOTAL ASSETS  
13,496  
2,011  
9,873  
1,612  
13,496  
8,032  
339  
3,498  
2,803  
356  
Shareholder’s equity  
Non current liabilities  
Current liabilities  
339  
TOTAL LIABILITIES  
Revenue from sales  
NET INCOME  
5,556  
4,665  
615  
3,498  
1,823  
631  
OTHER COMPREHENSIVE INCOME  
20  
2
-
80  
(11)  
2
%
owned  
37.50%  
-
37.50%  
-
37.50%  
-
Revaluation identifiable assets on equity affiliates  
Equity value  
-
814  
190  
(12)  
201  
-
832  
211  
6
-
818  
208  
28  
909  
863  
754  
Profit/(loss)  
83  
108  
127  
Share of Other Comprehensive Income, net amount  
Dividends paid to the Group  
(82)  
22  
77  
45  
-
-
292  
248  
Saudi Aramco Total Refining & Petrochemicals is an entity including a refinery in Jubail, Saudi Arabia, with a capacity of 400,000 barrels/day with  
integrated petrochemical units.  
The Group’s interests in associates of the Refining & Chemicals segment, operating steam crackers and polyethylene lines in Qatar have been  
combined: Qatar Petrochemical Company Ltd. (20.00%), Qatofin (49.09%), Laffan Refinery (10.00%) and Laffan Refinery II (10.00%).  
8
REGISTRATION DOCUMENT 2017  
273  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 8  
B)  
Information related to joint ventures  
The information (100% gross) related to significant joint ventures is as follows:  
Liquefaction entities  
Exploration & Production)  
Hanwha Total Petrochemicals  
(Refining & Chemicals)  
(
(
M$)  
2017  
2016  
47,014  
922  
2015  
35,341  
455  
2017  
3,989  
2,258  
283  
2016  
3,454  
1,506  
473  
2015  
3,543  
1,501  
240  
Non current assets  
59,422  
966  
Current assets excluding cash and cash equivalents  
Cash and cash equivalents  
TOTAL ASSETS  
1,258  
61,646  
4,037  
504  
703  
501  
48,639  
2,961  
327  
36,297  
1,840  
349  
6,530  
3,612  
148  
5,433  
2,947  
120  
5,284  
2,609  
107  
Shareholder’s equity  
Other non current liabilities  
Non current financial debts  
Other current liabilities  
55,566  
1,539  
-
43,980  
1,371  
-
32,996  
1,112  
-
1,078  
1,144  
548  
1,105  
764  
1,388  
713  
Current financial debts  
497  
467  
TOTAL LIABILITIES  
61,646  
37  
48,639  
52  
36,297  
32  
6,530  
8,565  
5,433  
7,057  
5,284  
7,307  
Revenue from sales  
Depreciation and depletion of tangible assets and  
mineral interests  
(10)  
16  
(12)  
5
(14)  
10  
(264)  
-
(259)  
-
(247)  
-
Interest income  
Interest expense  
(15)  
(7)  
(10)  
(81)  
279  
61  
(3)  
(3)  
(64)  
Income taxes  
338  
(29)  
449  
166  
(369)  
973  
398  
50.00%  
-
(338)  
930  
(79)  
50.00%  
-
(192)  
514  
(186)  
50.00%  
-
NET INCOME  
(1,730)  
97  
OTHER COMPREHENSIVE INCOME  
%
owned  
Revaluation identifiable assets on equity affiliates  
Equity value  
905  
2,049  
(348)  
29  
905  
1,555  
88  
965  
1,355  
55  
1,806  
486  
170  
353  
1,474  
465  
22  
1,305  
257  
Profit/(loss)  
Share of Other Comprehensive Income, net amount  
Dividends paid to the Group  
50  
18  
(75)  
-
-
-
256  
20  
The Group’s interests in joint ventures operating liquefaction plants have been combined. The amounts include investments in Yamal LNG in  
Russia (20.02% direct holding) and Ichthys LNG in Australia (30.00%).  
Hanwha Total Petrochemicals is a South Korean company that operates a petrochemical complex in Daesan, South Korea (condensate  
separator, steam cracker, styrene, paraxylene, polyolefins).  
Off balance sheet commitments relating to joint ventures are disclosed in Note 13 of the Consolidated Financial Statements.  
2
74  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 8
 –
 Notes to the Consolidated Financial Statements  
C)  
Other equity consolidated affiliates  
In Group share, the main aggregated financial items in equity consolidated affiliates including assets held for sale, which have not been  
presented individually are as follows:  
2
017  
2016  
2015  
As of December 31,  
Joint  
ventures  
Joint  
ventures  
Joint  
ventures  
(
M$)  
Associates  
2,908  
Associates  
Associates  
Non Current assets  
Current assets  
2,428  
1,150  
3,578  
1,102  
1,281  
1,195  
3,578  
3,047  
1,365  
4,412  
804  
1,971  
825  
3,491  
1,440  
4,931  
966  
2,005  
860  
1,156  
TOTAL ASSETS  
Shareholder’s equity  
Non current liabilities  
Current liabilities  
4,064  
885  
2,796  
1,010  
985  
2,865  
1,091  
951  
2,171  
2,369  
1,239  
4,412  
2,612  
1,353  
4,931  
1,008  
801  
823  
TOTAL LIABILITIES  
4,064  
2,796  
2,865  
2
017  
2016  
2015  
Joint  
ventures  
Joint  
ventures  
Joint  
ventures  
For the year ended December 31,  
(
M$)  
Associates  
2,226  
Associates  
2,603  
Associates  
2,661  
Revenues from sales  
4,358  
3,181  
3,362  
NET INCOME  
361  
183  
486  
131  
341  
45  
Share of other comprehensive income  
items  
(22)  
885  
328  
(75)  
936  
147  
(12)  
804  
308  
16  
1,010  
30  
13  
966  
442  
38  
1,091  
22  
Equity value  
Dividends paid to the Group  
8.2  
Other investments  
◗
ACCOUNTING POLICIES  
These assets are classified as financial assets available for sale  
and therefore measured at their fair value.  
long-lasting impairment loss, a loss is recorded in the statement of  
income. This impairment is irreversible.  
For securities traded in active markets, this fair value is equal to  
the market price. Changes in fair value are recorded in other  
comprehensive income. If there is any evidence of a significant or  
For other securities, if the fair value is not reliably determinable, the  
securities are recorded at their historical value.  
8
As of December 31, 2017  
(
M$)  
Carrying amount  
Unrealized gain (loss)  
Balance sheet value  
Equity securities publicly traded in active markets  
8
42  
50  
Total equity securities publicly traded in active  
(a)  
markets  
8
62  
42  
-
50  
62  
BBPP  
BTC Limited  
55  
-
55  
DUNKERQUE LNG SAS  
Tellurian Investments Inc.  
144  
207  
285  
76  
-
144  
207  
285  
76  
-
(
b)  
Total Eren Holding SA  
-
(
b)  
Greenflex  
-
Other equity securities (unit value below $50 million)  
848  
1,677  
1,685  
-
848  
1,677  
1,727  
(
a)  
TOTAL OTHER EQUITY SECURITIES  
-
OTHER INVESTMENTS  
42  
REGISTRATION DOCUMENT 2017  
275  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 8  
As of December 31, 2016  
Unrealized gain  
(loss)  
Balance sheet  
value  
(
M$)  
Carrying amount  
Areva  
17  
8
-
29  
29  
-
17  
37  
Other equity securities publicly traded in active markets  
Total equity securities publicly traded in active markets  
BBPP  
(a)  
25  
54  
62  
62  
BTC Limited  
121  
133  
763  
1,079  
1,104  
-
121  
133  
763  
1,079  
1,133  
DUNKERQUE LNG SAS  
-
Other equity securities (unit value below $50 million)  
-
(
a)  
TOTAL OTHER EQUITY SECURITIES  
-
OTHER INVESTMENTS  
29  
As of December 31, 2015  
Unrealized gain  
(loss)  
Balance sheet  
value  
(
M$)  
Carrying amount  
Areva  
22  
9
-
28  
28  
-
22  
37  
Other equity securities publicly traded in active markets  
Total equity securities publicly traded in active markets  
BBPP  
(a)  
31  
59  
62  
62  
BTC Limited  
121  
116  
883  
1,182  
1,213  
-
121  
116  
883  
1,182  
1,241  
DUNKERQUE LNG SAS  
-
Other equity securities (unit value below $50 million)  
-
(
a)  
TOTAL OTHER EQUITY SECURITIES  
-
OTHER INVESTMENTS  
28  
(
(
a) Including cumulative impairments of $2,029 million in 2017, $1,633 million in 2016 and $949 million in 2015.  
b) Acquistion made in the fourth quarter 2017 and to be consolidated in 2018.  
8.3  
Related parties  
The main transactions and receivable and payable balances with related parties (principally non-consolidated subsidiaries and equity  
consolidated affiliates) are detailed as follows:  
As of December 31,  
(
M$)  
2017  
2016  
2015  
Balance sheet  
Receivables  
Debtors and other debtors  
Loans (excl. loans to equity affiliates)  
Payables  
492  
63  
492  
65  
533  
71  
Creditors and other creditors  
Debts  
1,161  
2
897  
6
835  
10  
For the year ended December 31,  
(
M$)  
2017  
2016  
2015  
Statement of income  
Sales  
3,407  
(7,354)  
6
2,270  
3,062  
Purchases  
(4,882)  
(6,999)  
Financial income  
Financial expense  
6
-
6
-
(9)  
2
76  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Notes 8 9 – Notes to the Consolidated Financial Statements  
8.4  
Compensation for the administration and management bodies  
The aggregate amount of direct and indirect compensation  
accounted by the French and foreign affiliates of the Company, for all  
executive officers of TOTAL as of December 31, 2017 and for the  
members of the Board of Directors who are employees of the Group,  
is detailed below.  
The main Group executive officers include the members of the  
Executive Committee and the four directors of the corporate  
functions members of the Group Performance Management  
Committee (Communication, Legal, Health, Safety and Environment,  
Strategy & Climate), the Deputy Chief Financial Officer of the Group  
and the Group Treasurer.  
For the year ended December 31,  
(
M$)  
2017  
15  
2016  
14  
2015  
14  
Number of people  
Direct or indirect compensation  
15.6  
10.8  
6.5  
13.4  
6.1  
12.8  
3.9  
(
a)  
Pension expenses  
Share-based payments expense (IFRS 2)  
(
b)  
5.3  
3.5  
(
(
a) The change in the pension expenses in 2017 relates basically to the agreement on the transition from work to retirement in France for which the global impact has been  
booked in the Group’s accounts as of June 30, 2017.  
The benefits provided for executive officers of the Group and the members of the Board of Directors, employees of the Group, include severance to be paid on  
retirement, supplementary pension schemes and insurance plans, which represent $119.7 million provisioned as of December 31, 2017 (against $104.7 million as of  
December 31, 2016 and $96.7 million as of December 31, 2015).  
b) Share-based payments expense computed for the executive officers and the members of the Board of Directors who are employees of the Group and based on the  
principles of IFRS 2 “Share-based payments” described in Note 9.  
The compensation allocated to members of the Board of Directors for directors’ fees totaled $1.44 million in 2017 (against $1.22 million in 2016  
and $1.34 million in 2015).  
NOTE 9  
Shareholders’ equity and share-based payments  
capital of the Company, directly or indirectly, following a public tender  
offer for all of the Company’s shares.  
9.1  
Shareholders’ equity  
The authorized share capital amounts to 3,434,245,369 shares as of  
December 31, 2017 compared to 3,449,682,749 shares as of  
December 31, 2016 and 3,467,448,093 as of December 31, 2015.  
As of December 31, 2017, the share capital of TOTAL S.A. amounted  
to €6,322,474,040.  
Number of TOTAL shares  
There is only one category of shares of TOTAL S.A., and the shares  
have a par value of €2.50, as of December 31, 2017. Shares may be  
held in either bearer or registered form.  
Double voting rights are assigned to shares that are fully-paid and  
held in registered form 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, in  
the event of an increase in share capital by incorporation of reserves,  
profits or premiums, to registered shares granted for free to a  
shareholder due to shares already held that are entitled to this rights.  
Share cancellation  
TOTAL S.A. did not cancel any shares in 2017.  
8
In 2016, TOTAL S.A. reduced the Company’s capital through the  
cancellation of shares.  
At the meeting held on December 15, 2016, and pursuant to the  
authorization of the Extraordinary Shareholders’ Meeting of May 11,  
Pursuant to the Company’s bylaws (Statutes), 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%.  
2
1
012, the Board of Directors of TOTAL S.A. decided to cancel  
00,331,268 treasury shares that TOTAL S.A. had previously bought  
back off-market from four of its 100% indirectly controlled  
subsidiaries. Following this transaction the Group affiliates no longer  
hold treasury shares. This buyback of shares had no impact on the  
Consolidated Financial Statements of TOTAL S.A., the fully-diluted  
weighted-average shares and the earnings per share.  
These restrictions no longer apply if any individual or entity, acting  
alone or in concert, acquires at least two-thirds of the total share  
TOTAL S.A. did not cancel any shares in 2015.  
REGISTRATION DOCUMENT 2017  
277  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 9  
Variation of the share capital  
AS OF DECEMBER 31, 2014  
2,385,267,525  
Shares issued in connection with: Capital increase reserved for employees  
10,479,410  
Capital increase within stock dividend (2014 remainder and first interim  
dividend for 2015)  
42,841,342  
1,469,606  
Exercise of TOTAL share subscription options  
(
a)  
AS OF DECEMBER 31, 2015  
2,440,057,883  
Shares issued in connection with: Capital increase within stock dividend (second interim dividend for 2015,  
third interim dividend for 2015, 2015 remainder and first interim dividend  
for 2016)  
88,401,329  
2,237,918  
Exercise of TOTAL share subscription options  
Cancellation of treasury shares  
(100,331,268)  
2,430,365,862  
9,532,190  
(
b)  
AS OF DECEMBER 31, 2016  
Shares issued in connection with: Capital increase reserved for employees  
Capital increase within stock dividend (second interim dividend for 2016,  
third interim dividend for 2016, 2016 remainder and first interim dividend  
for 2017)  
86,442,256  
2,649,308  
Exercise of TOTAL share subscription options  
(
c)  
AS OF DECEMBER 31, 2017  
2,528,989,616  
(
(
(
a) Including 113,967,758 treasury shares deducted from consolidated shareholders’ equity.  
b) Including 10,587,822 treasury shares deducted from consolidated shareholders’ equity.  
c) Including 8,376,756 treasury shares deducted from consolidated shareholders’ equity.  
price. This capital increase, to be open in 2018, is expected to be  
completed before the General Meeting of 2018.  
Capital increase reserved for Group employees  
The Combined General Meeting of May 24, 2016, delegated to the  
Board of Directors in its twenty-third resolution, the authority to carry  
out, a capital increase, in one or more occasions within a maximum  
period of twenty-six months, reserved to members of a company or  
group savings plan of the Company.  
In 2017, TOTAL S.A. proceeded with a capital increase reserved for  
employees and retirees of the Company which resulted in the  
subscription of 9,350,220 shares with a par value of €2.50 at a unit  
price of €38.10 and of the issuance of 181,970 shares with a par  
value of €2.50 granted as free shares. The issuance of the shares  
was acknowledged on April 26, 2017. Moreover, the Board of  
Directors, during its meeting on April 26, 2017, based on the  
twenty-fourth resolution of the Combined General Meeting of May 24,  
Pursuant to this delegation, the Board of Directors, during its meeting  
on July 26, 2017, decided to proceed with a capital increase  
reserved for employees and retirees of the Company that included a  
classic offering and  
a leveraged offering depending on the  
2
016, decided to grant 10,393 free shares to 2,086 beneficiaries  
employees’ choice, within the limit of 18 million shares with  
immediate dividend rights. The Board of Directors has delegated all  
powers to the Chairman and Chief Executive Officer to determine the  
opening and closing of the subscription period and the subscription  
subject to a continued employment condition during the five-year  
acquisition period that will end on April 26, 2022, as a deferred  
contribution.  
2
78  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 9
 –
 Notes to the Consolidated Financial Statements  
Treasury shares  
ACCOUNTING POLICIES  
◗
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.  
TOTAL shares held by TOTAL S.A  
As of December 31,  
2017  
8,376,756  
0.33%  
2016  
10,587,822  
0.44%  
2015  
13,636,490  
0.56%  
Number of treasury shares  
Percentage of share capital  
Of which shares allocated to TOTAL share grant plans for Group  
employees  
8,345,847  
30,909  
10,555,887  
31,935  
13,603,525  
32,965  
Of which shares intended to be allocated to new TOTAL share purchase  
option plans or to new share grant plans  
TOTAL shares held by Group subsidiaries  
As of December 31,  
2017  
2016  
2015  
100,331,268  
4.11%  
Number of shares held by Group subsidiaries  
Percentage of share capital  
-
-
-
-
Of which shares held by a consolidated subsidiary, Total Nucléaire, 100%  
indirectly controlled by TOTAL S.A.  
-
-
-
-
2,023,672  
Of which shares held by subsidiaries of Elf Aquitaine (Financière Valorgest,  
Sogapar and Fingestval), 100% indirectly controlled by TOTAL S.A.  
98,307,596  
Paid-in surplus  
Reserves  
In accordance with French law, the paid-in surplus corresponds to  
premiums related to shares issuances, contributions or mergers 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 except in cases of a refund of shareholder contributions.  
Under French law, 5% of net income must be transferred to the legal  
reserve until the legal reserve reaches 10% of the nominal 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 $750 million as of  
December 31, 2017 ($569 million as of December 31, 2016 and  
$630 million as of December 31, 2015) with regards to additional  
corporation tax to be applied on regulatory reserves so that they  
become distributable.  
8
As of December 31, 2017, paid-in surplus relating to TOTAL S.A.  
amounted to €32,882 million (€28,961 million as of December 31,  
2
016 and €30,265 million as of December 31, 2015).  
REGISTRATION DOCUMENT 2017  
279  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 9  
Earnings per share  
◗
ACCOUNTING POLICIES  
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.  
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.  
Diluted earnings per share is calculated by dividing net income  
(
Group share) by the fully-diluted weighted-average number of  
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.  
In compliance with IAS 33, earnings per share and diluted  
earnings per share are based on the net income after deduction of  
the remuneration due to the holders of deeply subordinated  
Notes.  
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:  
2017  
2016  
2015  
NUMBER OF SHARES AS OF JANUARY 1,  
Number of shares issued during the year (pro rated)  
Exercise of TOTAL share subscription options  
Exercise of TOTAL share purchase options  
TOTAL performance shares  
2,430,365,862  
2,440,057,883  
2,385,267,525  
1,198,036  
538,621  
-
662,351  
-
1,105,796  
6,354,793  
53,365,971  
-
-
103,131  
6,986,273  
13,343,379  
-
1,524,172  
-
Capital increase reserved for employees  
Capital increase within stock dividend  
51,029,237  
4,180,470  
(4,180,470)  
Buyback of treasury shares on December 15, 2016  
Cancellation of treasury shares on December 15, 2016  
-
-
TOTAL shares held by TOTAL S.A. or by its subsidiaries and deducted from  
shareholders’ equity  
(10,587,822)  
(113,967,758)  
(111,324,719)  
WEIGHTED-AVERAGE NUMBER OF SHARES  
Dilutive effect  
2,481,802,636  
2,379,182,155  
2,295,037,940  
TOTAL share subscription and purchase options  
TOTAL performance shares  
727,864  
10,238,411  
630,474  
9,058,264  
1,168,644  
7,647,690  
Capital increase reserved for employees  
WEIGHTED-AVERAGE NUMBER OF DILUTED SHARES  
1,987,502  
843,043  
581,268  
2,494,756,413  
2,389,713,936  
2,304,435,542  
Earnings per share in euros  
Dividend  
The earnings per share in euros, obtained from the earnings per  
share in dollars, converted by using the average exchange rate  
euro/dollar, is €2.97 per share for 2017 closing (€2.28 for 2016  
closing). The fully-diluted earnings per share calculated by using the  
same method is €2.96 per share for 2017 closing (€2.27 for 2016  
closing).  
For the fiscal year 2017, TOTAL S.A. already paid two quarterly  
interim dividends:  
▪
payment of the first interim dividend for the fiscal year 2017 of €0.62  
per share, decided by the Board of Directors on September 20, 2017  
has been done in cash or in shares on October 12, 2017 (the  
ex-dividend date was September 25, 2017). The number of shares  
issued in lieu of the cash dividend was based on the dividend  
amount divided by €41.12 per share, equal to the average Euronext  
Paris opening price of the shares for the 20 trading days preceding  
the Board of the Directors meeting on September 20, 2017 reduced  
by the amount of the first interim dividend, with a 5% discount. On  
October 12, 2017, 25,633,559 shares have been issued at a price of  
€
41.12 per share.  
2
80  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 9 – Notes to the Consolidated Financial Statements  
▪
payment of the second interim dividend for the fiscal year 2017 of  
0.62 per share, decided by the Board of Directors on  
In 2016, the Group issued three tranches of perpetual subordinated  
notes in euros through TOTAL S.A.:  
€
December 12, 2017 has been done in cash or in shares on  
January 11, 2018 (the ex-dividend date was December 19, 2017).  
The number of shares issued in lieu of the cash dividend was  
based on the dividend amount divided by €46.55 per share, equal  
to the average Euronext Paris opening price of the shares for the  
▪
▪
▪
deeply subordinated note 3.875% perpetual maturity callable after  
years (€1,750 million);  
6
deeply subordinated note 2.708% perpetual maturity callable after  
6.6 years (€1,000 million);  
2
0 trading days preceding the Board of Directors meeting,  
deeply subordinated note 3.369% perpetual maturity callable after  
reduced by the amount of the second interim dividend, without any  
discount. On January 11, 2018, 7,087,904 shares have been  
issued at a price of €46.55 per share.  
1
0 years (€1,500 million).  
In 2015, the Group issued two tranches of perpetual subordinated  
notes in euros through TOTAL S.A.:  
The Board of Directors, during its October 26, 2017 meeting,  
decided to set the third quarterly interim dividend for the fiscal year  
017 at €0.62 per share. This interim dividend will be paid in cash or  
in shares on April 9, 2018 (the ex-dividend date will be March 19,  
018).  
▪
deeply subordinated note 2.250% perpetual maturity callable after  
years (€2,500 million);  
6
2
▪
deeply subordinated note 2.625% perpetual maturity callable after  
0 years (€2,500 million).  
2
1
A resolution will be submitted at the Shareholders’ Meeting on  
June 1, 2018 to pay a dividend of €2.48 per share for the 2017 fiscal  
year, as a balance of €0.62 per share to be distributed after  
deducting the three quarterly interim dividends of €0.62 per share  
that will have already been paid.  
Based on their characteristics (mainly no mandatory repayment and  
no obligation to pay a coupon except in the event of a dividend  
distribution) and in compliance with IAS 32 standard – Financial  
instruments – Presentation, these notes were recorded in equity.  
As of December 31, 2017, the amount of the perpetual deeply  
subordinated note booked in the Group shareholders’ equity is  
Issuance of perpetual subordinated notes  
$
10,328 million. The coupons attributable to the holders of these  
securities are booked in deduction of the Group shareholders’ equity  
for an amount of $302 million for fiscal year 2017 closing. The tax  
saving due to these coupons is booked in the statement of income.  
The Group did not issue any perpetual subordinated notes in 2017.  
Other comprehensive income  
Detail of other comprehensive income showing both items potentially reclassifiable and those not potentially reclassifiable from equity to net  
income is presented in the table below:  
For the year ended December 31,  
(
M$)  
2017  
823  
2016  
(371)  
55  
2015  
557  
Actuarial gains and losses  
Tax effect  
(390)  
(278)  
Currency translation adjustment generated by the parent  
company  
9,316  
(1,548)  
(7,268)  
SUB-TOTAL ITEMS NOT POTENTIALLY RECLASSIFIABLE  
TO PROFIT & LOSS  
8
9,749  
(1,864)  
(6,989)  
Currency translation adjustment  
(2,578)  
(1,098)  
2,456  
–
Unrealized gain/(loss) of the period  
(2,408)  
170  
(543)  
555  
3,032  
576  
–
Less gain/(loss) included in net income  
Available for sale financial assets  
7
4
9
–
Unrealized gain/(loss) of the period  
7
-
4
-
10  
1
–
Less gain/(loss) included in net income  
Cash flow hedge  
324  
239  
(185)  
–
Unrealized gain/(loss) of the period  
584  
260  
186  
(53)  
(390)  
(205)  
–
Less gain/(loss) included in net income  
Share of other comprehensive income  
of equity affiliates, net amount  
(677)  
935  
120  
–
Unrealized gain/(loss) of the period  
(655)  
22  
933  
(2)  
118  
(2)  
–
Less gain/(loss) included in net income  
Other  
-
1
1
Tax effect  
(100)  
(76)  
53  
SUB-TOTAL ITEMS POTENTIALLY RECLASSIFIABLE TO  
PROFIT & LOSS  
(3,024)  
5
2,454  
TOTAL OTHER COMPREHENSIVE INCOME,  
NET AMOUNT  
6,725  
(1,859)  
(4,535)  
REGISTRATION DOCUMENT 2017  
281  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 9  
The currency translation adjustment by currency is detailed in the following table:  
As of December 31, 2017  
Pound  
sterling  
Other  
currencies  
(
M$)  
Total  
Euro  
Ruble  
Currency translation adjustment generated by the parent  
company  
9,316  
(2,578)  
(730)  
9,316  
(3,275)  
(1,099)  
-
462  
(25)  
-
3
-
232  
187  
Currency translation adjustment  
Currency translation adjustment of equity affiliates  
207  
TOTAL CURRENCY TRANSLATION ADJUSTMENT  
RECOGNIZED IN COMPREHENSIVE INCOME  
6,008  
Total  
4,943  
436  
210  
419  
As of December 31, 2016  
Pound  
sterling  
Other  
currencies  
(
M$)  
Euro  
Ruble  
Currency translation adjustment generated by the parent  
company  
(1,548)  
(1,098)  
890  
(1,548)  
(184)  
223  
-
(887)  
54  
-
7
-
(34)  
(30)  
Currency translation adjustment  
Currency translation adjustment of equity affiliates  
643  
TOTAL CURRENCY TRANSLATION ADJUSTMENT  
RECOGNIZED IN COMPREHENSIVE INCOME  
(1,756)  
Total  
(1,509)  
(833)  
650  
(64)  
As of December 31, 2015  
Pound  
sterling  
Other  
currencies  
(
M$)  
Euro  
Ruble  
Currency translation adjustment generated by the parent  
company  
(7,268)  
2,456  
87  
(7,268)  
3,318  
903  
-
(267)  
16  
-
(3)  
-
(592)  
(114)  
Currency translation adjustment  
Currency translation adjustment of equity affiliates  
(718)  
TOTAL CURRENCY TRANSLATION ADJUSTMENT  
RECOGNIZED IN COMPREHENSIVE INCOME  
(4,725)  
(3,047)  
(251)  
(721)  
(706)  
Tax effects relating to each component of other comprehensive income are as follows:  
017  
Tax  
2
2016  
Tax  
2015  
Tax  
Pre-tax  
Net  
Pre-tax  
Net  
Pre-tax  
Net  
For the year ended December 31,  
(
M$)  
amount effect amount amount effect amount amount effect amount  
Actuarial gains and losses  
823 (390)  
433  
(371)  
55  
(316)  
557 (278)  
279  
Currency translation adjustment generated  
by the parent company  
9,316  
-
9,316  
(1,548)  
-
(1,548)  
(7,268)  
-
(7,268)  
SUB-TOTAL ITEMS NOT POTENTIALLY  
RECLASSIFIABLE TO PROFIT & LOSS  
10,139 (390)  
9,749 (1,919)  
55 (1,864)  
(6,711) (278) (6,989)  
Currency translation adjustment  
Available for sale financial assets  
Cash flow hedge  
(2,578)  
7
-
(3)  
(2,578)  
4
(1,098)  
4
-
-
(1,098)  
4
2,456  
9
-
(5)  
58  
2,456  
4
324  
(97)  
227  
239  
(76)  
163  
(185)  
(127)  
Share of other comprehensive income of equity  
affiliates, net amount  
(677)  
-
-
-
(677)  
-
935  
1
-
-
935  
1
120  
1
-
-
120  
1
Other  
SUB-TOTAL ITEMS POTENTIALLY  
RECLASSIFIABLE TO PROFIT & LOSS  
(2,924) (100) (3,024)  
7,215 (490)  
81  
(76)  
5
2,401  
53  
2,454  
TOTAL OTHER COMPREHENSIVE INCOME  
6,725 (1,838)  
(21) (1,859) (4,310) (225) (4,535)  
Non-controlling interests  
As of December 31, 2017, no subsidiary has non-controlling interests that would be material to the Group financial statements.  
2
82  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 9
 –
 Notes to the Consolidated Financial Statements  
9.2  
Share-based payments  
◗
ACCOUNTING POLICIES  
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.  
The cost of employee-reserved capital increases is immediately  
expensed.  
The cost of the capital increase reserved for employees consists  
of the cost related to the discount on all the shares subscribed  
using both the classic and the leveraged schemes, and the  
opportunity gain for the shares subscribed using the leveraged  
scheme. This opportunity gain corresponds to the benefit of  
subscribing to the leveraged offer, rather than reproducing the  
same economic profile through the purchase of options in the  
market for individual investors.  
The expense is equal to the fair value of the instruments granted.  
The expense is recognized on a straight-line basis over the period  
in which the advantages are acquired.  
The fair value of the options is calculated using the Black-Scholes  
model at the grant date.  
The global cost 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 same number of shares in  
cash with a loan financing reimbursable “in fine”.  
For restricted share plans, the fair value is calculated using the  
market price at the grant date after deducting the expected  
distribution rate during the vesting period. The number of allocated  
equity instruments can be revised during the vesting period in cases  
of non compliance with performance conditions, with the exception  
of those related to the market, or according to the rate of turnover  
of the beneficiaries.  
A)  
TOTAL share subscription option plans  
Weighted  
average Total  
2
007 Plan  
2008 Plan  
5/11/2007  
10/9/2008  
42.90  
2009 Plan  
5/11/2007  
9/15/2009  
39.90  
2010 Plan  
5/21/2010  
9/14/2010  
38.20  
2011 Plan  
5/21/2010  
9/14/2011  
33.00  
Total exercise price (€)  
Date of the Shareholders’ Meeting  
5/11/2007  
7/17/2007  
60.10  
(
a)  
Date of the award  
Strike price  
Expiry date  
7/17/2015  
10/9/2016  
9/15/2017  
9/14/2018  
9/14/2019  
(
b)  
Number of options  
Existing options as of January 1,  
015  
2
5,847,965  
3,215,884  
3,011,269  
3,701,218  
859,075 16,635,411  
46.85  
-
Granted  
-
(5,847,965)  
-
-
-
-
-
-
-
-
-
-
(
b)  
Cancelled  
Exercised  
(5,847,965)  
60.10  
40.16  
8
(654,382)  
(300,486)  
(377,972)  
(136,766) (1,469,606)  
Existing options as of January 1,  
016  
2
-
-
-
-
2,561,502  
-
2,710,783  
3,323,246  
722,309  
9,317,840  
-
39.58  
-
Granted  
-
-
-
-
-
-
(b)  
Cancelled  
Exercised  
(1,794,304)  
(767,198)  
(1,794,304)  
42.90  
40.30  
(931,730)  
(443,009)  
(95,981) (2,237,918)  
Existing options as of January 1,  
017  
2
-
-
-
-
-
-
-
-
1,779,053  
-
2,880,237  
626,328  
5,285,618  
-
38.16  
-
Granted  
-
-
-
-
(
b)  
Cancelled  
Exercised  
(195,370)  
(1,583,683)  
(195,370)  
39.90  
38.95  
(929,865)  
(135,760) (2,649,308)  
EXISTING OPTIONS AS OF  
DECEMBER 31, 2017  
-
-
-
1,950,372  
490,568 2,440,940  
37.15  
(
(
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) Out of the options canceled in 2015, 2016 and 2017, 5,847,965 options that were not exercised expired on July 17, 2015 due to the expiry of the 2007 plan, 1,794,304  
options that were not exercised expired on October 9, 2016 due to the expiry of the 2008 plan and 195,370 options that were not exercised expired on September 15,  
2017 due to expiry of 2009 plan.  
Options are exercisable, subject to  
a
continuous employment  
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.  
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  
Since the 2011 Plan, no new TOTAL share subscription option plan  
or TOTAL share purchase plan was decided.  
REGISTRATION DOCUMENT 2017  
283  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 9  
B)  
TOTAL performance share grants  
2
013 Plan  
2014 Plan  
2015 Plan  
2016 Plan  
5/24/2016  
7/27/2016  
2017 Plan  
5/24/2016  
7/26/2017  
Total  
Date of the Shareholders’ Meeting  
5/13/2011  
7/25/2013  
5/16/2014  
5/16/2014  
Date of the award  
7/29/2014 07/28/2015  
Date of the final award (end of the vesting  
period)  
7/26/2016  
7/26/2018  
€32.64  
7/30/2017 07/29/2018  
7/30/2019 07/29/2020  
7/28/2019  
7/29/2021  
€35.37  
7/27/2020  
7/28/2022  
€35.57  
Transfer authorized as from  
Grant date IFRS 2 fair value  
Number of performance shares  
Outstanding as of January 1, 2015  
Notified  
€44.66  
€35.90  
4,434,460  
4,475,030  
-
-
4,761,935  
(1,430)  
-
-
-
8,909,490  
4,761,935  
(52,290)  
-
-
-
Cancelled  
(28,230)  
(22,630)  
(49,940)  
4,402,460  
-
-
-
-
Finally granted  
(55,400)  
-
(105,340)  
Outstanding as of January 1, 2016  
4,350,830  
4,760,505  
-
-
-
13,513,795  
5,639,400  
(1,371,506)  
(3,048,894)  
14,732,795  
5,679,949  
(2,219,260)  
(2,210,040)  
Notified  
-
5,639,400  
(1,730)  
(110)  
-
(
a)  
Cancelled  
Finally granted  
(1,303,506)  
(37,100)  
(860)  
(29,170)  
(600)  
-
(
a)  
(3,047,324)  
-
Outstanding as of January 1, 2017  
-
-
-
-
-
4,364,500  
-
4,730,735  
-
5,637,560  
-
-
5,679,949  
(910)  
Notified  
Cancelled  
(2,157,820)  
(2,206,680)  
-
(31,480)  
(1,950)  
4,697,305  
(29,050)  
(1,410)  
5,607,100  
Finally granted  
-
OUTSTANDING AS OF DECEMBER 31, 2017  
5,679,039 15,983,444  
(
a) The number of performance shares finally granted in 2016 has been adjusted by 226 performance shares granted in 2017.  
The performance shares, which are bought back by the Company on  
the market, are finally granted to their beneficiaries after a 3-year  
vesting period for the 2013 Plan and following Plans, from the date of  
the grant. The final grant is subject to a continued employment  
condition and one performance condition for the 2013 and 2014  
Plans and two performance conditions for the 2015 and following  
Plans. Moreover, the transfer of the performance shares finally  
granted will not be permitted until the end of a 2-year holding period  
from the date of the final grant.  
Depending on TOTAL S.A.’s ranking, a grant rate is determined each  
year, for both criterion:  
st  
▪
▪
▪
▪
1
2
3
4
place: 180% of the grant;  
place: 130% of the grant;  
place: 80% of the grant;  
nd  
rd  
th  
th  
and 5 places: 0% of the grant.  
For both conditions, the average of the three “attribution rates” (on  
each of the three financial years on which the performance conditions  
are based), will be expressed in percentage and capped at 100%.  
2
017 Plan  
The Board of Directors decided on July 26, 2017 to proceed with  
TOTAL performance share grants in favor of certain employees and  
executive directors of the Company or companies of the Group,  
subject to the fulfillment of the presence conditions and of the two  
performance conditions.  
The performance conditions apply for all shares granted to senior  
executives. The first 150 shares granted to non-senior executive are  
not subject to the performance conditions, but all shares beyond this  
threshold are.  
C)  
SunPower plans  
The presence condition applies to all shares.  
SunPower has three stock incentive plans: the Third Amended and  
Restated 2005 SunPower Corporation Stock Incentive Plan (“2005  
Plan”), the PowerLight Corporation Common Stock Option and  
Common Stock Purchase Plan (“PowerLight Plan”) and the  
SunPower Corporation 2015 Omnibus Incentive Plan (“2015 Plan”).  
The PowerLight Plan was assumed by SunPower by way of the  
acquisition of PowerLight in fiscal 2007. Under the terms of all plans,  
SunPower may issue incentive or non-statutory stock options or  
stock purchase rights to directors, employees and consultants to  
purchase common stock. The 2015 Plan, which subsequently  
replaced the 2005 Plan, was adopted by the SunPower’s Board of  
Directors in February 2015, and was approved by shareholders in  
June 2015. The 2015 Plan allows for the grant of options, as well as  
grant of stock appreciation rights, restricted stock grants, restricted  
stock units and other equity rights. The 2015 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 performance conditions, each of them respectively representing  
5
0% of the final grant rate, are as follows:  
▪
the Group ranking relative to those of its peers (ExxonMobil, Royal  
Dutch Shell, BP and Chevron) according to the Total Shareholder  
Return (TSR) criteria, which is evaluated annually using the average  
of closing prices over one quarter, in USD, at the beginning and at  
the end of each three-year period (Q4 year N/Q4 year N-3). The  
dividend is considered as being reinvested on the closing price  
basis, on the ex-dividend date;  
▪
the Group ranking relative to those of its peers (ExxonMobil, Royal  
Dutch Shell, BP and Chevron), which is evaluated annually using  
the yearly variation in net cash-flow per share, in USD, as released  
by companies.  
The 2015 Plan includes an automatic annual increase mechanism  
equal to the lower of 3% of the outstanding shares of all classes of  
2
84  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 9 – Notes to the Consolidated Financial Statements  
the SunPower’s common stock measured on the last day of the  
immediately preceding fiscal year, 6.0 million shares, or such other  
number of shares as determined by SunPower’s Board of Directors.  
Subsequent to the adoption of the 2015 Plan, no new awards are  
being granted under the 2005 Plan or the PowerLight Plan.  
Outstanding awards granted under these plans continue to be  
governed by their respective terms. As of December 31, 2017,  
approximately 8.8 million shares were available for grant under the  
fiscal 2008, and accordingly all outstanding options are fully vested.  
Under the 2005 and 2015 plans, the restricted stock grants and  
restricted stock units typically vest in three equal installments annually  
over three years.  
The majority of shares issued are net of the minimum statutory  
withholding requirements that SunPower pays on behalf of its  
employees. During fiscal year 2017, 2016 and 2015, SunPower  
withheld 0.6 million, 1.0 million and 1.4 million shares, respectively, to  
satisfy the employees’ tax obligations. SunPower pays such  
withholding requirements in cash to the appropriate taxing authorities.  
Shares withheld reduce the number of shares outstanding upon  
vesting.  
2
015 Plan.  
Incentive stock options, nonstatutory stock options, and stock  
appreciation rights may be granted at no less than the fair value of  
the common stock on 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 2005 Plan, 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. SunPower has not granted stock options since  
There were no options outstanding and exercisable as of  
December 31, 2017 and 322 options exercised in fiscal year 2017.  
The intrinsic value of options exercised in fiscal years 2017, 2016 and  
2
015 were $1.7 thousand, zero, and $1.0 million, respectively. There  
were no stock options granted in fiscal years 2017, 2016 and 2015.  
The following table summarizes SunPower’s restricted stock activities:  
Restricted Stock Awards and Units  
Shares  
in thousands)  
Weighted-Average Grant Date Fair  
(a)  
(
Value Per Share (in $)  
OUTSTANDING AS OF DECEMBER 28, 2014  
6,555  
2,695  
(3,560)  
(627)  
18.88  
29.77  
15.31  
22.99  
26.68  
18.81  
23.47  
26.30  
21.85  
6.76  
Granted  
(
b)  
Vested  
Forfeited  
OUTSTANDING AS OF JANUARY 3, 2016  
5,063  
4,978  
(2,837)  
(1,057)  
6,147  
4,863  
(1,738)  
(1,979)  
7,293  
Granted  
(
b)  
Vested  
Forfeited  
OUTSTANDING AS OF JANUARY 1, 2017  
Granted  
(
b)  
Vested  
25.87  
18.15  
21.85  
8
Forfeited  
OUTSTANDING AS OF JANUARY 1, 2018  
(
(
a) SunPower estimates the fair value of the restricted stock unit awards as the stock price on the grant date.  
b) Restricted stock awards and units vested include shares withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements.  
REGISTRATION DOCUMENT 2017  
285  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 9  
D)  
Share-based payment expense  
Share-based payment expense before tax was broken down as follows:  
As of December 31,  
(
M$)  
2017  
135  
31  
2016  
113  
28  
2015  
71  
Total restricted shares plans  
SunPower plans  
78  
Capital increase reserved for employees  
TOTAL  
16  
-
30  
182  
141  
179  
In 2015, 2016 and 2017, no new TOTAL share subscription option plan has been decided.  
During the year 2017, the main assumptions used for the valuation of the cost of the capital increase reserved for employees were the following:  
For the year ended December 31,  
2017  
July 27, 2016  
38.10  
Date of the Board of Directors meeting that decided the issue  
(
a)  
Subscription price (€)  
(
b)  
Share price at the reference date (€)  
46.98  
Number of shares (in millions)  
9.35  
(
c)  
Risk free interest rate (%)  
Employees loan financing rate (%)  
0.13  
(
d)  
5.02  
Non transferability cost (% of the reference’s share price)  
Expenses (M$)  
20.62  
16.00  
(
(
(
(
a) Average of the closing TOTAL share prices during the twenty trading days prior to the subscription period, after deduction of a 20% discount.  
b) Share price on March 15, 2017, date on which the Chief Executive Officer set the subscription period.  
c) Zero coupon Euro swap rate at 5 years.  
d) The employees’ loan financing rate is based on a 5 year consumer’s credit rate.  
2
86  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 10
 –
 Notes to the Consolidated Financial Statements  
NOTE 10 Payroll, staff and employee benefits obligations  
1
0.1 Employee benefits obligations  
◗
ACCOUNTING POLICIES  
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.  
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. Such  
gains and losses are recognized in the statement of  
comprehensive income, with no possibility to subsequently recycle  
them to the income statement.  
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.  
The past service cost is recorded immediately in the statement of  
income, whether vested or unvested.  
For defined contribution plans, expenses correspond to the  
contributions paid.  
The net periodic pension cost is recognized under “Other  
operating expenses”.  
Liabilities for employee benefits obligations consist of the following:  
As of December 31,  
(
M$)  
2017  
2,877  
705  
2016  
2,948  
648  
2015  
2,926  
627  
Pension benefits liabilities  
Other benefits liabilities  
Restructuring reserves (early retirement plans)  
TOTAL  
153  
150  
221  
3,735  
-
3,746  
145  
3,774  
3
Net liabilities relating to assets held for sale  
The pension benefits include also termination indemnities and early  
retirement benefits. The other benefits are employer contributions to  
post-employment medical care.  
Description of plans and risk management  
The Group operates, for the benefit of its current and former  
employees, both defined benefit plans and defined contribution plans.  
In order to manage the inherent risks, the Group has implemented a  
dedicated governance framework to ensure the supervision of the  
different plans. These governance rules provide for:  
The Group recognized a charge of $128 million for defined  
contribution plans in 2017 ($157 million in 2016 and $159 million in  
015).  
8
2
▪
the Group’s representation in key governance bodies or monitoring  
committees;  
As of June 30, 2017, an expense of $201 million in operating income  
and $132 million in net income, Group share was recorded following  
the signing of an agreement on the transition from professional  
activity to retirement in France.  
▪
▪
the principles of the funding policy;  
the general investment policy, including for most plans the  
establishment of a monitoring committee to define and follow the  
investment strategy and performance and to ensure the principles  
in respect of investment allocation are respected;  
The Group’s main defined benefit pension plans are located in  
France, the United Kingdom, the United States, Belgium and  
Germany. Their main characteristics, depending on the  
country-specific regulatory environment, are the following:  
▪
▪
a procedure to approve the establishment of new plans or the  
amendment of existing plans;  
▪
▪
▪
the benefits are usually based on the final salary and seniority;  
they are usually funded (pension fund or insurer);  
principles of administration, communication and reporting.  
they are usually closed to new employees who benefit from defined  
contribution pension plans;  
▪
they are paid in annuity or in lump sum.  
REGISTRATION DOCUMENT 2017  
287  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 10  
Change in benefit obligations and plan assets  
The fair value of the defined benefit obligation and plan assets in the Consolidated Financial Statements is detailed as follows:  
Pension benefits  
Other benefits  
As of December 31,  
(
M$)  
2017  
2016  
2015  
2017  
2016  
2015  
Change in benefit obligation  
Benefit obligation at beginning of year  
Current service cost  
12,164  
263  
12,473  
251  
14,297  
271  
648  
16  
17  
12  
-
627  
13  
21  
-
845  
17  
22  
-
Interest cost  
320  
373  
402  
Past service cost  
239  
(92)  
(35)  
Settlements  
(1)  
-
(58)  
-
-
Plan participants’ contributions  
Benefits paid  
7
8
8
-
-
-
(717)  
(450)  
1,047  
12,872  
12,140  
732  
(651)  
762  
(653)  
(533)  
(1,226)  
12,473  
11,742  
731  
(27)  
(36)  
75  
705  
-
(30)  
37  
(20)  
648  
-
(32)  
(71)  
(154)  
627  
-
Actuarial losses/(gains)  
Foreign currency translation and other  
BENEFIT OBLIGATION AT YEAR-END  
Of which plans entirely or partially funded  
Of which plans not funded  
Change in fair value of plan assets  
Fair value of plan assets at beginning of year  
Interest income  
(960)  
12,164  
11,376  
788  
705  
648  
627  
(9,123)  
(256)  
(344)  
-
(9,627)  
(307)  
(428)  
-
(10,498)  
(318)  
48  
-
-
-
-
-
-
Actuarial losses/(gains)  
-
-
-
Settlements  
44  
-
-
-
Plan participants’ contributions  
Employer contributions  
(7)  
(8)  
(8)  
-
-
-
(171)  
591  
(130)  
538  
(311)  
553  
-
-
-
Benefits paid  
-
-
-
Foreign currency translation and other  
FAIR VALUE OF PLAN ASSETS AT YEAR-END  
UNFUNDED STATUS  
(895)  
(10,205)  
2,667  
40  
839  
863  
-
-
-
-
-
-
(9,123)  
3,041  
26  
(9,627)  
2,846  
27  
705  
-
648  
-
627  
-
Asset ceiling  
NET RECOGNIZED AMOUNT  
Pension benefits and other benefits liabilities  
Other non-current assets  
2,707  
2,877  
(170)  
-
3,067  
2,948  
(26)  
2,873  
2,926  
(56)  
705  
705  
-
648  
648  
-
627  
627  
-
Net benefit liabilities relating to assets held for sale  
145  
3
-
-
-
As of December 31, 2017, the contribution from the main geographical areas for the net pension liability in the balance sheet is: 57% for the  
Euro area, 25% for the United Kingdom and 14% for the United States.  
2
88  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 10 – Notes to the Consolidated Financial Statements  
The amounts recognized in the consolidated income statement and the consolidated statement of comprehensive income for defined benefit  
plans are detailed as follows:  
Pension benefits  
Other benefits  
For the year ended December 31,  
(
M$)  
2017  
2016  
251  
(92)  
-
2015  
271  
(35)  
(14)  
84  
2017  
16  
12  
-
2016  
13  
-
2015  
17  
-
Current service cost  
263  
239  
(1)  
Past service cost  
Settlements  
-
-
Net interest cost  
64  
66  
17  
21  
22  
BENEFIT AMOUNTS RECOGNIZED ON PROFIT  
&
LOSS  
565  
225  
306  
45  
34  
39  
Actuarial (Gains)/Losses  
–
–
–
–
Effect of changes in demographic assumptions  
Effect of changes in financial assumptions  
Effect of experience adjustments  
(16)  
(241)  
(193)  
(56)  
1,008  
(190)  
(41)  
(384)  
(108)  
3
(5)  
(7)  
48  
(4)  
(10)  
(27)  
(34)  
(34)  
Actual return on plan assets (excluding interest  
income)  
(344)  
7
(421)  
(7)  
48  
(1)  
-
-
-
-
-
-
Effect of asset ceiling  
BENEFIT AMOUNTS RECOGNIZED ON EQUITY  
(787)  
334  
(486)  
(36)  
37  
(71)  
TOTAL BENEFIT AMOUNTS RECOGNIZED  
ON COMPREHENSIVE INCOME  
(222)  
559  
(180)  
9
71  
(32)  
Expected future cash out flows  
The average duration of accrued benefits is approximately 14 years for defined pension benefits and 17 years for other benefits. The Group  
expects to pay contributions of $176 million in respect of funded pension plans in 2018.  
Estimated future benefits either financed from plan assets or directly paid by the employer are detailed as follows:  
Estimated future payments  
(
M$)  
Pension benefits  
Other benefits  
2
2
2
2
2
2
018  
857  
691  
30  
29  
019  
020  
702  
29  
021  
699  
29  
8
022  
657  
29  
023-2027  
3,349  
142  
Type of assets  
Pension benefits  
Asset allocation  
As of December 31,  
2017  
26%  
43%  
3%  
2016  
27%  
42%  
2%  
2015  
28%  
42%  
4%  
Equity securities  
Debt securities  
Monetary  
Annuity contracts  
Real estate  
20%  
8%  
21%  
8%  
21%  
5%  
Investments on equity and debt markets are quoted on active markets.  
REGISTRATION DOCUMENT 2017  
289  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 10  
Main actuarial assumptions and sensitivity analysis  
Assumptions used to determine benefits obligations  
Pension benefits  
2016  
Other benefits  
As of December 31,  
2017  
2.48%  
2015  
3.25%  
2.18%  
4.25%  
3.75%  
2.43%  
1.75%  
2.50%  
3.25%  
2017  
2016  
2015  
Discount rate (weighted average for all regions)  
Of which Euro zone  
2.60%  
1.69%  
4.00%  
2.75%  
2.41%  
1.50%  
2.50%  
3.50%  
2.52%  
2.51%  
3.00%  
1.71%  
3.75%  
2.50%  
2.40%  
1.50%  
2.50%  
3.50%  
1.93%  
1.85%  
2.42%  
Of which United States  
3.75%  
4.00%  
4.25%  
Of which United Kingdom  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Inflation rate (weighted average for all regions)  
Of which Euro zone  
Of which United States  
Of which United Kingdom  
The discount rate retained is determined by reference to the high quality rates for AA-rated corporate bonds for a duration equivalent to that of  
the obligations. It derives from a benchmark per monetary area of different market data at the closing date.  
Sensitivity to inflation in respect of defined benefit pension plans is not material in the United States.  
A 0.5% increase or decrease in discount rates – all other things being equal – would have the following approximate impact on the benefit  
obligation:  
(
M$)  
0.5% Increase  
0.5% Decrease  
Benefit obligation as of December 31, 2017  
(857)  
974  
A 0.5% increase or decrease in inflation rates – all other things being equal – would have the following approximate impact on the benefit  
obligation:  
(
M$)  
0.5% Increase  
0.5% Decrease  
Benefit obligation as of December 31, 2017  
637  
(586)  
1
0.2 Payroll and staff  
For the year ended December 31,  
Personnel expenses (M$)  
2017  
2016  
2015  
Wages and salaries (including social charges)  
Group employees at December 31,  
France  
7,985  
8,238  
8,088  
–
Management  
Other  
11,880  
19,372  
12,057  
19,567  
11,000  
19,219  
–
International  
–
Management  
Other  
16,489  
50,536  
98,277  
17,186  
53,358  
16,624  
49,176  
96,019  
–
TOTAL  
102,168  
The number of employees includes only employees of fully consolidated subsidiaries.  
2
90  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 11
 –
 Notes to the Consolidated Financial Statements  
NOTE 11 Income taxes  
◗
ACCOUNTING POLICIES  
Income taxes disclosed in the statement of income include the  
current tax expenses (or income) and the deferred tax expenses  
Deferred tax assets and liabilities are measured using the tax rates  
that have been enacted or substantially enacted at the balance  
sheet date. The tax rates used depend on the timing of reversals  
of temporary differences, tax losses and other tax credits. The  
(
or income).  
The expense (or income) of current tax is the estimated amount of  
the tax due for the taxable income of the period.  
effect of  
a change in tax rate is recognized either in the  
Consolidated Statement of Income or in shareholders’ equity  
The Group uses the method whereby deferred income taxes are  
recorded based on the temporary differences between the  
carrying amounts of assets and liabilities recorded in the balance  
sheet and their tax bases, and on carry-forwards of unused tax  
losses and tax credits.  
depending on the item it relates to.  
Deferred tax resulting from temporary differences between the  
carrying amounts of equity-method investments and their tax  
bases are recognized. The deferred tax calculation is based on the  
expected future tax effect (dividend distribution rate or tax rate on  
capital gains).  
Income taxes are detailed as follows:  
For the year ended December 31,  
(
M$)  
2017  
(3,416)  
387  
2016  
(2,911)  
1,941  
(970)  
2015  
(4,552)  
2,899  
Current income taxes  
Deferred income taxes  
TOTAL INCOME TAXES  
(3,029)  
(1,653)  
Before netting deferred tax assets and liabilities by fiscal entity, the components of deferred tax balances are as follows:  
As of December 31,  
(
M$)  
2017  
3,014  
2016  
3,267  
2015  
3,100  
Net operating losses and tax carry forwards  
Employee benefits  
1,153  
1,257  
1,251  
Other temporary non-deductible provisions  
Differences in depreciations  
6,344  
5,862  
6,279  
(13,387)  
(2,746)  
(5,622)  
(14,952)  
(2,126)  
(6,692)  
(17,213)  
(1,795)  
(8,378)  
Other temporary tax deductions  
NET DEFERRED TAX LIABILITY  
8
The reserves of TOTAL subsidiaries that would be taxable if  
distributed but for which no distribution is planned, and for which no  
deferred tax liability has therefore been recognized, totaled  
concerned is in its exploration phase, the net operating losses  
created during this phase will be useable only if a final investment  
and development decision is made, accordingly, the time limit for  
the utilization of those net operating losses is not known.  
$10,738 million as of December 31, 2017.  
Deferred tax assets not recognized as of December 31, 2017  
amount to $2,900 million as their future recovery was not regarded  
as probable given the expected results of the entities; in particular in  
the Exploration & Production segment, when the affiliate or the field  
Deferred tax assets not recognized relate notably to France for an  
amount of $479 million, to Australia for an amount of $423 million, to  
Nigeria for an amount of $303 million and to Canada for an amount of  
$241 million.  
After netting deferred tax assets and liabilities by fiscal entity, deferred taxes are presented on the balance sheet as follows:  
As of December 31,  
(
M$)  
2017  
5,206  
2016  
4,368  
2015  
3,982  
Deferred tax assets, non-current  
Deferred tax liabilities, non-current  
NET AMOUNT  
(10,828)  
(5,622)  
(11,060)  
(6,692)  
(12,360)  
(8,378)  
REGISTRATION DOCUMENT 2017  
291  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 11  
The net deferred tax variation in the balance sheet is analyzed as follows:  
As of December 31,  
(
M$)  
2017  
(6,692)  
387  
2016  
(8,378)  
1,941  
(21)  
2015  
(10,731)  
2,899  
OPENING BALANCE  
Deferred tax on income  
(
a)  
Deferred tax on shareholders’ equity  
(490)  
(225)  
(
b)  
Changes in scope of consolidation  
Currency translation adjustment  
CLOSING BALANCE  
1,154  
19  
(370)  
(552)  
136  
231  
(5,622)  
(6,692)  
(8,378)  
(
a) This amount includes mainly deferred taxes on actuarial gains and losses, 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 9 to the Consolidated Financial Statements).  
(
b) Changes in scope of consolidation include, as of December 31, 2017 the impact of reclassifications in assets and liabilities classified as held for sale for $1,063 million.  
Reconciliation between provision for income taxes and pre-tax income  
For the year ended December 31,  
(
M$)  
2017  
8,299  
3,029  
11,328  
44.43%  
(5,033)  
(633)  
2016  
6,206  
970  
2015  
4,786  
1,653  
6,439  
38.00%  
(2,447)  
(6)  
Consolidated net income  
Provision for income taxes  
PRE-TAX INCOME  
7,176  
34.43%  
(2,471)  
5
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  
888  
761  
897  
1,491  
(91)  
(76)  
(371)  
Adjustments on prior years income taxes  
Adjustments on deferred tax related to changes in tax rates  
Changes in valuation allowance of deferred tax assets  
NET PROVISION FOR INCOME TAXES  
54  
100  
(309)  
234  
483  
658  
523  
(309)  
(3,029)  
(970)  
(1,653)  
The French statutory tax rate includes the standard corporate tax rate  
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.  
(33.33%), additional and exceptional applicable taxes that bring the  
overall tax rate to 44.43% (versus 34.43% in 2016 and 38% in 2015).  
Net operating losses and carried forward tax credits  
Deferred tax assets related to carried forward tax credits on net operating losses expire in the following years:  
As of December 31,  
(
M$)  
2017  
2016  
2015  
175  
114  
56  
2
2
2
2
2
2
2
016  
017  
018  
019  
020  
021  
130  
109  
60  
75  
64  
(
(
a)  
b)  
60  
850  
24  
1,154  
022 and after  
1,330  
1,461  
3,014  
Unlimited  
1,814  
1,905  
TOTAL  
3,267  
3,100  
(
(
a) 2020 and after for 2015.  
b) 2021 and after for 2016.  
2
92  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Notes 11 12 – Notes to the Consolidated Financial Statements  
As of December 31, 2017 the schedule of deferred tax assets related to carried forward tax credits on net operating losses for the main  
countries is as follows:  
Tax  
As of December 31, 2017,  
(
M$)  
Canada  
Australia  
France United States  
Netherlands  
2
2
2
2
2
018  
019  
020  
021  
022 and after  
708  
90  
340  
340  
219  
Unlimited  
515  
498  
498  
TOTAL  
798  
515  
219  
NOTE 12 Provisions and other non-current liabilities  
1
2.1 Provisions and other non-current liabilities  
◗
ACCOUNTING POLICIES  
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.  
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.  
(
As of December 31,  
(
M$)  
2017  
706  
2016  
1,123  
938  
2015  
1,120  
909  
Litigations and accrued penalty claims  
Provisions for environmental contingencies  
Asset retirement obligations  
964  
8
12,240  
1,370  
12,665  
1,455  
13,314  
1,357  
Other non-current provisions  
of which restructuring activities (Refining & Chemicals and Marketing  
&
Services)  
160  
184  
223  
of which financial risks related to non-consolidated and equity consolidated  
affiliates  
59  
177  
63  
168  
216  
166  
of which contingency reserve on solar panels warranties (SunPower)  
Other non-current liabilities  
706  
665  
802  
TOTAL  
15,986  
16,846  
17,502  
In 2017, litigation reserves amount to $706 million of which  
512 million in the Exploration & Production, notably in Angola and  
In 2016, other non-current liabilities mainly included debts (whose  
maturity is more than one year) related to fixed assets acquisitions.  
$
Nigeria.  
In 2015, litigation reserves amounted to $1,120 million of which  
$895 million was in the Exploration & Production, notably in Angola  
and Nigeria.  
In 2017, other non-current liabilities mainly include debts (whose  
maturity is more than one year) related to fixed assets acquisitions.  
In 2016, litigation reserves amounted to $1,123 million of which  
In 2015, other non-current liabilities mainly included debts (whose  
maturity is more than one year) related to fixed assets acquisitions.  
$
959 million in the Exploration & Production, notably in Angola and  
Nigeria.  
REGISTRATION DOCUMENT 2017  
293  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 12  
Changes in provisions and other non-current liabilities  
Changes in provisions and other non-current liabilities are as follows:  
Currency  
translation  
As of  
As of  
(
M$)  
017  
January 1, Allowances  
Reversals adjustment  
Other December 31,  
2
2
2
16,846  
17,502  
17,545  
1,172  
(1,612)  
681  
(484)  
(958)  
(1,101)  
(473)  
871  
15,986  
16,846  
17,502  
of which asset retirement obligations (accretion  
for allowances)  
544  
(330)  
of which environmental contingencies (Marketing  
&
Services, Refining & Chemicals)  
of which restructuring of activities  
016  
37  
48  
(120)  
(84)  
1,569  
(1,268)  
of which asset retirement obligations (accretion  
for allowances)  
523  
(502)  
of which environmental contingencies (Marketing  
&
Services, Refining & Chemicals)  
of which restructuring of activities  
015  
29  
25  
(82)  
(68)  
1,280  
(1,236)  
of which asset retirement obligations (accretion  
for allowances)  
513  
(566)  
of which environmental contingencies (Marketing  
&
Services, Refining & Chemicals)  
105  
134  
(95)  
(60)  
of which restructuring of activities  
Changes in the asset retirement obligation  
◗
ACCOUNTING POLICIES  
Asset retirement obligations, which result from  
constructive obligation, are recognized based on a reasonable  
estimate in the period in which the obligation arises.  
a
legal or  
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.  
Given the long term nature of expenditures related to our asset  
retirement obligations, the rate is determined by reference to the  
high quality rates for AA-rated Corporate bonds on the USD area  
for a long-term horizon. The increase of the provision due to the  
passage of time is recognized as “Other financial expense”.  
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.  
The discount rate used in 2017 for the valuation of asset retirement  
obligation is 4.5% as in 2016 and 2015 (the expenses are estimated  
at current currency values with an inflation rate of 2%). A decrease of  
with a negative impact of approximately $82 million on the following  
years net income. Conversely, an increase of 0.5% would have a  
nearly symmetrical impact compared to the effect of the decrease of  
0.5%.  
0
$
.5% of this rate would increase the asset retirement obligation by  
1,066 million, with a corresponding impact in tangible assets, and  
Changes in the asset retirement obligation are as follows:  
Spending on  
existing translation  
obligations obligations adjustment  
Currency  
As of  
Revision in  
estimates  
New  
As of  
(
M$)  
January 1 ,  
12,665  
13,314  
Accretion  
544  
Other December 31 ,  
2
017  
(1,107)  
(558)  
334  
375  
271  
(330)  
(502)  
(566)  
448  
(395)  
(676)  
(314)  
(92)  
12,240  
12,665  
13,314  
2
016  
015  
523  
2
13,121  
513  
685  
(34)  
2
94  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 12
 –
 Notes to the Consolidated Financial Statements  
1
2.2 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.  
In connection with the same facts, and fifteen years after the  
aforementioned exploration and production contract was rendered  
null and void (“caduc”), a Russian company, which was held not to  
be the contracting party to the contract, and two regions of the  
Russian Federation that were not even parties to the contract,  
launched an arbitration procedure against the aforementioned former  
subsidiary of Elf Aquitaine that was liquidated in 2005, claiming  
alleged damages of $22.4 billion. The arbitral tribunal issued its  
decision on June 19, 2017 and entirely dismissed this claim.  
Alitalia  
In the Marketing & Services segment, a civil proceeding was initiated  
in Italy, in 2013, against TOTAL S.A. and its subsidiary Total  
Aviazione Italia Srl before the competent Italian civil court. The plaintiff  
claims against TOTAL S.A., its subsidiary and other third parties,  
damages that it estimates to be nearly €908 million. This proceeding  
follows practices that had been condemned by the Italian competition  
authority in 2006. The parties have exchanged preliminary findings.  
The existence and the assessment of the alleged damages in this  
procedure involving multiple defendants remain contested.  
The Group has lodged  
a criminal complaint to denounce the  
fraudulent claim of which the Group believes it is a victim and, has  
taken and reserved its rights to take all actions and measures to  
defend its interests.  
FERC  
The Office of Enforcement of the U.S. Federal Energy Regulatory  
Commission (FERC) began in 2015 an investigation in connection  
with the natural gas trading activities in the United States of Total Gas  
Blue Rapid and the Russian Olympic Committee –  
Russian regions and Interneft  
&
Power North America, Inc. (TGPNA), a U.S. subsidiary of the  
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. On June 30,  
Group. The investigation covered transactions made by TGPNA  
between June 2009 and June 2012 on the natural gas market.  
TGPNA received a Notice of Alleged Violations from FERC on  
September 21, 2015. On April 28, 2016, FERC issued an order to  
show cause to TGPNA and two of its former employees, and to  
TOTAL S.A. and Total Gas & Power Ltd., regarding the same facts.  
TGPNA contests the claims brought against it.  
A class action has been launched to seek damages from these three  
companies and was dismissed by a judgment of the U.S. District  
court of New York issued on March 15, 2017. The claimants  
appealed this judgment.  
2
011, 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 having lapsed. The  
judgment of the Court of Appeal of Paris is now final and binding  
following two decisions issued on February 18, 2016 by the French  
Supreme Court to put an end to this proceeding.  
Yemen  
Due to the security conditions in the vicinity of Balhaf, Yemen LNG, in  
which the Group holds a stake of 39.62%, stopped its commercial  
production and export of LNG in April 2015, when it declared Force  
Majeure to its various stakeholders. The plant is in a preservation  
mode.  
8
REGISTRATION DOCUMENT 2017  
295  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 13  
NOTE 13 Off Balance sheet commitments and lease contracts  
1
3.1 Off balance sheet commitments and contingencies  
Maturity and installments  
As of December 31, 2017  
(
M$)  
Total Less than 1 year Between 1 and 5 years  
More than 5 years  
Non-current debt obligations net of hedging instruments (Note 15)  
39,544  
-
19,540  
20,004  
Current portion of non-current debt obligations net of hedging  
instruments (Note 15)  
4,646  
1,156  
4,646  
39  
-
261  
-
856  
Finance lease obligations (Note 13.2)  
Asset retirement obligations (Note 12)  
12,240  
485  
2,165  
9,590  
CONTRACTUAL OBLIGATIONS RECORDED  
IN THE BALANCE SHEET  
57,586  
6,441  
5,170  
1,401  
8,605  
21,966  
2,886  
30,450  
2,154  
Operating lease obligations (Note 13.2)  
Purchase obligations  
86,366  
23,917  
53,844  
CONTRACTUAL OBLIGATIONS NOT RECORDED  
IN THE BALANCE SHEET  
92,807  
150,393  
2,073  
16,080  
341  
10,006  
15,176  
1,938  
411  
26,803  
48,769  
29  
55,998  
86,448  
106  
TOTAL OF CONTRACTUAL OBLIGATIONS  
Guarantees given for excise taxes  
Guarantees given against borrowings  
Indemnities related to sales of businesses  
Guarantees of current liabilities  
10,607  
61  
5,062  
160  
120  
321  
91  
109  
121  
Guarantees to customers/suppliers  
Letters of credit  
4,180  
2,965  
17,431  
43,391  
89  
1,100  
2,680  
1,165  
7,505  
23  
268  
2,812  
183  
102  
Other operating commitments  
637  
15,629  
24,073  
40  
TOTAL OF OTHER COMMITMENTS GIVEN  
Mortgages and liens received  
11,813  
26  
Sales obligations  
67,014  
7,398  
74,501  
36,847  
20,629  
6,263  
3,549  
9,835  
160  
21,513  
1,111  
22,650  
12,225  
5,991  
39,238  
2,738  
42,016  
24,462  
14,058  
Other commitments received  
TOTAL OF COMMITMENTS RECEIVED  
Of which commitments given relating to joint ventures  
Of which commitments given relating to associates  
580  
Maturity and installments  
As of December 31, 2016  
(
M$)  
Total Less than 1 year Between 1 and 5 years  
More than 5 years  
Non-current debt obligations net of hedging instruments (Note 15)  
41,848  
-
18,449  
23,399  
Current portion of non-current debt obligations net of hedging  
instruments (Note 15)  
4,614  
319  
4,614  
8
-
103  
-
208  
Finance lease obligations (Note 13.2)  
Asset retirement obligations (Note 12)  
12,665  
685  
2,269  
9,711  
CONTRACTUAL OBLIGATIONS RECORDED IN THE BALANCE  
SHEET  
59,446  
6,478  
5,307  
1,582  
20,821  
2,953  
33,318  
1,943  
Operating lease obligations (Note 13.2)  
Purchase obligations  
105,208  
10,898  
20,570  
73,740  
CONTRACTUAL OBLIGATIONS NOT RECORDED IN THE  
BALANCE SHEET  
111,686  
171,132  
1,887  
14,666  
375  
12,480  
17,787  
1,740  
215  
23,523  
44,344  
58  
75,683  
109,001  
89  
TOTAL OF CONTRACTUAL OBLIGATIONS  
Guarantees given for excise taxes  
Guarantees given against borrowings  
Indemnities related to sales of businesses  
Guarantees of current liabilities  
664  
13,787  
158  
158  
59  
391  
89  
99  
203  
Guarantees to customers/suppliers  
Letters of credit  
3,997  
1,457  
3,592  
26,365  
77  
1,038  
1,215  
1,319  
5,774  
20  
225  
2,734  
161  
81  
Other operating commitments  
409  
1,864  
18,996  
38  
TOTAL OF OTHER COMMITMENTS GIVEN  
Mortgages and liens received  
1,595  
19  
Sales obligations  
82,756  
6,799  
89,632  
48,257  
21,959  
7,331  
3,133  
10,484  
61  
21,356  
1,124  
22,499  
3,211  
3,265  
54,069  
2,542  
56,649  
44,985  
18,091  
Other commitments received  
TOTAL OF COMMITMENTS RECEIVED  
Of which commitments given relating to joint ventures  
Of which commitments given relating to associates  
603  
2
96  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Note 13 – Notes to the Consolidated Financial Statements  
Maturity and installments  
As of December 31, 2015  
(
M$)  
Total  
Less than 1 year Between 1 and 5 years  
More than 5 years  
Non-current debt obligations net of hedging instruments (Note 15)  
42,950  
-
19,448  
23,502  
Current portion of non-current debt obligations net of hedging  
instruments (Note 15)  
4,518  
336  
4,518  
41  
-
81  
-
214  
Finance lease obligations (Note 13.2)  
Asset retirement obligations (Note 12)  
13,314  
707  
2,117  
10,490  
CONTRACTUAL OBLIGATIONS RECORDED  
IN THE BALANCE SHEET  
61,118  
5,973  
5,266  
1,430  
21,646  
2,825  
34,206  
1,718  
Operating lease obligations (Note 13.2)  
Purchase obligations  
123,968  
14,728  
24,612  
84,628  
CONTRACTUAL OBLIGATIONS NOT RECORDED  
IN THE BALANCE SHEET  
129,941  
191,059  
2,982  
12,872  
371  
16,158  
21,424  
2,604  
3,553  
109  
27,437  
49,083  
57  
86,346  
120,552  
321  
TOTAL OF CONTRACTUAL OBLIGATIONS  
Guarantees given for excise taxes  
Guarantees given against borrowings  
Indemnities related to sales of businesses  
Guarantees of current liabilities  
547  
8,772  
159  
103  
501  
102  
229  
170  
Guarantees to customers/suppliers  
Letters of credit  
4,405  
1,081  
3,655  
25,867  
359  
1,364  
785  
194  
2,847  
251  
45  
Other operating commitments  
1,586  
10,103  
23  
248  
1,821  
14,341  
329  
TOTAL OF OTHER COMMITMENTS GIVEN  
Mortgages and liens received  
1,423  
7
Sales obligations  
72,278  
7,158  
79,795  
46,178  
7,889  
2,602  
10,514  
544  
24,589  
1,601  
26,197  
2,925  
39,800  
2,955  
43,084  
42,709  
Other commitments received  
TOTAL OF COMMITMENTS RECEIVED  
Of which commitments given relating to joint ventures  
A)  
Contractual 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.  
Debt obligations  
“
Non-current debt obligations” are included in the items “Non-current  
financial debt” and “Non-current financial assets” of the Consolidated  
Balance Sheet. It includes the non-current portion of swaps hedging  
bonds, and excludes non-current finance lease obligations of  
These obligations mainly include: unconditional hydrocarbon  
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  
$
1,117 million.  
The current portion of non-current debt is included in the items  
Current borrowings”, “Current financial assets” and “Other current  
8
“
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 $39 million.  
Exploration & Production segment, and contracts for capital  
investment projects in the Refining & Chemicals segment.  
The information regarding contractual obligations linked to  
indebtedness is presented in Note 15 to the Consolidated Financial  
Statements.  
B)  
Other commitments given  
Guarantees given for excise taxes  
These consist of guarantees given by the Group to customs  
authorities in order to guarantee the payments of taxes and excise  
duties on the importation of oil and gas products, mostly in France.  
ease contracts  
The information regarding operating and finance leases is presented  
in Note 13.2 to the Consolidated Financial Statements.  
Guarantees given against borrowings  
Asset retirement obligations  
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 guarantees.  
As of December 31, 2017, the maturities of these guarantees are up  
to 2053.  
This item represents the discounted present value of Exploration &  
Production asset retirement obligations, primarily asset removal costs  
at the completion date. The information regarding contractual  
obligations linked to asset retirement obligations is presented in  
Note 12 to the Consolidated Financial Statements.  
REGISTRATION DOCUMENT 2017  
297  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 13  
As of December 31, 2017, the guarantees provided by TOTAL S.A. in  
connection with the financing of the Ichthys LNG project amounted to  
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.  
$
8,500 million. As of December 31, 2016, the guarantees amounted  
to $7,800 million.  
Other guarantees given  
Non-consolidated subsidiaries  
Guarantees given against borrowings also include the guarantee  
given in 2017 by TOTAL S.A. in connection with the financing of the  
Yamal LNG project for an amount of $4,038 million by TOTAL S.A. As  
of December 31, 2016, the guarantees amounted to $3,147 million.  
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.  
In 2017, TOTAL S.A. has confirmed and extended guarantees for  
TOTAL Refining SAUDI ARABIA SAS shareholders’ advances for an  
amount of $1,462 million. As of December 31, 2016, the guarantees  
amounted to $1,230 million.  
Operating agreements  
As part of normal ongoing business operations and consistent with  
generally accepted and 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.  
As of December 31, 2017, the guarantee given in 2008 by TOTAL  
S.A. in connection with the financing of the Yemen LNG project  
amounts to $551 million as in 2016.  
Indemnities related to sales of businesses  
C)  
Commitments received  
In the ordinary course of business, the Group executes contracts  
involving standard indemnities for the 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 by  
Sales obligations  
These amounts represent binding obligations under contractual  
agreements to sell goods, including in particular unconditional  
hydrocarbon sales contracts (except where an active, highly-liquid  
market exists and when the volumes are expected to be re-sold  
shortly after purchase).  
1
3.2 Lease contracts  
◗
ACCOUNTING PRINCIPLES  
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  
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.  
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.  
The Group leases real estate, retail stations, ships, and other equipment (see Note 7 to the Consolidated Financial Statements).  
The future minimum lease payments on operating and finance leases to which the Group is committed are as follows:  
For the year ended December 31, 2017  
(
M$)  
Operating leases  
Finance leases  
2
2
2
2
2
2
018  
1,401  
988  
76  
67  
019  
020  
814  
67  
021  
623  
65  
022  
462  
65  
023 and beyond  
2,153  
6,441  
864  
1,204  
(48)  
TOTAL MINIMUM PAYMENTS  
Less financial expenses  
NOMINAL VALUE OF CONTRACTS  
Less current portion of finance lease contracts  
NON-CURRENT FINANCE LEASE LIABILITIES  
1,156  
(39)  
1,117  
2
98  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 13
 –
 Notes to the Consolidated Financial Statements  
For the year ended December 31, 2016  
(
M$)  
Operating leases  
1,582  
Finance leases  
2
2
2
2
2
2
017  
24  
26  
018  
1,054  
019  
777  
44  
020  
687  
27  
021  
435  
25  
022 and beyond  
1,943  
247  
393  
(74)  
319  
(8)  
TOTAL MINIMUM PAYMENTS  
6,478  
Less financial expenses  
NOMINAL VALUE OF CONTRACTS  
Less current portion of finance lease contracts  
NON-CURRENT FINANCE LEASE LIABILITIES  
311  
For the year ended December 31, 2015  
(
M$)  
Operating leases  
1,430  
Finance leases  
2
2
2
2
2
2
016  
57  
23  
017  
1,049  
018  
784  
23  
019  
550  
23  
020  
442  
23  
021 and beyond  
1,718  
242  
391  
(55)  
336  
(41)  
295  
TOTAL MINIMUM PAYMENTS  
5,973  
Less financial expenses  
NOMINAL VALUE OF CONTRACTS  
Less current portion of finance lease contracts  
NON-CURRENT FINANCE LEASE LIABILITIES  
Net rental expense incurred under operating leases for the year ended December 31, 2017 is $1,467 million (against $1,629 million in 2016 and  
1,282 million in 2015).  
$
8
REGISTRATION DOCUMENT 2017  
299  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 14  
NOTE 14 Financial assets and liabilities analysis per instrument class  
and strategy  
The financial assets and liabilities disclosed in the balance sheet are detailed as follows:  
Other  
financial  
instruments  
As of December 31, 2017  
Financial instruments related to financing and operational activities  
Total  
Fair value  
(
M$)  
Amortized  
cost  
Amortized  
cost  
Fair value  
Hedging of  
Available for  
Held for Financial  
trading  
Financial  
Debt  
Cash flow  
hedge  
Net investment  
hedge and other  
(
a)  
(b)  
debt  
ASSETS/(LIABILITIES)  
sale  
Equity affiliates: loans  
Other investments  
5,135  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,135  
1,727  
5,135  
1,727  
1,727  
Non-current financial  
assets  
-
3,765  
-
-
50  
-
73  
-
-
-
-
337  
269  
-
-
-
-
-
679  
3,815  
679  
3,815  
Other non-current  
assets  
-
-
-
-
Accounts receivable,  
(
c)  
net  
-
14,893  
14,893  
14,893  
Other operating  
receivables  
-
-
-
1,977  
251  
-
-
-
12  
-
-
-
7,347  
-
9,336  
3,393  
9,336  
3,393  
Current financial assets  
2,970  
172  
Cash and cash  
equivalents  
-
-
-
-
-
-
-
33,185  
33,185  
33,185  
TOTAL FINANCIAL  
ASSETS  
11,870  
1,777  
2,301  
-
509  
281  
-
55,425  
72,163  
72,163  
TOTAL  
NON-FINANCIAL  
ASSETS  
-
-
-
-
-
-
-
-
170,468  
-
TOTAL ASSETS  
-
-
-
-
-
-
-
-
242,631  
-
Non-current financial  
debt  
(18,470)  
-
-
-
-
(20) (21,768)  
(951)  
(131)  
-
-
-
-
-
(26,479)  
(8,341)  
-
(41,340)  
(26,479)  
(10,135)  
(11,096)  
(42,886)  
(26,479)  
(10,135)  
(11,095)  
(
c)  
Accounts payable  
-
-
-
(1,794)  
-
-
-
-
-
-
-
-
-
Other operating liabilities  
Current borrowings  
(6,925)  
(4,171)  
Other current financial  
liabilities  
-
-
(88)  
-
(157)  
-
-
-
(245)  
(245)  
TOTAL FINANCIAL  
LIABILITIES  
(25,395)  
-
(1,902) (25,939)  
(1,108)  
(131)  
-
(34,820) (89,295) (90,840)  
TOTAL  
NON-FINANCIAL  
LIABILITIES  
-
-
-
-
-
-
-
-
(153,336)  
-
TOTAL LIABILITIES  
-
-
-
-
-
-
-
-
(242,631)  
-
(
a) Financial assets available for sale are measured at their fair value except for unlisted securities and listed securities on non active markets (see Note 8 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 15 to the Consolidated Financial Statements).  
c) The impact of offsetting on accounts receivable, net is $(3,471) million and $3,471 million on accounts payable.  
3
00  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Note 14 – Notes to the Consolidated Financial Statements  
Other  
financial  
instruments  
As of December 31, 2016  
M$)  
Financial instruments related to financing and operational activities  
Total  
Fair value  
(
Amortized  
cost  
Amortized  
cost  
Fair value  
Hedging of  
Available  
for sale  
Held for  
trading  
Financial  
debt  
Financial  
Debt  
Cash flow Net investment  
hedge hedge and other  
(
a)  
(b)  
ASSETS/(LIABILITIES)  
Equity affiliates: loans  
Other investments  
4,718  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,718  
1,133  
4,718  
1,133  
1,133  
Non-current financial  
assets  
-
4,051  
-
-
66  
-
63  
-
-
-
-
716  
129  
-
-
-
-
-
908  
4,117  
908  
4,117  
Other non-current  
assets  
-
-
-
-
Accounts receivable,  
(
c)  
net  
-
12,213  
12,213  
12,213  
Other operating  
receivables  
-
-
-
2,425  
94  
-
-
-
4
-
-
-
7,789  
-
10,218  
4,548  
10,218  
4,548  
Current financial assets  
4,413  
41  
Cash and cash  
equivalents  
-
-
-
-
-
-
-
24,597  
24,597  
24,597  
TOTAL FINANCIAL  
ASSETS  
13,182  
1,199  
2,582  
-
757  
133  
-
44,599  
62,452  
62,452  
TOTAL  
NON-FINANCIAL  
ASSETS  
-
-
-
-
-
-
-
-
168,526  
-
TOTAL ASSETS  
-
-
-
-
-
-
-
-
230,978  
-
Non-current financial  
debt  
(11,188)  
-
-
-
(5)  
-
(28,223)  
-
(3,007)  
-
(644)  
-
-
-
-
(43,067)  
(23,227)  
(44,168)  
(23,227)  
(
c)  
Accounts payable  
(23,227)  
Other operating  
liabilities  
-
-
-
(2,001)  
-
-
-
-
(107)  
-
-
-
(7,508)  
-
(9,616)  
(9,616)  
Current borrowings  
(9,700)  
(4,220)  
(13,920)  
(13,920)  
Other current financial  
liabilities  
-
-
(115)  
-
(212)  
-
-
-
(327)  
(327)  
TOTAL FINANCIAL  
LIABILITIES  
(20,888)  
-
(2,121) (32,443)  
(3,219)  
(751)  
-
(30,735) (90,157)  
(91,258)  
TOTAL  
NON-FINANCIAL  
LIABILITIES  
8
-
-
-
-
-
-
-
- (140,821)  
-
TOTAL LIABILITIES  
-
-
-
-
-
-
-
- (230,978)  
-
(
a) Financial assets available for sale are measured at their fair value except for unlisted securities and listed securities on non active markets (see Note 8 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 15 to the Consolidated Financial Statements).  
c) The impact of offsetting on accounts receivable, net is $(1,828) million and $1,828 million on accounts payable.  
REGISTRATION DOCUMENT 2017  
301  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 14  
Other  
financial  
instruments  
As of December 31, 2015  
M$)  
Financial instruments related to financing and operational activities  
Total  
Fair value  
(
Amortized  
cost  
Amortized  
cost  
Fair value  
Hedging of  
Available  
for sale  
Held for  
trading  
Financial  
debt  
Financial  
Debt  
Cash flow Net investment  
hedge hedge and other  
(
a)  
(b)  
ASSETS/(LIABILITIES)  
Equity affiliates: loans  
Other investments  
4,378  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,378  
4,378  
1,241  
1,241  
1,241  
Non-current financial  
assets  
-
4,298  
-
-
-
-
-
-
-
-
-
-
1,075  
144  
-
-
-
-
-
1,219  
1,219  
4,298  
Other non-current  
assets  
-
-
-
-
4,298  
Accounts receivable,  
(
c)  
net  
10,629  
10,629  
10,629  
Other operating  
receivables  
-
-
-
3,379  
112  
-
-
-
9
-
-
-
7,521  
-
10,909  
6,190  
10,909  
6,190  
Current financial assets  
5,858  
220  
Cash and cash  
equivalents  
-
-
-
-
-
-
-
23,269  
23,269  
23,269  
TOTAL FINANCIAL  
ASSETS  
14,534  
1,241  
3,491  
-
1,295  
153  
-
41,419  
62,133  
62,133  
TOTAL  
NON-FINANCIAL  
ASSETS  
-
-
-
-
-
-
-
-
162,351  
-
TOTAL ASSETS  
-
-
-
-
-
-
-
-
224,484  
-
Non-current financial  
debt  
(7,810)  
-
-
-
-
-
(33,762)  
(2,891)  
(1)  
-
-
-
-
-
(20,928)  
(8,202)  
-
(44,464)  
(20,928)  
(9,914)  
(45,294)  
(20,928)  
(9,914)  
(
c)  
Accounts payable  
-
-
-
(1,609)  
-
-
-
-
-
-
-
(103)  
-
Other operating liabilities  
Current borrowings  
(8,230)  
(4,258)  
(12,488)  
(12,488)  
Other current financial  
liabilities  
-
-
(44)  
-
(127)  
-
-
-
(171)  
(171)  
TOTAL FINANCIAL  
LIABILITIES  
(16,040)  
-
(1,653) (38,020)  
(3,018)  
(104)  
-
(29,130) (87,965)  
(88,795)  
TOTAL  
NON-FINANCIAL  
LIABILITIES  
-
-
-
-
-
-
-
-
(136,519)  
-
TOTAL LIABILITIES  
-
-
-
-
-
-
-
- (224,484)  
-
(
a) Financial assets available for sale are measured at their fair value except for unlisted securities and listed securities on non active markets (see Note 8 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 15 to the Consolidated Financial Statements).  
c) The impact of offsetting on accounts receivable, net is $(1,044) million and $1,044 million on accounts payable.  
3
02  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 15
 –
 Notes to the Consolidated Financial Statements  
NOTE 15 Financial structure and financial costs  
1
5.1 Financial debt and related financial instruments  
A)  
Non-current financial debt and related financial instruments  
As of December 31, 2017  
(
M$)  
(
ASSETS)/ LIABILITIES  
Secured  
Unsecured  
40,030  
1,082  
(679)  
Total  
41,340  
1,082  
(679)  
Non-current financial debt  
1,310  
of which hedging instruments of non-current financial debt (liabilities)  
Non-current financial assets  
-
-
of which hedging instruments of non-current financial debt (assets)  
NON-CURRENT FINANCIAL DEBT AND RELATED FINANCIAL INSTRUMENTS  
Bonds after fair value hedge  
-
1,310  
-
(606)  
(606)  
39,351  
20,620  
16,469  
1,692  
623  
40,661  
20,620  
16,469  
1,762  
746  
Fixed rate bonds and bonds after cash flow hedge  
Other floating rate debt  
-
70  
Other fixed rate debt  
123  
1,117  
-
Financial lease obligations  
-
1,117  
(53)  
Non-current instruments held for trading  
(53)  
NON-CURRENT FINANCIAL DEBT AND RELATED FINANCIAL INSTRUMENTS  
1,310  
39,351  
40,661  
As of December 31, 2016  
(
M$)  
(
ASSETS)/ LIABILITIES  
Secured  
Unsecured  
42,495  
3,651  
(908)  
Total  
43,067  
3,651  
(908)  
Non-current financial debt  
572  
of which hedging instruments of non-current financial debt (liabilities)  
Non-current financial assets  
-
-
of which hedging instruments of non-current financial debt (assets)  
NON-CURRENT FINANCIAL DEBT AND RELATED FINANCIAL INSTRUMENTS  
Bonds after fair value hedge  
-
(845)  
(845)  
572  
-
41,587  
29,147  
10,315  
1,291  
892  
42,159  
29,147  
10,315  
1,367  
1,077  
311  
Fixed rate bonds and bonds after cash flow hedge  
Other floating rate debt  
-
76  
185  
311  
-
Other fixed rate debt  
8
Financial lease obligations  
-
Non-current instruments held for trading  
(58)  
(58)  
NON-CURRENT FINANCIAL DEBT AND RELATED FINANCIAL INSTRUMENTS  
572  
41,587  
42,159  
As of December 31, 2015  
(
M$)  
(
ASSETS)/ LIABILITIES  
Secured  
Unsecured  
43,809  
2,891  
(1,219)  
(1,219)  
42,590  
34,435  
6,494  
1,110  
551  
Total  
44,464  
2,891  
(1,219)  
(1,219)  
43,245  
34,435  
6,494  
1,144  
877  
Non-current financial debt  
655  
of which hedging instruments of non-current financial debt (liabilities)  
Non-current financial assets  
-
-
of which hedging instruments of non-current financial debt (assets)  
NON-CURRENT FINANCIAL DEBT AND RELATED FINANCIAL INSTRUMENTS  
Bonds after fair value hedge  
-
655  
-
Fixed rate bonds and bonds after cash flow hedge  
Other floating rate debt  
-
34  
326  
295  
-
Other fixed rate debt  
Financial lease obligations  
-
295  
Non-current instruments held for trading  
-
-
NON-CURRENT FINANCIAL DEBT AND RELATED FINANCIAL INSTRUMENTS  
655  
42,590  
43,245  
REGISTRATION DOCUMENT 2017  
303  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 15  
The fair value of bonds, as of December 31, 2017, after taking into account currency and interest rates swaps, is detailed as follows:  
Bonds after fair value hedge Currency  
and variable rate bonds  
of  
issuance December 31, 2017 December 31, 2016 December 31, 2015 maturities  
Fair value after  
hedging as of  
Fair value after  
hedging as of  
Fair value after Range Range of initial current rate  
hedging as of of current  
before hedging  
instruments  
(
M$)  
Bond  
USD  
7,266  
11,036  
13,754 2018-2024  
1.450%-3.750%  
USLIBOR 3 mois +0.03%  
USLIBOR 3 mois +0.75%  
Bond  
Bond  
Bond  
Bond  
Bond  
USD  
CHF  
NZD  
AUD  
EUR  
1,385  
391  
1,385  
1,441  
251  
2,385 2018-2020  
1,910  
2018  
3.135%  
4.750%-5.000%  
3.750%-4.250%  
0.250%-4.875%  
252  
251 2019-2020  
1,360 2018-2025  
11,365 2019-2044  
850  
1,211  
10,958  
8,266  
EURIBOR 3 mois +0.30%  
EURIBOR 3 mois +0.31%  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
EUR  
CAD  
GBP  
GBP  
NOK  
HKD  
SEK  
1,639  
188  
1,638  
289  
1,638  
2020  
289 2018-2020  
2.125%-2.375%  
2.250%-3.875%  
GBLIB3M+0.30%  
2.500%  
1,855  
470  
2,215  
469  
2,225 2018-2022  
469  
566  
2019  
2018  
103  
355  
212  
392  
394 2019-2025  
95  
2.920%-4.180%  
Current portion (less than one  
year)  
(4,156)  
(4,391)  
(4,164)  
Total Principal Financing  
(
a)  
Entities  
TOTAL S.A.  
18,721  
1,201  
698  
27,249  
1,200  
698  
32,537  
1,200  
698  
(
b)  
2022  
0.500%  
Other consolidated subsidiaries  
TOTAL BONDS AFTER FAIR  
VALUE HEDGE  
20,620  
29,147  
34,435  
Bonds after cash flow hedge Currency  
Fair value after  
hedging as of  
Fair value after  
hedging as of  
Fair value after  
hedging as of  
Range of Range of initial current  
and fixed rate bonds  
of  
current  
rate before hedging  
instruments  
(
M$)  
issuance  
December 31, 2017 December 31, 2016 December 31, 2015 maturities  
Bond  
Bond  
Bond  
Bond  
Bond  
Bond  
EUR  
USD  
CNY  
HKD  
CHF  
GBP  
9,337  
5,000  
164  
5,248  
4,250  
153  
2,077 2019-2029  
3,750 2020-2024  
0.750%-5.125%  
2.750%-4.450%  
3.750%  
164  
2018  
2026  
188  
3.090%  
1,037  
324  
2024-2027  
2024  
0.510%-1.010%  
1.250%  
Current portion (less than one  
year)  
(164)  
Total Principal Financing  
(a)  
Entities  
15,886  
9,651  
5,991  
Other consolidated subsidiaries  
583  
664  
503  
TOTAL BONDS AFTER CASH  
FLOW HEDGE AND FIXED  
RATE BONDS  
16,469  
10,315  
6,494  
(
a) All debt securities issued through the following subsidiaries are fully and unconditionally guaranteed by TOTAL S.A. as to payment of principal, premium, if any, interest and  
any other amounts due:  
-
-
-
TOTAL CAPITAL is a wholly-owned subsidiary of TOTAL S.A.. It acts as a financing vehicle for the Group.  
TOTAL CAPITAL CANADA Ltd. is a wholly-owned subsidiary of TOTAL S.A.. It acts as a financing vehicle for the activities of the Group in Canada.  
TOTAL CAPITAL INTERNATIONAL is a wholly-owned subsidiary of TOTAL S.A.. It acts as a financing vehicle for the Group.  
(
b) Debt financing of $1.2 billion through a structure combining the issue of cash-settled convertible bonds with the purchase of cash-settled call options to hedge TOTAL’s  
exposure to the exercise of the conversion rights under the bonds.  
3
04  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 15 – Notes to the Consolidated Financial Statements  
Loan repayment schedule (excluding current portion)  
of which hedging  
instruments of  
non-current  
of which hedging  
instruments of Non-current financial  
non-current  
financial debt  
(assets)  
debt and related  
As of December 31, 2017  
Non-current  
financial debt  
financial debt  
(liabilities)  
Non-current  
financial assets  
financial  
instruments  
(
M$)  
%
15%  
13%  
9%  
2
2
2
2
2
019  
6,005  
5,119  
164  
222  
(75)  
(2)  
(68)  
-
5,930  
5,117  
020  
021  
3,810  
96  
(15)  
-
3,795  
022  
5,026  
165  
(67)  
(67)  
(471)  
(606)  
4,959  
12%  
51%  
100%  
023 and beyond  
21,380  
41,340  
435  
(520)  
(679)  
20,860  
40,661  
TOTAL  
1,082  
of which hedging  
instruments of  
non-current  
of which hedging  
instruments of  
non-current Non-current financial  
financial debt debt and related  
(assets) financial instruments  
Non-current  
financial debt  
financial debt  
(liabilities)  
Non-current  
financial assets  
As of December 31, 2016  
(
M$)  
%
10%  
14%  
12%  
8%  
2
2
2
2
2
018  
4,572  
5,812  
249  
327  
(252)  
(110)  
(4)  
(235)  
(104)  
-
4,320  
5,702  
019  
020  
4,956  
564  
4,952  
021  
3,609  
237  
(31)  
(7)  
3,578  
022 and beyond  
24,118  
43,067  
2,274  
3,651  
(511)  
(908)  
(499)  
(845)  
23,607  
42,159  
56%  
100%  
TOTAL  
of which hedging  
instruments of  
non-current  
of which hedging  
instruments of  
non-current Non-current financial  
financial debt debt and related  
(assets) financial instruments  
As of December 31, 2015  
Non-current  
financial debt  
financial debt  
(liabilities)  
Non-current  
financial assets  
(
M$)  
%
11%  
2
2
2
2
2
017  
4,729  
4,803  
213  
218  
(127)  
(383)  
(174)  
-
(127)  
(383)  
(174)  
-
4,602  
4,420  
018  
10%  
019  
5,716  
124  
5,542  
13%  
020  
4,965  
434  
4,965  
11%  
021 and beyond  
24,251  
44,464  
1,902  
2,891  
(535)  
(1,219)  
(535)  
(1,219)  
23,716  
43,245  
55%  
8
TOTAL  
100%  
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$)  
2017  
38,703  
724  
%
95%  
2%  
2016  
39,963  
977  
%
95%  
2%  
2015  
%
93%  
4%  
U.S. Dollar  
Euro  
40,337  
1,681  
907  
Norwegian krone  
Other currencies  
TOTAL  
975  
2%  
928  
2%  
2%  
259  
1%  
291  
1%  
320  
1%  
40,661  
100%  
42,159  
100%  
43,245  
100%  
As of December 31,  
(
M$)  
2017  
18,332  
22,329  
40,661  
%
45%  
2016  
11,703  
30,456  
42,159  
%
28%  
2015  
7,666  
%
18%  
Fixed rate  
Floating rate  
TOTAL  
55%  
72%  
35,579  
43,245  
82%  
100%  
100%  
100%  
REGISTRATION DOCUMENT 2017  
305  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 15  
B)  
Current financial assets and liabilities  
Current borrowings consist mainly of commercial paper or treasury bills or drawings on bank loans. These instruments bear interest at rates that  
are close to market rates.  
As of December 31,  
(
M$)  
(
ASSETS)/ LIABILITIES  
2017  
6,396  
4,700  
11,096  
157  
2016  
9,469  
4,451  
13,920  
212  
2015  
7,836  
4,652  
12,488  
127  
(
a)  
Current financial debt  
Current portion of non-current financial debt  
CURRENT BORROWINGS (Note 14)  
Current portion of hedging instruments of debt (liabilities)  
Other current financial instruments (liabilities)  
OTHER CURRENT FINANCIAL LIABILITIES (Note 14)  
Current deposits beyond three months  
88  
115  
44  
245  
327  
171  
(2,970)  
(172)  
(4,413)  
(41)  
(5,858)  
(220)  
Current portion of hedging instruments of debt (assets)  
Other current financial instruments (assets)  
CURRENT FINANCIAL ASSETS (Note 14)  
(251)  
(94)  
(112)  
(3,393)  
(4,548)  
(6,190)  
CURRENT BORROWINGS AND RELATED FINANCIAL ASSETS  
AND LIABILITIES, NET  
7,948  
9,699  
6,469  
(
a) As of December 31, 2017, December 31, 2016 and December 31, 2015, the current financial debt includes a commercial paper program in Total Capital Canada Ltd..  
Total Capital Canada Ltd. is a wholly-owned subsidiary of TOTAL S.A. It acts as a financing vehicle for the activities of the Group in Canada. Its debt securities are fully  
and unconditionally guaranteed by TOTAL S.A. as to payment of principal, premium, if any, interest and any other amounts due.  
C)  
Cash flow from (used in) financing activities  
The variations of financial debt are detailed as follows:  
Non-cash changes  
As of  
January 1,  
2017  
Change in scope,  
Cash including IFRS 5  
Reclassification  
Non-current/  
Current  
Foreign Changes in  
As of December 31,  
2017  
(
M$)  
changes  
reclassification  
currency  
fair value  
Other  
Non-current financial  
instruments – assets  
(
a)  
(908)  
-
-
(62)  
203  
291  
-
-
(679)  
Non-current financial debt  
43,067  
2,277  
2
(451)  
(4,713)  
955  
41,340  
NON-CURRENT  
FINANCIAL DEBT AND  
RELATED FINANCIAL  
INSTRUMENTS  
42,159  
2,277  
2
141  
(160)  
(4,713)  
955  
40,661  
Current financial instruments  
(
a)  
–
assets  
(135)  
-
-
(34)  
(254)  
290  
-
-
(423)  
Current borrowings  
13,920  
(7,175)  
(50)  
(585)  
4,713  
(17)  
11,096  
Current financial instruments  
(
a)  
–
liabilities  
327  
-
-
18  
(100)  
-
-
245  
CURRENT FINANCIAL  
DEBT AND RELATED  
FINANCIAL  
INSTRUMENTS  
14,112  
(7,175)  
(50)  
(601)  
(64)  
4,713  
(17)  
10,918  
Financial debt classified as  
held for sale  
21  
-
(21)  
-
-
-
-
-
FINANCIAL DEBT  
56,292  
(4,898)  
(69)  
(460)  
(224)  
-
938  
51,579  
(
a) Fair value or cash flow hedge instruments and other non-hedge debt-related derivative instruments.  
Monetary changes in non-current financial debt are detailed as follows:  
For the year ended December 31,  
(
M$)  
2017  
2,959  
(682)  
2016  
4,096  
(520)  
2015  
4,468  
(302)  
Issuance of non-current debt  
Repayment of non-current debt  
NET AMOUNT  
2,277  
3,576  
4,166  
3
06  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 15
 –
 Notes to the Consolidated Financial Statements  
D)  
Cash and cash equivalents  
◗
ACCOUNTING POLICIES  
Cash and cash equivalents are comprised of cash on hand and  
highly liquid short-term investments that are easily convertible into  
known amounts of cash and are subject to insignificant risks of  
changes in value.  
Investments with maturity greater than three months and less than  
twelve months are shown under “Current financial assets”.  
Changes in current financial assets and liabilities are included in  
the financing activities section of the Consolidated Statement of  
Cash Flows.  
Cash and cash equivalents are detailed as follows:  
For the year ended December 31,  
(
M$)  
2017  
13,427  
19,758  
33,185  
2016  
12,129  
12,468  
24,597  
2015  
12,291  
10,978  
23,269  
Cash  
Cash equivalents  
TOTAL  
Cash equivalents are mainly composed of deposits less than three months deposited in government institutions or deposit banks selected in  
accordance with strict criteria.  
As of December 31, 2017, the cash and cash equivalents include $1,487 million subject to restrictions particularly due to a regulatory framework  
or due to the fact they are owned by affiliates located in countries with exchange controls.  
E)  
Net-debt-to-equity ratio  
For its internal and external communication needs, the Group calculates a debt ratio by dividing its net financial debt by equity. Adjusted  
shareholders’ equity for the year ended December 31, 2017 is calculated after payment of a 2017 dividend of €2.48 per share, subject to  
approval by the Shareholders’ Meeting on June 1, 2018.  
The net-debt-to-equity ratio is calculated as follows:  
As of December 31,  
(
M$)  
(
ASSETS)/LIABILITIES  
2017  
11,096  
245  
2016  
13,920  
327  
2015  
12,488  
171  
Current borrowings  
Other current financial liabilities  
Current financial assets  
(3,393)  
-
(4,548)  
(140)  
(6,190)  
141  
Net financial assets and liabilities held for sale or exchange  
Non-current financial debt  
8
41,340  
(679)  
43,067  
(908)  
44,464  
(1,219)  
(23,269)  
26,586  
92,494  
(1,545)  
2,915  
Non-current financial assets  
Cash and cash equivalents  
(33,185)  
15,424  
111,556  
(1,874)  
2,481  
(24,597)  
27,121  
98,680  
(1,581)  
2,894  
NET FINANCIAL DEBT  
Shareholders’ equity – Group share  
Distribution of the income based on existing shares at the closing date  
Non-controlling interests  
ADJUSTED SHAREHOLDERS’ EQUITY  
NET-DEBT-TO-EQUITY RATIO  
112,163  
13.8%  
99,993  
27.1%  
93,864  
28.3%  
REGISTRATION DOCUMENT 2017  
307  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 15  
1
5.2 Fair value of financial instruments (excluding commodity contracts)  
◗
ACCOUNTING POLICIES  
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 other  
comprehensive income and are recognized in the balance sheet in  
the accounts corresponding to their nature, according to the risk  
management strategy. The derivative instruments used by the  
Group are the following:  
▪
2) Cash flow hedge when the Group implements a strategy of  
fixing interest rate on the external debt. Changes in fair value are  
recorded in Other comprehensive Income 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 fair value of those hedging instruments of long-term  
financing is included in assets under “Non-current financial  
assets” or in 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”.  
Cash management  
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”.  
If the hedging instrument expires, is sold or terminated by  
anticipation, gains or losses previously recognized in equity remain  
in equity. Amounts are recycled to the income statement only when  
the hedged transaction affects profit or loss.  
Long-term financing  
Foreign subsidiaries’ equity hedge  
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:  
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” and changes in fair value are recorded in  
other comprehensive income for the effective portion of the  
hedging and in the statement of income for the ineffective portion  
of the hedging. Gains or losses on hedging instruments previously  
recorded in equity, are reclassified to the statement of income in  
the same period as the total or partial disposal of the foreign  
activity.  
▪
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.  
The fair value of those hedging instruments of long-term  
financing is included in assets under “Non-current financial  
assets” or in 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”.  
The fair value of these instruments is recorded under “Current  
financial assets” or “Other current financial liabilities”.  
Commitments to purchase shares held by non-controlling  
interests (put options written on minority interests)  
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:  
Put options granted to non-controlling-interest shareholders are  
initially recognized as financial liabilities at the present value of the  
exercise price of the options with a corresponding reduction in  
shareholders’ equity. The financial liability is subsequently  
measured at fair value at each balance sheet date in accordance  
with contractual clauses and any variation is recorded in the  
statement of income (cost of debt).  
–
–
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;  
3
08  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 15 – Notes to the Consolidated Financial Statements  
A)  
Impact on the statement of income per nature of financial instruments  
Assets and liabilities from financing activities  
The impact on the statement of income of financing assets and  
liabilities 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 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 income on cash, cash equivalents, and current financial  
assets (notably current deposits beyond three months) classified  
as “Loans and receivables”;  
▪
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  
For the year ended December 31,  
(
M$)  
2017  
53  
2016  
82  
2015  
121  
Loans and receivables  
Financing liabilities and associated hedging instruments  
Fair value hedge (ineffective portion)  
Assets and liabilities held for trading  
IMPACT ON THE COST OF NET DEBT  
(1,395)  
(1)  
(1,111)  
3
(965)  
(1)  
(191)  
(78)  
(28)  
(1,534)  
(1,104)  
(873)  
B)  
Impact of the hedging strategies  
Fair value hedge  
The impact on the Statement of Income of the bond hedging instruments which is recorded in the item “Financial interest on debt” in the  
Consolidated Statement of Income is detailed as follows:  
For the year ended December 31,  
(
M$)  
2017  
(2,519)  
2,518  
(1)  
2016  
693  
(690)  
3
2015  
2,133  
(2,134)  
(1)  
Revaluation at market value of bonds  
Swap hedging of bonds  
INEFFECTIVE PORTION OF THE FAIR VALUE HEDGE  
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.  
8
Net investment hedge  
These instruments are recorded directly in other comprehensive income under “Currency translation adjustments”. The variations of the period  
are detailed in the table below:  
As of  
December 31  
For the year ended December 31,  
(
M$)  
As of January 1,  
(658)  
Variations  
(104)  
16  
Disposals  
2017  
-
-
-
(762)  
(658)  
(674)  
2
2
016  
015  
(674)  
(511)  
(163)  
As of December 31, 2017, 2016 and 2015 the Group had no open forward contracts under these hedging instruments.  
Cash flow hedge  
The impact on the Statement of Income and Other Comprehensive Income of the hedging instruments qualified as cash flow hedges is detailed  
as follows:  
For the year ended December 31,  
(
M$)  
2017  
253  
2016  
308  
(52)  
2015  
(185)  
(205)  
Profit (Loss) recorded in equity during the period  
Recycled amount from equity to the income statement during the period  
266  
As of December 31, 2017, 2016 and 2015, the ineffective portion of these financial instruments is nil.  
REGISTRATION DOCUMENT 2017  
309  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 15  
C)  
Maturity of derivative instruments  
The maturity of the notional amounts of derivative instruments, excluding the commodity contracts, is detailed in the following table:  
Notional value schedule  
2
and  
019  
2023  
and  
For the year ended December 31, 2017  
Fair  
Notional Fair  
(
M$)  
value value 2018 value  
after  
2019  
2020  
2021  
2022  
after  
Fair value hedge  
Swaps hedging bonds (assets)  
Swaps hedging bonds (liabilities)  
TOTAL SWAPS HEDGING BONDS  
Cash flow hedge  
172  
(157)  
15  
2,391  
1,840  
4,231  
337  
(951)  
(614)  
5,075  
14,669  
19,744  
3,247  
969  
3,346  
1,945  
4,336  
6,870  
Swaps hedging bonds (assets)  
Swaps hedging bonds (liabilities)  
TOTAL SWAPS HEDGINGS BONDS  
Forward exchange contracts related to operational activites  
-
-
-
-
269  
9,466  
(131)  
11,288  
-
-
138 20,754  
-
-
-
19,785  
(
assets)  
Forward exchange contracts related to operational activites  
liabilities)  
2
-
55  
-
-
-
28  
-
(
TOTAL FORWARD EXCHANGE CONTRACTS RELATED  
TO OPERATING ACTIVITIES  
2
55  
-
28  
24  
4
-
-
-
Held for trading  
Other interest rate swaps (assets)  
32  
(17)  
15  
36,775  
13,905  
50,680  
15,132  
6,048  
64  
(3)  
2,300  
370  
Other interest rate swaps (liabilities)  
TOTAL OTHER INTEREST RATE SWAPS  
Currency swaps and forward exchange contracts (assets)  
Currency swaps and forward exchange contracts (liabilities)  
61  
9
2,670  
175  
41  
50  
1,000  
46  
-
1,579  
219  
(71)  
(17)  
229  
TOTAL CURRENCY SWAPS AND FORWARD EXCHANGE  
CONTRACTS  
148  
21,180  
(8)  
404  
222  
128  
7
1
Notional amounts set the levels of commitment and are indicative nor of a contingent gain or loss neither of a related debt.  
Notional value schedule  
2
and  
018  
2022  
and  
For the year ended December 31, 2016  
Fair  
Notional  
Fair  
value  
(
M$)  
value value 2017  
after  
2018  
2019  
2020  
2021  
after  
Fair value hedge  
Swaps hedging bonds (assets)  
41  
(212)  
(171)  
2,213  
716  
7,618  
20,549  
28,167  
Swaps hedging bonds (liabilities)  
TOTAL SWAPS HEDGING FIXED-RATES BONDS  
Cash flow hedge  
2,175 (3,007)  
4,388 (2,291)  
4,097  
3,172  
969  
3,346  
1,945  
15,607  
8,167  
Swaps hedging bonds (assets)  
-
-
-
-
129  
(644)  
(515)  
3,457  
5,679  
9,136  
Swaps hedging bonds (liabilities)  
TOTAL SWAPS HEDGING BONDS  
Forward exchange contracts related to operational activites  
-
-
-
-
-
(
assets)  
Forward exchange contracts related to operational activites  
liabilities)  
3
(26)  
30  
296  
326  
1
(5)  
13  
80  
93  
(
TOTAL FORWARD EXCHANGE CONTRACTS RELATED  
TO OPERATIONAL ACTIVITES  
(23)  
(4)  
93  
-
-
-
-
Held for trading  
Other interest rate swaps (assets)  
7
(5)  
16,582  
24,642  
41,224  
6,714  
35  
(4)  
31  
28  
(1)  
1,859  
603  
2,462  
578  
6
Other interest rate swaps (liabilities)  
TOTAL OTHER INTEREST RATE SWAPS  
Currency swaps and forward exchange contracts (assets)  
Currency swaps and forward exchange contracts (liabilities)  
2
1,291  
322  
-
-
1,000  
43  
171  
2
87  
(110)  
3,803  
TOTAL CURRENCY SWAPS AND FORWARD EXCHANGE  
CONTRACTS  
(23)  
10,517  
27  
584  
137  
80  
Notional amounts set the levels of commitment and are indicative nor of a contingent gain or loss neither of a related debt.  
3
10  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 15
 –
 Notes to the Consolidated Financial Statements  
Notional value schedule  
Notional  
value  
2017  
and  
after  
2021  
and  
after  
For the year ended December 31, 2015  
Fair  
value  
Fair  
value  
(
M$)  
2016  
2017  
2018  
2019  
2020  
Fair value hedge  
Swaps hedging bonds (assets)  
Swaps hedging bonds (liabilities)  
TOTAL SWAPS HEDGING BONDS  
Cash flow hedge  
220  
(127)  
93  
2,709  
1,075  
11,701  
21,835  
33,536  
579 (2,891)  
3,288 (1,816)  
4,410  
4,129  
3,190  
969  
3,346  
18,461  
1,288  
Swaps hedging bonds (assets)  
Swaps hedging bonds (liabilities)  
TOTAL SWAPS HEDGING BONDS  
Forward exchange contracts related to operational activites  
-
-
-
-
144  
(1)  
2,221  
36  
-
-
143  
2,257  
-
-
-
(
assets)  
Forward exchange contracts related to operational activites  
liabilities)  
9
145  
-
-
(
(61)  
497  
(42)  
376  
TOTAL FORWARD EXCHANGE CONTRACTS RELATED  
TO OPERATIONAL ACTIVITES  
(52)  
642  
(42)  
376  
296  
80  
-
-
-
Held for trading  
Other interest rate swaps (assets)  
7
(9)  
17,220  
26,914  
44,134  
5,476  
1
-
90  
59  
Other interest rate swaps (liabilities)  
TOTAL OTHER INTEREST RATE SWAPS  
Currency swaps and forward exchange contracts (assets)  
Currency swaps and forward exchange contracts (liabilities)  
(2)  
82  
1
149  
627  
33  
82  
67  
-
-
-
22  
-
(35)  
3,970  
TOTAL CURRENCY SWAPS AND FORWARD EXCHANGE  
CONTRACTS  
47  
9,446  
22  
660  
290  
226  
58  
41  
45  
Notional amounts set the levels of commitment and are indicative nor of a contingent gain or loss neither of a related debt.  
D)  
Fair value hierarchy  
◗
ACCOUNTING POLICIES  
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.  
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.  
Estimations of fair value, 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.  
8
▪
Other financial instruments  
The fair value of the interest rate swaps and of FRA’s (Forward  
Rate Agreements) 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.  
Forward exchange contracts and currency swaps are valued on  
the basis of a comparison of the negotiated forward rates with the  
rates in effect on the financial markets at year-end for similar  
maturities.  
As a consequence, the use of different estimates, methodologies  
and assumptions could have a material effect on the estimated fair  
value amounts.  
Exchange options are valued based on the Garman-Kohlhagen  
model including market quotations at year-end.  
REGISTRATION DOCUMENT 2017  
311  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 15  
The fair value hierarchy for financial instruments, excluding commodity contracts, is as follows:  
Quoted prices in  
active markets for Prices based on  
Prices based on  
non observable  
data (level 3)  
As of December 31, 2017  
identical assets observable data  
(
M$)  
(level 1)  
(level 2)  
(599)  
140  
Total  
(599)  
140  
Fair value hedge instruments  
Cash flow hedge instruments  
Assets and liabilities held for trading  
Assets available for sale  
TOTAL  
-
-
-
-
-
-
-
-
216  
216  
100  
100  
-
100  
(243)  
(143)  
Quoted prices in  
active markets for Prices based on  
identical assets observable data  
Prices based on  
non observable  
data (level 3)  
As of December 31, 2016  
(
M$)  
(level 1)  
(level 2)  
(2,462)  
(542)  
37  
Total  
(2,462)  
(542)  
Fair value hedge instruments  
Cash flow hedge instruments  
Assets and liabilities held for trading  
Assets available for sale  
TOTAL  
-
-
-
-
-
-
-
-
37  
120  
120  
-
120  
(2,967)  
(2,847)  
Quoted prices in  
active markets for Prices based on  
identical assets observable data  
Prices based on  
non observable  
data (level 3)  
As of December 31, 2015  
(
M$)  
(level 1)  
(level 2)  
(1,723)  
49  
Total  
(1,723)  
49  
Fair value hedge instruments  
Cash flow hedge instruments  
Assets and liabilities held for trading  
Assets available for sale  
TOTAL  
-
-
-
-
-
-
-
-
68  
68  
59  
59  
-
59  
(1,606)  
(1,547)  
1
5.3 Financial risks management  
Financial markets related risks  
Counterparty risk  
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  
mainly interest rate and currency swaps. The Group may also  
occasionally use futures contracts and options. These operations and  
their accounting treatment are detailed in Notes 14, 15.1 and 15.2 to  
the Consolidated Financial Statements.  
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).  
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.  
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 value risk on its commitments, in particular for  
swaps set as part of bonds issuance, the Treasury Department has  
concluded margin call contracts with counterparties.  
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 (to 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.  
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.  
3
12  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 15 – Notes to the Consolidated Financial Statements  
Net short-term currency exposure is periodically monitored against  
limits set by the Group’s senior management.  
Interest rate risk on non-current debt  
The Group’s policy consists, according to general corporate needs,  
of incurring non-current debt at a floating rate or at a fixed rate,  
depending on the interest rates at the time of issue, in dollars or in  
euros. 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 non-current debt described in Note 15.1 to the Consolidated  
Financial Statements is generally raised by the corporate treasury  
entities either directly in dollars or in euros, or in other currencies  
which are then exchanged for dollars or euros through swap issues  
to appropriately match general corporate needs. The proceeds from  
these debt issuances are loaned to affiliates whose accounts are kept  
in dollars or in euros. Thus, the net sensitivity of these positions to  
currency exposure is not significant.  
The Group’s short-term currency swaps, the notional value of which  
appears in Note 15.2 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.  
Currency exposure  
The Group generally seeks to minimize the currency exposure of  
each entity to its functional currency (primarily the dollar, the euro, the  
pound sterling and the Norwegian krone).  
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.  
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, 2017, 2016 and 2015.  
With respect to currency exposure linked to non-current assets, the  
Group has a hedging policy of financing these assets in their  
functional currency.  
Change in fair value due to a change in  
interest rate by  
ASSETS/(LIABILITIES)  
Estimated fair  
value  
+10 basis  
points  
-10 basis  
points  
(
M$)  
Carrying amount  
AS OF DECEMBER 31, 2017  
Bonds (non-current portion, before swaps)  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
Total swaps hedging fixed-rates bonds (assets and liabilities)  
Current portion of non-current debt after swap  
(36,613)  
(1,082)  
606  
(38,159)  
(1,082)  
606  
191  
-
(191)  
-
-
-
(476)  
(476)  
(83)  
83  
(
excluding capital lease obligations)  
(4,646)  
76  
(4,645)  
76  
1
12  
-
(1)  
(12)  
-
Other interest rates swaps  
Currency swaps and forward exchange contracts  
AS OF DECEMBER 31, 2016  
142  
142  
8
Bonds (non-current portion, before swaps)  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
Total swaps hedging fixed-rates bonds (assets and liabilities)  
Current portion of non-current debt after swap  
(36,656)  
(3,651)  
845  
(37,757)  
(3,651)  
845  
221  
(221)  
-
-
-
-
(2,806)  
(2,806)  
(117)  
117  
(
excluding capital lease obligations)  
(4,614)  
33  
(4,614)  
33  
5
7
-
(4)  
(7)  
-
Other interest rates swaps  
Currency swaps and forward exchange contracts  
AS OF DECEMBER 31, 2015  
(23)  
(23)  
Bonds (non-current portion, before swaps)  
Swaps hedging fixed-rates bonds (liabilities)  
Swaps hedging fixed-rates bonds (assets)  
Total swaps hedging fixed-rates bonds (assets and liabilities)  
Current portion of non-current debt after swap  
(39,257)  
(2,891)  
1,219  
(40,087)  
(2,891)  
1,219  
156  
(156)  
-
-
-
-
(1,672)  
(1,672)  
(144)  
144  
(
excluding capital lease obligations)  
(4,518)  
(1)  
(4,518)  
(1)  
5
8
-
(5)  
(8)  
-
Other interest rates swaps  
Currency swaps and forward exchange contracts  
(26)  
(26)  
REGISTRATION DOCUMENT 2017  
313  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 15  
The impact of changes in interest rates on the cost of net debt before tax is as follows:  
For the year ended December 31,  
(
M$)  
2017  
2016  
2015  
Cost of net debt  
(1,534)  
(1,104)  
(873)  
Interest rate translation of:  
+
10 basis points  
10 basis points  
100 basis points  
100 basis points  
(6)  
6
(17)  
17  
(20)  
20  
-
+
(63)  
63  
(172)  
172  
(204)  
204  
-
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 euro and the ruble, and to a lesser extent, the pound sterling,  
the Norwegian krone.  
This sensitivity is reflected in the historical evolution of the currency translation adjustment recorded in the statement of changes in consolidated  
shareholders’ equity which, over the course of the last three years, is essentially related to the fluctuation of the euro, the ruble and the pound  
sterling and is set forth in the table below:  
Dollar/Pound  
Dollar/Euro  
sterling  
Dollar/Ruble  
exchange rates  
exchange rates  
exchange rates  
DECEMBER 31, 2017  
December 31, 2016  
December 31, 2015  
0.83  
0.95  
0.92  
0.74  
0.81  
0.67  
57.86  
61.00  
74.10  
As of December 31, 2017  
Other  
Ruble currencies  
(
M$)  
Total  
Euro  
Dollar  
Pound sterling  
Shareholders’ equity at historical exchange rate  
119,450  
44,930  
51,674  
6,467  
7,366  
9,013  
Currency translation adjustment before net  
investment hedge  
(7,908)  
14  
(1,903)  
14  
(1,543)  
(3,076)  
(1,386)  
Net investment hedge – open instruments  
Shareholders’ equity at exchange rate  
as of December 31, 2017  
111,556  
43,041  
51,674  
4,924  
4,290  
7,627  
As of December 31, 2016  
Other  
Ruble currencies  
(
M$)  
Total  
Euro  
Dollar  
Pound sterling  
Shareholders’ equity at historical exchange rate  
112,551  
38,645  
51,863  
5,997  
7,227  
8,819  
Currency translation adjustment before net  
investment hedge  
(13,871)  
98,680  
(6,845)  
31,800  
(1,978)  
(3,286)  
(1,762)  
Net investment hedge – open instruments  
Shareholders’ equity at exchange rate  
as of December 31, 2016  
51,863  
4,019  
3,941  
7,057  
As of December 31, 2015  
Other  
Ruble currencies  
(
M$)  
Total  
Euro  
Dollar Pound sterling  
Shareholders’ equity at historical exchange rate  
104,613  
37,345  
46,272  
5,926  
6,816  
8,254  
Currency translation adjustment before net  
investment hedge  
(12,119)  
(5,337)  
(1,145)  
(3,936)  
(1,701)  
Net investment hedge – open instruments  
Shareholders’ equity at exchange rate  
as of December 31, 2015  
92,494  
32,008  
46,272  
4,781  
2,880  
6,553  
3
14  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 15
 –
 Notes to the Consolidated Financial Statements  
Based on the 2017 financial statements, a conversion using rates different from + or -10% for each of the currencies below would have the  
following impact on shareholders equity and net income (Group share):  
As of December 31, 2017  
(
M$)  
Euro  
Pound sterling  
Ruble  
Impact of an increase of 10% of exchange rates on:  
–
shareholders equity  
4,304  
465  
492  
19  
429  
29  
–
net income (Group share)  
Impact of a decrease of 10% of exchange rates on:  
–
shareholders equity  
(4,304)  
(465)  
(492)  
(19)  
(429)  
(29)  
–
net income (Group share)  
Stock market risk  
The Group holds interests in a number of publicly-traded companies  
As of December 31, 2017, these lines of credit amounted to  
$11,478 million, of which $11,478 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, 2017, the aggregate amount of the  
principal confirmed lines of credit granted by international banks to  
Group companies, including TOTAL S.A., was $12,323 million, of  
which $12,205 million was unused. The lines of credit granted to  
Group companies other than TOTAL S.A. are not intended to finance  
the Group’s general needs; they are intended to finance either the  
general needs of the borrowing subsidiary or a specific project.  
(see Note 8 to the Consolidated Financial Statements). The market  
value of these holdings fluctuates due to various factors, including  
stock market trends, valuations of the sectors in which the  
companies operate, and the economic and financial condition of each  
individual company.  
Liquidity risk  
TOTAL S.A. has confirmed lines of credit granted by international  
banks, which are calculated to allow it to manage its short-term  
liquidity needs as required.  
The following tables show the maturity of the financial assets and liabilities of the Group as of December 31, 2017, 2016 and 2015 (see  
Note 15 to the Consolidated Financial Statements).  
As of December 31, 2017  
ASSETS/(LIABILITIES)  
Less than  
one year  
More than  
5 years  
(
M$)  
1-2 years  
2-3 years  
3-4 years  
4-5 years  
Total  
Non-current financial debt  
notional value excluding interests)  
(
-
(11,096)  
(245)  
(5,930)  
(5,117)  
(3,795)  
(4,959)  
(20,860)  
(40,661)  
(11,096)  
(245)  
Current borrowings  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Other current financial liabilities  
Current financial assets  
3,393  
3,393  
8
Assets and liabilities available  
for sale or exchange  
-
33,185  
25,237  
(805)  
-
-
-
-
-
-
-
-
-
-
-
33,185  
Cash and cash equivalents  
NET AMOUNT BEFORE FINANCIAL EXPENSE  
Financial expense on non-current financial debt  
Interest differential on swaps  
(5,930)  
(779)  
(5,117)  
(636)  
(3,795)  
(545)  
(4,959)  
(454)  
(20,860)  
(1,093)  
(681)  
(15,424)  
(4,312)  
(193)  
(223)  
(257)  
(245)  
(198)  
(1,797)  
NET AMOUNT  
24,239  
(6,932)  
(6,010)  
(4,585)  
(5,611)  
(22,634)  
(21,533)  
REGISTRATION DOCUMENT 2017  
315  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 15  
As of December 31, 2016  
ASSETS/(LIABILITIES)  
Less than  
one year  
More than  
5 years  
(
M$)  
1-2 years  
2-3 years  
3-4 years  
4-5 years  
Total  
Non-current financial debt  
notional value excluding interests)  
(
-
(13,920)  
(327)  
(4,320)  
(5,702)  
(4,952)  
(3,578)  
(23,607)  
(42,159)  
(13,920)  
(327)  
Current borrowings  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Other current financial liabilities  
Current financial assets  
4,548  
4,548  
Assets and liabilities available  
for sale or exchange  
140  
24,597  
15,038  
(799)  
-
-
-
-
-
-
-
-
-
-
140  
24,597  
Cash and cash equivalents  
NET AMOUNT BEFORE FINANCIAL EXPENSE  
Financial expense on non-current financial debt  
Interest differential on swaps  
(4,320)  
(783)  
(5,702)  
(682)  
(4,952)  
(552)  
(3,578)  
(465)  
(23,607)  
(1,271)  
(910)  
(27,121)  
(4,552)  
(79)  
(56)  
(201)  
(253)  
(272)  
(1,771)  
NET AMOUNT  
14,160  
(5,159)  
(6,585)  
(5,757)  
(4,315)  
(25,788)  
(33,444)  
As of December 31, 2015  
ASSETS/(LIABILITIES)  
Less than  
one year  
More than  
5 years  
(
M$)  
1-2 years  
2-3 years  
3-4 years  
4-5 years  
Total  
Non-current financial debt  
notional value excluding interests)  
(
-
(12,488)  
(171)  
(4,602)  
(4,420)  
(5,542)  
(4,965)  
(23,716)  
(43,245)  
(12,488)  
(171)  
Current borrowings  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Other current financial liabilities  
Current financial assets  
6,190  
6,190  
Assets and liabilities available  
for sale or exchange  
(141)  
23,269  
16,659  
(763)  
-
-
-
-
-
-
-
-
-
-
(141)  
23,269  
(26,586)  
(4,614)  
Cash and cash equivalents  
NET AMOUNT BEFORE FINANCIAL EXPENSE  
Financial expense on non-current financial debt  
Interest differential on swaps  
(4,602)  
(813)  
(4,420)  
(747)  
48  
(5,542)  
(663)  
(4,965)  
(524)  
(126)  
(23,716)  
(1,104)  
(610)  
131  
171  
(55)  
(441)  
NET AMOUNT  
16,027  
(5,244)  
(5,119)  
(6,260)  
(5,615) (25,430)  
(31,641)  
The following table sets forth financial assets and liabilities related to operating activities as of December 31, 2017, 2016 and 2015 (see Note 14  
of the Notes to the Consolidated Financial Statements).  
As of December 31,  
ASSETS/(LIABILITIES)  
(
M$)  
2017  
(26,479)  
(10,135)  
(1,794)  
14,893  
9,336  
2016  
(23,227)  
(9,616)  
2015  
(20,928)  
(9,914)  
(1,609)  
10,629  
10,909  
3,379  
Accounts payable  
Other operating liabilities  
including financial instruments related to commodity contracts  
Accounts receivable, net  
(2,077)  
12,213  
10,218  
2,425  
Other operating receivables  
including financial instruments related to commodity contracts  
TOTAL  
1,987  
(12,385)  
(10,412)  
(9,304)  
These financial assets and liabilities mainly have a maturity date below one year.  
3
16  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 15 – Notes to the Consolidated Financial Statements  
Credit risk  
The Group is exposed to credit risks in its operating and financing  
activities. The Group’s maximum exposure to credit risk is partially  
related to financial assets recorded on its balance sheet, including  
energy derivative instruments that have a positive market value.  
Credit risk is defined as the risk of the counterparty to a contract  
failing to perform or pay the amounts due.  
The following table presents the Group’s maximum credit risk exposure:  
As of December 31,  
ASSETS/(LIABILITIES)  
(
M$)  
2017  
5,135  
2,878  
937  
2016  
4,718  
3,048  
1,069  
908  
2015  
4,378  
3,407  
891  
Loans to equity affiliates (Note 8)  
Loans and advances (Note 6)  
Other non-current financial assets related to operational activities (Note 6)  
Non-current financial assets (Note 15.1)  
Accounts receivable (Note 5)  
679  
1,219  
10,629  
10,909  
6,190  
23,269  
60,892  
14,893  
9,336  
3,393  
33,185  
70,436  
12,213  
10,218  
4,548  
24,597  
61,319  
Other operating receivables (Note 5)  
Current financial assets (Note 15.1)  
Cash and cash equivalents (Note 15.1)  
TOTAL  
The valuation allowance on accounts receivable, other operating  
receivables and on loans and advances is detailed in Notes 5 and 6  
to the Consolidated Financial Statements.  
▪
Gas, Renewables & Power segment  
–
Gas activities  
Trading Gas activities deal 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.  
As part of its credit risk management related to operating and  
financing activities, the Group has developed margining agreements  
with certain counterparties. As of December 31, 2017, the net margin  
call paid amounted to $870 million (against $2,605 million paid as of  
December 31, 2016 and $124 million paid as of December 31,  
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.  
2
015).  
The Group has established a number of programs for the sale of  
receivables, without recourse, with various banks, primarily to reduce  
its exposure to such receivables. As a result of these programs the  
Group retains no risk of payment default after the sale, but may  
continue to service the customer accounts as part of a service  
arrangement on behalf of the buyer and is required to pay to the  
buyer payments it receives from the customers relating to the  
receivables sold. As of December 31, 2017, the net value of  
receivables sold amounted to $7,845 million. The Group has  
substantially transferred all the risks and rewards related to  
receivables. No financial asset or liability remains recognized in the  
consolidated balance sheet after the date of sale.  
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 authorizations.  
8
Credit exposure, which is essentially an economic exposure or an  
expected future physical exposure, is permanently monitored and  
subject to sensitivity measures.  
Furthermore, in 2017 the Group conducted several operations of  
reverse factoring for a value of $300 million.  
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.  
Credit risk is managed by the Group’s business segments as follows:  
▪
Exploration & Production segment  
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.  
About the Professionals and Retail Gas and Power Sales activities,  
credit risk management policy is adapted to the type of customer  
either through the use of procedures of prepayments and  
appropriate collection, especially for mass customers or through  
credit insurances and sureties/guarantees obtaining. For the  
Professionals segment, the separation of responsibilities between  
the commercial and financial teams allows a “a priori” positions  
risky control.  
Risks related to commercial operations, other than those described  
above (which are, in practice, directly monitored by subsidiaries), are  
subject to procedures for establishing credit limits and reviewing  
outstanding balances.  
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.  
REGISTRATION DOCUMENT 2017  
317  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 15  
–
Renewables & Power  
Internal procedures for the Renewables division and the Innovation  
Energy Efficiency division include rules on credit risk  
arranged with financial institutions, international banks and  
insurance groups selected in accordance with strict criteria.  
&
The Trading & Shipping division applies 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.  
management. Procedures to monitor customer risk are defined at  
the local level, especially for SunPower and Saft (rules for the  
approval of credit limits, use of guarantees, monitoring and  
assessment of the receivables portfolio, provisioning of doubtful  
debts…).  
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 &  
Poor’s, Moody’s Investors Service and other agencies.  
▪
Refining & Chemicals segment  
–
Refining & Chemicals  
Credit risk is primarily related to commercial receivables. Internal  
procedures of Refining Chemicals include rules for the  
&
management of credit describing the fundamentals of internal  
control in this domain. Each Business Unit implements the  
procedures of the activity for managing and provisioning credit risk  
according to the size of the subsidiary and the market in which it  
operates. The principal elements of these procedures are:  
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.  
–
–
–
–
implementation of credit limits with different authorization  
procedures,  
use of insurance policies or specific guarantees (letters of  
credit),  
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.  
regular monitoring and assessment of overdue accounts  
(
aging balance), including collection procedures,  
provisioning of bad debts on a customer-by-customer basis,  
according to payment delays and local payment practices  
▪
Marketing & Services segment  
(
provisions may also be calculated based on statistics).  
Internal procedures for the Marketing & Services 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.  
Counterparties are subject to credit assessment and approval prior  
to any transaction being concluded. Regular reviews are made for  
all active counterparties including a re-appraisal and renewing of  
the granted credit limits. The limits of the counterparties are  
assessed based on quantitative and qualitative data regarding  
financial standing, together with the review of any relevant third  
party and market information, such as that provided by rating  
agencies and insurance companies;  
Credit policies are defined at the local level and procedures to  
monitor customer risk are implemented (credit committees at the  
subsidiary level, the creation of credit limits for corporate customers,  
etc.). 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.  
–
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  
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.  
3
18  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 16
 –
 Notes to the Consolidated Financial Statements  
NOTE 16 Financial instruments related to commodity contracts  
1
6.1 Financial instruments related to commodity contracts  
◗
ACCOUNTING POLICIES  
Financial instruments related to commodity contracts, including  
crude oil, petroleum products, gas, and power 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.  
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 when market data is 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.  
Gross value  
before  
offsetting  
– assets  
Gross value  
before  
offsetting  
– liabilities  
Net balance Net balance  
Amounts sheet value sheet value  
Amounts  
offset  
– assets – liabilities  
Other  
amounts  
not offset  
Net  
carrying  
amount  
As of December 31, 2017  
(
M$)  
offset  
presented  
presented  
Fair  
(c)  
(c)  
(b)  
value  
ASSETS/(LIABILITIES)  
– assets – liabilities  
Crude oil, petroleum products and freight rates activities  
Petroleum products, crude oil and  
freight rate swaps  
244  
109  
82  
-
(333)  
(113)  
(163)  
-
(102)  
(12)  
(52)  
-
102  
142  
97  
30  
-
(231)  
(101)  
(111)  
-
-
-
(89)  
(4)  
(89)  
(4)  
(
a)  
Forwards  
Options  
Futures  
12  
52  
-
-
(81)  
-
(81)  
-
-
Options on futures  
Other/Collateral  
202  
-
(251)  
-
(155)  
-
155  
-
47  
-
(96)  
-
-
(49)  
63  
(49)  
63  
63  
TOTAL CRUDE OIL, PETROLEUM  
PRODUCTS AND FREIGHT RATES  
637  
(860)  
(321)  
321  
316  
(539)  
63  
(160)  
(160)  
Gas, Renewables & Power  
activities  
Swaps  
76  
(7)  
(1,345)  
(30)  
(3)  
(92)  
(33)  
-
3
92  
33  
-
73  
(4)  
-
69  
372  
(24)  
(1)  
69  
372  
(24)  
(1)  
(
a)  
Forwards  
Options  
Futures  
1,717  
1,625  
(1,253)  
-
-
8
6
-
(27)  
3
(1)  
-
(1)  
-
-
-
Other/Collateral  
-
-
-
-
(86)  
(86)  
(86)  
TOTAL GAS, RENEWABLES  
&
POWER  
1,799  
(1,383)  
(128)  
128  
1,671  
(1,255)  
(86)  
330  
330  
TOTAL  
2,436  
(2,243)  
(449)  
449  
1,987  
(1,794)  
(23)  
170  
170  
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.  
(
c) Amounts offset in accordance with IAS 32.  
REGISTRATION DOCUMENT 2017  
319  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 16  
Gross value  
before  
offsetting  
– assets  
Gross value  
before  
offsetting  
Net balance Net balance  
Amounts sheet value sheet value  
Amounts  
offset  
Other  
amounts  
Net  
carrying  
amount  
As of December 31, 2016  
(
M$)  
offset  
presented  
presented  
Fair  
(c)  
(c)  
(b)  
value  
ASSETS/(LIABILITIES)  
– liabilities – assets – liabilities  
– assets – liabilities not offset  
Crude oil, petroleum products and freight rates activities  
Petroleum products, crude oil and freight  
rate swaps  
464  
172  
194  
-
(266)  
(214)  
(207)  
-
(140)  
(8)  
140  
8
324  
164  
69  
-
(126)  
(206)  
(82)  
-
-
198  
(42)  
(13)  
-
198  
(42)  
(13)  
-
(
a)  
Forwards  
Options  
Futures  
-
(125)  
-
125  
-
-
-
-
Options on futures  
Other/Collateral  
151  
-
(164)  
-
(150)  
-
150  
-
1
(14)  
-
(13)  
(220)  
(13)  
(220)  
-
(220)  
TOTAL CRUDE OIL, PETROLEUM  
PRODUCTS AND FREIGHT RATES  
981  
(851)  
(423)  
423  
558  
(428)  
(220)  
(90)  
(90)  
Gas, Renewables & Power activities  
Swaps  
63  
1,879  
15  
(39)  
(1,672)  
(28)  
(3)  
(61)  
(26)  
-
3
61  
26  
-
60  
1,818  
(11)  
(36)  
(1,611)  
(2)  
-
24  
207  
(13)  
-
24  
207  
(13)  
-
(
a)  
Forwards  
Options  
Futures  
-
-
-
-
-
-
-
Other/Collateral  
-
-
-
-
-
-
(97)  
(97)  
(317)  
(97)  
121  
31  
(97)  
121  
31  
TOTAL GAS, RENEWABLES & POWER  
TOTAL  
1,957  
2,938  
(1,739)  
(2,590)  
(90)  
(513)  
90  
513  
1,867  
2,425  
(1,649)  
(2,077)  
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.  
(
(
c) Amounts offset in accordance with IAS 32.  
Gross value Gross value  
Net balance Net balance  
before  
offsetting  
– assets – liabilities  
before  
offsetting  
Amounts  
offset  
– assets – liabilities  
Amounts sheet value sheet value  
Other  
amounts  
not offset  
Net  
carrying  
amount  
As of December 31, 2015  
(
M$)  
offset presented presented  
Fair  
(c)  
(c)  
(b)  
value  
ASSETS/(LIABILITIES)  
– assets – liabilities  
Crude oil, petroleum products and freight rates activities  
Petroleum products, crude oil and freight  
rate swaps  
1,517  
68  
(498)  
(130)  
(468)  
-
(350)  
(25)  
(460)  
-
350  
1,167  
(148)  
(105)  
(8)  
-
1,019  
(62)  
1,019  
(62)  
(
a)  
Forwards  
Options  
Futures  
25  
460  
-
43  
-
660  
9
200  
-
192  
9
192  
9
9
-
-
-
-
Options on futures  
Other/Collateral  
127  
-
(128)  
-
(127)  
-
127  
-
(1)  
(1)  
(1)  
-
-
(1,145)  
(1,145)  
(1,145)  
TOTAL CRUDE OIL, PETROLEUM  
PRODUCTS AND FREIGHT RATES  
2,381  
(1,224)  
(962)  
962  
1,419  
(262)  
(1,145)  
12  
12  
Gas, Renewables & Power activities  
Swaps  
50  
2,255  
5
(175)  
(1,498)  
(24)  
(19)  
(320)  
(11)  
19  
320  
11  
31  
1,935  
(6)  
(156)  
(1,178)  
(13)  
-
(125)  
757  
(19)  
-
(125)  
757  
(19)  
-
(
a)  
Forwards  
Options  
Futures  
-
-
-
-
-
-
-
-
-
23  
Other/Collateral  
-
-
-
-
-
-
23  
23  
TOTAL GAS, RENEWABLES & POWER  
TOTAL  
2,310  
4,691  
(1,697)  
(2,921)  
(350)  
(1,312)  
350  
1,312  
1,960  
3,379  
(1,347)  
(1,609)  
23  
636  
648  
636  
648  
(1,122)  
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.  
(
c) Amounts offset in accordance with IAS 32.  
3
20  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 16 – Notes to the Consolidated Financial Statements  
Most commitments on crude oil and refined products have a short term maturity (less than one year). The maturity of most Gas, Renewables &  
Power division 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,  
Fair value as  
of January 1,  
Impact on  
income  
Settled  
contracts  
Fair value as of  
Other December 31,  
(
M$)  
Crude oil, petroleum products and freight rates  
activities  
2
017  
130  
1,157  
897  
2,693  
3,013  
3,318  
(3,047)  
(4,040)  
(3,058)  
-
-
-
(223)  
130  
2016  
015  
2
1,157  
Gas, Renewables & Power activities  
017  
2
218  
613  
532  
717  
392  
113  
(554)  
(742)  
3
35  
(45)  
(35)  
416  
218  
613  
2016  
015  
2
The fair value hierarchy for financial instruments related to commodity contracts is as follows:  
Quoted prices in  
active markets for  
identical assets  
(level 1)  
Prices based on  
observable data  
(level 2)  
Prices based on  
non observable  
data (level 3)  
As of December 31, 2017  
(
M$)  
Total  
(223)  
416  
Crude oil, petroleum products and freight rates activities  
Gas, Renewables & Power activities  
TOTAL  
(49)  
288  
239  
(173)  
128  
-
-
(45)  
-
193  
Quoted prices in  
active markets for  
identical assets  
(level 1)  
Prices based on  
observable data  
(level 2)  
Prices based on  
non observable  
data (level 3)  
As of December 31, 2016  
(
M$)  
Total  
130  
Crude oil, petroleum products and freight rates activities  
Gas, Renewables & Power activities  
TOTAL  
(22)  
409  
387  
152  
(191)  
(39)  
-
-
218  
-
348  
Quoted prices in  
active markets for  
identical assets  
(level 1)  
8
Prices based on  
observable data  
(level 2)  
Prices based on  
non observable  
data (level 3)  
As of December 31, 2015  
(
M$)  
Total  
1,157  
613  
Crude oil, petroleum products and freight rates activities  
Gas, Renewables & Power activities  
TOTAL  
15  
79  
94  
1,142  
534  
-
-
1,676  
-
1,770  
The description of each fair value level is presented in Note 15 to the Consolidated Financial Statements.  
Cash Flow hedge  
The impact on the statement of income and other comprehensive income of the hedging instruments related to commodity contracts and  
qualified as cash flow hedges is detailed as follows:  
As of December 31,  
(
M$)  
2017  
71  
2016  
(69)  
(1)  
2015  
Profit (Loss) recorded in equity during the period  
-
-
Recycled amount from equity to the income statement during the period  
(6)  
These financial instruments are mainly one year term Henry Hub derivatives.  
As of December 31, 2017, the ineffective portion of these financial instruments is nil (in 2016 the ineffective portion of these financial instruments  
was a loss of $5 million and in 2015, the ineffective portion of these financial instruments was nil).  
REGISTRATION DOCUMENT 2017  
321  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 16  
over-the-counter markets. The list of the different derivatives held by  
the Group in these markets is detailed in Note 16.1 to the  
Consolidated Financial Statements.  
1
6.2 Oil and Gas market related risks  
management  
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 is based on the end-of-day exposures and  
historical price movements of the last 400 business days for all traded  
instruments and maturities. Options are systematically re-evaluated  
using appropriate models.  
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.  
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, and power.  
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 organized markets or  
The “value-at-risk” represents the most unfavorable movement in fair  
value obtained with a 97.5% 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  
28.4  
24.6  
11.6  
Low  
4.1  
7.2  
Average  
15.6  
14.0  
Year end  
6.6  
2017  
2
016  
015  
22.1  
2
5.5  
8.6  
7.4  
As part of its gas and power trading activity, the Group also uses  
derivative instruments such as futures, forwards, swaps and options  
in both organized and over-the-counter markets. In general, the  
transactions are settled at maturity date through physical delivery.  
The Gas 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, Renewables & Power division trading: value-at-risk with a 97.5% probability  
As of December 31,  
(
M$)  
High  
12.5  
8.4  
Low  
2.8  
2.0  
Average  
6.3  
Year end  
4.2  
2017  
2
016  
015  
3.9  
2.1  
2
15.8  
2.0  
7.1  
8.0  
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  
3
22  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 17
 –
 Notes to the Consolidated Financial Statements  
NOTE 17 Post closing events  
Exploration & Production  
issued in consideration for the Maersk Oil shares (ii) $2.5 billion  
Maersk Oil debt to the Maersk group assumed by TOTAL group, and  
▪
Acquisition of Maersk Oil  
On August 21, 2017, TOTAL S.A. and the Danish company AP Møller  
Maersk A/S entered into a share transfer agreement pursuant to  
(iii) an additional cash payment related to closing elements.  
▪
Strategic alliance with Petrobras in Brazil  
–
which it was agreed that AP Møller – Maersk A/S sell to TOTAL the  
entire capital of its subsidiary, Maersk Olie og Gas A/S (Maersk Oil), in  
the context of a transaction in shares (contributions of shares) and in  
debt, with the payment of a cash counterpart, subject to the  
fulfillment of different conditions precedent.  
On January 12, 2018, Petrobras and TOTAL finalized the transfer of  
rights in the Lapa and Iara concessions for an amount of  
$1.95 billion.  
Marketing & Services  
▪
TotalErg  
At its meeting of February 7, 2018, the Board of Directors which  
approved the Group’s financial statements also approved, pursuant  
to the delegation granted to it, subject to the fulfillment of the  
conditions precedent stipulated in the Share Transfer Agreement  
other than those already carried out at the date of the meeting of the  
Board of Directors, the capital increase intended to remunerate the  
contribution to TOTAL S.A. of the shares of Maersk Oil.  
On January 10, 2018, TOTAL closed the sale of TotalErg to API  
Group for a Group share amount of $174 million (€154 million).  
Gas, Renewables & Power  
▪
SunPower  
The Group acknowledged the decision of the US administration on  
January 23, 2018, to raise tariffs on imports of solar panels in the  
United States (201 solar trade case). The consequences of this  
decision are currently being reviewed by SunPower.  
The TOTAL Group is expected to finalize the acquisition of the  
Maersk Oil shares in 2018 for an overall financial value consisting of  
three elements: (i) the fair value of the 97,522,593 TOTAL S.A. shares  
8
REGISTRATION DOCUMENT 2017  
323  
 
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
NOTE 18 Consolidation scope  
As of December 31, 2017, 972 entities are consolidated of which 867 are fully consolidated and 105 are accounted for under the equity  
method (E).  
The table below sets forth the main Group consolidated entities:  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Exploration & Production  
Abu Dhabi Gas Industries Limited  
Abu Dhabi Gas Liquefaction Company Limited  
Abu Dhabi Marine Areas Limited  
Abu Dhabi Petroleum Company Limited  
Angola Block 14 B.V.  
15.00%  
5.00%  
E
E
E
E
United Arab Emirates  
United Arab Emirates  
United Arab Emirates  
United Arab Emirates  
United Arab Emirates  
Angola  
United Arab Emirates  
United Kingdom  
United Kingdom  
Netherlands  
Bermuda  
33.33%  
23.75%  
50.01%  
13.60%  
13.60%  
15.00%  
100.00%  
20.48%  
75.00%  
24.50%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
10.00%  
30.00%  
49.02%  
31.24%  
5.00%  
Angola LNG Limited  
E
E
E
Angola  
Angola LNG Supply Services, LLC  
Bonny Gas Transport Limited  
Brass Holdings S.A.R.L.  
United States  
Bermuda  
United States  
Nigeria  
Luxembourg  
Nigeria  
Luxembourg  
Nigeria  
Brass LNG Limited  
E
E
Deer Creek Pipelines Limited  
Dolphin Energy Limited  
Canada  
Canada  
United Arab Emirates  
United Kingdom  
France  
United Arab Emirates  
United Kingdom  
France  
E.F. Oil And Gas Limited  
Elf E&P  
Elf Exploration UK Limited  
Elf Petroleum Iran  
United Kingdom  
France  
United Kingdom  
Iran  
Elf Petroleum UK Limited  
Gas Investment and Services Company Limited  
Ichthys LNG PTY Limited  
Mabruk Oil Operations  
United Kingdom  
Bermuda  
United Kingdom  
Oman  
E
E
Australia  
Australia  
France  
Libya  
Moattama Gas Transportation Company Limited  
National Gas Shipping Company Limited  
Nigeria LNG Limited  
E
E
E
E
E
E
E
E
E
E
E
E
E
E
Bermuda  
Myanmar  
United Arab Emirates  
Nigeria  
United Arab Emirates  
Nigeria  
15.00%  
34.93%  
32.87%  
32.87%  
30.00%  
18.90%  
5.54%  
Norpipe Oil A/S  
Norway  
Norway  
Norpipe Petroleum UK Limited  
Norsea Pipeline Limited  
United Kingdom  
United Kingdom  
Qatar  
Norway  
Norway  
North Oil Company  
Qatar  
Novatek  
Russia  
Russia  
Oman LNG, LLC  
Oman  
Oman  
Pars LNG Limited  
40.00%  
30.32%  
10.00%  
10.00%  
16.70%  
100.00%  
58.64%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
Bermuda  
Iran  
Petrocedeño  
Venezuela  
United Kingdom  
Qatar  
Venezuela  
Oman  
Private Oil Holdings Oman Limited  
Qatar Liquefied Gas Company Limited  
Qatar Liquefied Gas Company Limited (II)  
Stogg Eagle Funding B.V.  
Qatar  
Qatar  
Qatar  
Netherlands  
Russia  
Nigeria  
(a)  
Terneftegas LLC  
Total (BTC) B.V.  
E
Russia  
Netherlands  
France  
Netherlands  
United Arab Emirates  
Argentina  
Netherlands  
France  
Total Abu Al Bu Khoosh  
Total Austral  
France  
Total Brazil Services B.V.  
Total Dolphin Midstream  
Total E&P Absheron B.V.  
Total E&P Algérie  
Netherlands  
France  
Netherlands  
France  
Azerbaijan  
Algeria  
Total E&P Americas, LLC  
Total E&P Angola  
United States  
France  
United States  
Angola  
Total E&P Angola Block 15/06 Limited  
Total E&P Angola Block 17.06  
Total E&P Angola Block 25  
Total E&P Angola Block 32  
Total E&P Angola Block 33  
Total E&P Angola Block 39  
Total E&P Angola Block 40  
Bermuda  
Angola  
France  
Angola  
France  
Angola  
France  
Angola  
France  
Angola  
France  
Angola  
France  
Angola  
3
24  
REGISTRATION DOCUMENT 2017  
 
CONSOLIDATED FINANCIAL STATEMENTS  
Note 18 – Notes to the Consolidated Financial Statements  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Exploration & Production (contd)  
Total E&P Aruba B.V.  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
85.00%  
Netherlands  
Singapore  
France  
Aruba  
Singapore  
Australia  
Australia  
Australia  
Australia  
Azerbaijan  
Bolivia  
Total E&P Asia Pacific Pte. Limited  
Total E&P Australia  
Total E&P Australia Exploration PTY Limited  
Total E&P Australia II  
Australia  
France  
Total E&P Australia III  
France  
Total E&P Azerbaijan B.V.  
Total E&P Bolivie  
Netherlands  
France  
Total E&P Borneo B.V.  
Netherlands  
Netherlands  
France  
Brunei  
Total E&P Bulgaria B.V.  
Bulgaria  
Total E&P Cambodge  
Cambodia  
Canada  
Total E&P Canada Limited  
Total E&P Chine  
Canada  
France  
China  
Total E&P Chorey  
United States  
France  
United States  
Colombia  
Republic of the Congo  
Côte d’Ivoire  
Côte d’Ivoire  
Côte d’Ivoire  
Côte d’Ivoire  
Côte d’Ivoire  
Cyprus  
Total E&P Colombie  
Total E&P Congo  
Republic of the Congo  
France  
Total E&P Côte d’Ivoire  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
Total E&P Côte d’Ivoire CI – 514  
Total E&P Côte d’Ivoire CI – 515  
Total E&P Côte d’Ivoire CI – 516  
Total E&P Côte d’Ivoire CI-605 B.V.  
Total E&P Cyprus B.V.  
France  
France  
France  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Brazil  
Total E&P Deep Offshore Borneo B.V.  
Total E&P Denmark B.V.  
Brunei  
Denmark  
Brazil  
Total E&P Do Brasil Ltda  
Total E&P Dolphin Upstream  
Total E&P East El Burullus Offshore B.V.  
Total E&P Egypt Block 2 B.V.  
Total E&P Égypte  
France  
France  
Netherlands  
Netherlands  
France  
Egypt  
Egypt  
Egypt  
Total E&P Europe and Central Asia Limited  
Total E&P France  
United Kingdom  
France  
United Kingdom  
France  
Total E&P Golfe Limited  
France  
Qatar  
Total E&P Guyane Francaise  
Total E&P Holding Ichthys  
Total E&P Holdings Australia PTY Limited  
Total E&P Holdings Russia  
Total E&P Holdings UAE B.V.  
Total E&P Ichthys B.V.  
France  
France  
8
France  
France  
Australia  
Australia  
France  
France  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
France  
United Arab Emirates  
Australia  
Indonesia  
Indonesia  
Indonesia  
Iraq  
Total E&P Indonesia Mentawai B.V.  
Total E&P Indonesia Telen B.V.  
Total E&P Indonésie  
Total E&P Iraq  
France  
Total E&P Ireland B.V.  
Netherlands  
Italy  
Ireland  
Total E&P Italia  
Italy  
Total E&P Kazakhstan  
France  
Kazakhstan  
Kenya  
Total E&P Kenya B.V.  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
France  
Total E&P Kurdistan Region of Iraq (Harir) B.V.  
Total E&P Kurdistan Region of Iraq (Safen) B.V.  
Total E&P Kurdistan Region of Iraq (Taza) B.V.  
Total E&P Kurdistan Region of Iraq B.V.  
Total E&P Libye  
Iraq  
Iraq  
Iraq  
Iraq  
Libya  
Total E&P Malaysia  
France  
Malaysia  
Mauritania  
Mauritania  
Mauritania  
Mauritania  
Mauritania  
Total E&P Mauritania Block C18 B.V.  
Total E&P Mauritania Block C9 B.V.  
Total E&P Mauritania Blocks DW B.V.  
Total E&P Mauritanie  
Netherlands  
Netherlands  
Netherlands  
France  
Total E&P Mauritanie Block TA29 B.V.  
Netherlands  
REGISTRATION DOCUMENT 2017  
325  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Exploration & Production (contd)  
Total E&P Mexico S.A. de C.V.  
Total E&P Mozambique B.V.  
Total E&P Myanmar  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
Mexico  
Netherlands  
France  
Mexico  
Mozambique  
Myanmar  
Namibia  
Total E&P Namibia B.V.  
Netherlands  
Netherlands  
United States  
Nigeria  
Total E&P Nederland B.V.  
Netherlands  
United States  
Nigeria  
Total E&P New Ventures Inc.  
Total E&P Nigeria Deepwater A Limited  
Total E&P Nigeria Deepwater B Limited  
Total E&P Nigeria Deepwater C Limited  
Total E&P Nigeria Deepwater D Limited  
Total E&P Nigeria Deepwater E Limited  
Total E&P Nigeria Deepwater F Limited  
Total E&P Nigeria Deepwater G Limited  
Total E&P Nigeria Deepwater H Limited  
Total E&P Nigeria Limited  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Nigeria  
Total E&P Nigeria S.A.S.  
France  
France  
Total E&P Norge AS  
Norway  
Norway  
Total E&P Oman  
France  
Oman  
Total E&P Philippines B.V.  
Total E&P PNG 2 B.V.  
Netherlands  
Netherlands  
Netherlands  
Papua New Guinea  
Netherlands  
France  
Philippines  
Papua New Guinea  
Papua New Guinea  
Papua New Guinea  
Poland  
Total E&P PNG 5 B.V.  
Total E&P PNG Limited  
Total E&P Poland B.V.  
Total E&P Qatar  
Qatar  
Total E&P RDC  
Democratic Republic  
of Congo  
Democratic Republic  
of Congo  
Total E&P Research & Technology USA LLC  
Total E&P Russie  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
58.28%  
United States  
France  
United States  
Russia  
Total E&P Sebuku  
France  
Indonesia  
Senegal  
China  
Total E&P Senegal  
France  
Total E&P Services China Company Limited  
Total E&P South Africa B.V.  
Total E&P South Pars  
China  
Netherlands  
France  
South Africa  
Iran  
Total E&P South Sudan  
Total E&P Syrie  
France Republic of South Sudan  
France  
Netherlands  
France  
Syria  
Tajikistan  
Thailand  
Total E&P Tajikistan B.V.  
Total E&P Thailand  
Total E&P Timan-Pechora LLC  
Total E&P Uganda B.V.  
Russia  
Russia  
Netherlands  
United Kingdom  
Netherlands  
Netherlands  
United States  
United States  
France  
Uganda  
Total E&P UK Limited  
United Kingdom  
Uruguay  
Total E&P Uruguay B.V.  
Total E&P Uruguay Onshore B.V.  
Total E&P USA Inc.  
Uruguay  
United States  
United States  
France  
Total E&P USA Oil Shale, LLC  
Total E&P Well Response  
Total E&P Yamal  
France  
France  
Total E&P Yemen  
France  
Yemen  
Total E&P Yemen Block 3 B.V.  
Total East Africa Midstream B.V.  
Total Exploration M’Bridge  
Total Facilities Management B.V.  
Total Gabon  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Gabon  
Yemen  
Uganda  
Angola  
Netherlands  
Gabon  
Total Gass Handel Norge AS  
Total Gastransport Nederland B.V.  
Total GLNG Australia  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
Norway  
Norway  
Netherlands  
France  
Netherlands  
Australia  
Total GLNG Australia Holdings  
Total Holding Dolphin Amont  
Total Holdings Nederland B.V.  
France  
Australia  
France  
France  
Netherlands  
Netherlands  
3
26  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 18
 –
 Notes to the Consolidated Financial Statements  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Exploration & Production (contd)  
Total Holdings Nederland International B.V.  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
29.48%  
Netherlands  
Netherlands  
France  
Netherlands  
Iran  
Total Iran B.V.  
Total LNG Angola  
France  
Total LNG Supply Services USA Inc.  
Total Oil and Gas South America  
Total Oil and Gas Venezuela B.V.  
Total Pars LNG  
United States  
France  
United States  
France  
Netherlands  
France  
Venezuela  
Iran  
Total Petroleum Angola  
Total Profils Pétroliers  
France  
Angola  
France  
France  
Total Qatar  
France  
Qatar  
Total South Pars  
France  
Iran  
Total Tengah  
France  
Indonesia  
Russia  
Total Termokarstovoye B.V.  
Total UAE SERVICES  
Netherlands  
France  
United Arab Emirates  
Nigeria  
Total Upstream Nigeria Limited  
Total Upstream UK Limited  
Total Venezuela  
Nigeria  
United Kingdom  
France  
United Kingdom  
France  
Total Yemen LNG Company Limited  
Unitah Colorado Resources II, LLC  
Bermuda  
United States  
Russia  
Bermuda  
United States  
Russia  
(
b)  
Yamal LNG  
E
E
Yemen LNG Company Limited  
Ypergas S.A.  
39.62%  
Bermuda  
Venezuela  
Yemen  
37.33%  
Venezuela  
Gas, Renewables & Power  
point3 Energy Partners LP  
8
20.54%  
28.13%  
28.13%  
56.26%  
20.54%  
50.00%  
50.00%  
100.00%  
56.26%  
100.00%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
35.00%  
56.26%  
56.26%  
56.26%  
E
E
E
E
E
E
E
United States  
United States  
United States  
United States  
United States  
United States  
France  
United States  
United States  
United States  
United States  
United States  
United States  
France  
8point3 General Partner, LLC  
8point3 Holding Company, LLC  
8point3 OpCo Holdings, LLC  
8point3 Operating Company, LLC  
Advanced Thermal Batteries Inc.  
Aerospatiale Batteries (ASB)  
Alcad AB  
Sweden  
Sweden  
Almyros Energy Solution Malta Limited  
Amco-Saft India Limited  
Aragonne Solar, LLC  
Malta  
Malta  
India  
India  
8
United States  
United States  
United States  
United States  
South Africa  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
France  
United States  
United States  
United States  
United States  
South Africa  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
Spain  
Arica Solar, LLC  
Aton Solar Program, LLC  
Badenhorst PV 2 Hold Company LLC  
Bertophase (PTY) Limited  
Black Mountain Solar I, LLC  
Bluestem Solar LLC  
BNB Bloomfield Solar, LLC  
BNB Caamden Solar, LLC  
Boulder Solar III, LLC  
Boulder Solar IV, LLC  
Boulder Solar Power Parent, LLC  
Boulder Solar Power, LLC  
BSP Class B Member HoldCo, LLC  
BSP Class B Member, LLC  
BSP Holding Company, LLC  
BSP II Parent, LLC  
BSPCB Class B Member, LLC  
Buffalo North Star Solar, LLC  
Centrale Solaire 2  
Cepsa Gas Comercializadora S.A.  
Cogenra Solar, Inc.  
E
Spain  
United States  
United States  
United States  
United States  
United States  
United States  
Cooper Ranch Solar LLC  
Core Solar SPV V, LLC  
REGISTRATION DOCUMENT 2017  
327  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Gas, Renewables & Power (contd)  
Corona Sands, LLC  
28.13%  
34.00%  
100.00%  
56.26%  
56.26%  
56.26%  
14.07%  
56.26%  
56.26%  
50.00%  
56.26%  
100.00%  
27.50%  
100.00%  
25.00%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
20.00%  
26.00%  
26.00%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
14.07%  
56.26%  
56.26%  
43.00%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
United States  
Côte d’Ivoire  
France  
United States  
Côte d’Ivoire  
France  
Côte d’Ivoire GNL  
E
E
CSMED  
DeAar PV Hold Company LLC  
Desert Equinox, LLC  
United States  
United States  
United States  
Australia  
United States  
United States  
United States  
Australia  
Desert SunBurst, LLC  
Diamond Energy PTY Limited  
E
E
Dongfang Huansheng Photovoltaic (Jiangsu) Company Limited  
China  
United States  
United States  
France  
Dragonfly Systems, Inc.  
United States  
France  
Eau Chaude Réunion (ECR)  
Fassett-Walker, LLC  
E
United States  
Sweden  
United States  
Sweden  
Fast Jung KB  
Fosmax LNG  
E
E
France  
France  
Frieman & Wolf Batterietechnick GmbH  
Gas Del Litoral SRLCV  
Germany  
Germany  
Mexico  
Mexico  
Georgia Sun I, LLC  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United Arab Emirates  
India  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United Arab Emirates  
India  
GFS I Class B Member, LLC  
Gfs I Holding Company, LLC  
Golden Fields Solar I Parent, LLC  
Golden Fields Solar I, LLC  
Golden Fields Solar II, LLC  
Golden Fields Solar III, LLC  
Golden Fields Solar IV, LLC  
Golden Fields Solar VI, LLC  
Golden Fields Solar VII, LLC  
Goodfellow Solar I, LLC  
Goodfellow Solar PH1, LLC  
Greenbotics, Inc.  
Gulf Total Tractebel Power Company PSJC  
Hazira LNG Private Limited  
E
E
E
E
Hazira Port Private Limited  
India  
India  
Helios II Residential Solar Fund, LLC  
Helios Residential Solar Fund, LLC  
Helix Project II, LLC  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
China  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
China  
Helix Project III, LLC  
Heracles Solar PH1, LLC  
Heracles Solar, LLC  
High Plains Ranch I, LLC  
Huaxia CPV (Inner Mongolia) Power Corporation, Limited  
Infigen Energy US Development Corporation  
Infinite Sunshine 2015-1, LLC  
Institut Photovoltaïque D’Ile De France (IPVF)  
Java Solar, LLC  
E
France  
United States  
United States  
France  
United States  
France  
United States  
United States  
United States  
South Africa  
South Africa  
South Africa  
South Africa  
United States  
United States  
United States  
United States  
Greece  
United States  
United States  
United States  
United States  
South Africa  
South Africa  
United States  
United States  
United States  
United States  
United States  
Greece  
JBAB Solar, LLC  
JDA Overseas Holdings, LLC  
K2015014806 (South Africa) (PTY) Limited  
K2015014875 (South Africa) (PTY) Limited  
K2015070451 (South Africa) (PTY) Limited  
K2015263261 (South Africa) (PTY) Limited  
Kern High School District Solar (2), LLC  
Kern High School District Solar, LLC  
Klipgats 7 Hold Company LLC  
Klipgats PV 3 Hold Company LLC  
Kozani Energy Anonymi Energeiaki Etaireia  
(distinctive title Kozani Energy S.A.)  
Kozani Energy Malta Limited  
LA Basin Solar I, LLC  
56.26%  
56.26%  
56.26%  
Malta  
United States  
United States  
Malta  
United States  
United States  
LA Basin Solar II, LLC  
3
28  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 18 – Notes to the Consolidated Financial Statements  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Gas, Renewables & Power (contd)  
LA Basin Solar III, LLC  
Lampiris S.A.  
56.26%  
100.00%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
50.00%  
56.26%  
27.00%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
20.00%  
56.26%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
United States  
Belgium  
United States  
Belgium  
Lemoore Stratford Land Holdings IV, LLC  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United Kingdom  
United States  
South Africa  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
Malta  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United Kingdom  
United States  
South Africa  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
Malta  
Livingston Ridge Solar LLC  
Loving Solar LLC  
Lucerne Valley Solar I, LLC  
Lucerne Valley Solar One Holdings, LLC  
Luis Solar, LLC  
Luna Valley Solar I, LLC  
Lux II Residential Solar Fund, LLC  
Lux Residential Solar Fund, LLC  
Malina Holdings, LLC  
E
Meridian Solar Program, LLC  
Minneola Solar I, LLC  
Missiles & Space Batteries Limited  
Mojave Solar Investment, LLC  
Mulilo Prieska PV (RF) Proprietary Limited  
Naidirem Holdings, LLC  
E
E
Napa Sanitation District Solar, LLC  
NorthStar Energy Management, LLC  
NorthStar Macys Colorado, LLC  
Northstar Macys Maryland 2015, LLC  
Northstar Macys US West 2016, LLC  
Northstar Santa Clara County 2016, LLC  
Ochoa Solar LLC  
Oro Fields Solar, LLC  
Parrey Class B Member, LLC  
Parrey Holding Company, LLC  
Parrey Parent, LLC  
Parrey, LLC  
PGC Plano I, LLC  
Phantom Field Resources, LLC  
Photon Residential Solar Fund, LLC  
Photovoltaic Park Malta Limited  
Photovoltaica Parka Veroia Anonymi Etaireia  
Plano Parent I, LLC  
E
E
8
Greece  
Greece  
United States  
United States  
United States  
United States  
Chile  
United States  
United States  
United States  
United States  
Chile  
Pluto Acquisition Company, LLC  
Project Sunday Development, LLC  
Project Sunday Holdings LLC  
PV Salvador SPA  
Redstone Solar I, LLC  
United States  
China  
United States  
China  
Saft (Zhuhai FTZ) Batteries Company Limited  
Saft AB  
Sweden  
Sweden  
Saft Acquisition S.A.S.  
France  
France  
Saft America Inc.  
United States  
Norway  
United States  
Norway  
Saft AS  
Saft Australia PTY Limited  
Saft Batterias SL  
Australia  
Australia  
Spain  
Spain  
Saft Batterie Italia S.R.L.  
Saft Batterien GmbH  
Italy  
Italy  
Germany  
Germany  
Saft Batteries Pte Limited  
Saft Batteries PTY Limited  
Saft Batterijen B.V.  
Singapore  
Singapore  
Australia  
Australia  
Netherlands  
Brazil  
Netherlands  
Brazil  
Saft Do Brasil Ltda  
Saft Federal Systems Inc.  
Saft Ferak AS  
United States  
Czech Republic  
Luxembourg  
United States  
Czech Republic  
Luxembourg  
Saft Finance S.A.R.L.  
REGISTRATION DOCUMENT 2017  
329  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Gas, Renewables & Power (contd)  
Saft Groupe S.A.  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
56.26%  
56.26%  
56.26%  
56.26%  
20.00%  
56.26%  
28.19%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
France  
Hong Kong  
France  
Hong Kong  
Saft Hong Kong Limited  
Saft Japan KK  
Japan  
Japan  
Saft JV Holding Company  
Saft Limited  
United States  
United Kingdom  
Russia  
United States  
United Kingdom  
Russia  
Saft LLC  
Saft Nife ME Limited  
Saft S.A.S.  
Cyprus  
Cyprus  
France  
France  
Saft Sweden AB  
Sweden  
Sweden  
Sahara Solar Investment, LLC  
Sandy Hills Solar I, LLC  
United States  
United States  
United States  
Israel  
United States  
United States  
United States  
United States  
United Arab Emirates  
United States  
France  
SGS Antelope Valley Development, LLC  
Sgula (East) Green Energies Limited  
Shams Power Company PJSC  
Signal Rock Solar, LLC  
E
United Arab Emirates  
United States  
France  
Société d’exploitation de centrales photovoltaïques 1  
Solaire Generation, LLC  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
Solar Carport NJ, LLC  
Solar Greenhouse I, LLC  
Solar Star Arizona HMR-I, LLC  
Solar Star Arizona I, LLC  
Solar Star Arizona II, LLC  
Solar Star Arizona III, LLC  
Solar Star Arizona IV, LLC  
Solar Star Arizona V, LLC  
Solar Star Arizona VI, LLC  
Solar Star Arizona VII, LLC  
Solar Star Arizona XIII, LLC  
Solar Star Bay City I, LLC  
Solar Star California I, LLC  
Solar Star California IV, LLC  
Solar Star California L (2), LLC  
Solar Star California L (3), LLC  
Solar Star California L, LLC  
Solar Star California LX, LLC  
Solar Star California LXII, LLC  
Solar Star California LXIII, LLC  
Solar Star California LXIV, LLC  
Solar Star California LXV, LLC  
Solar Star California LXVI, LLC  
Solar Star California LXXV, LLC  
Solar Star California LXXVI, LLC  
Solar Star California LXXVII, LLC  
Solar Star California VII, LLC  
Solar Star California XII, LLC  
Solar Star California XL, LLC  
Solar Star California XLI Parent, LLC  
Solar Star California XLI, LLC  
Solar Star California XLII, LLC  
Solar Star California XLIII, LLC  
Solar Star California XLIV, LLC  
Solar Star California XLV, LLC  
Solar Star California XLVI, LLC  
Solar Star California XLVII, LLC  
Solar Star California XLVIII, LLC  
Solar Star California XV Parent, LLC  
Solar Star California XV, LLC  
Solar Star California XVI, LLC  
3
30  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 18
 –
 Notes to the Consolidated Financial Statements  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Gas, Renewables & Power (contd)  
Solar Star California XVII, LLC  
Solar Star California XVIII, LLC  
Solar Star California XXI, LLC  
Solar Star California XXII, LLC  
Solar Star California XXIII, LLC  
Solar Star California XXIV, LLC  
Solar Star California XXIX, LLC  
Solar Star California XXV, LLC  
Solar Star California XXVI, LLC  
Solar Star California XXVII, LLC  
Solar Star California XXVIII, LLC  
Solar Star California XXX (2), LLC  
Solar Star California XXXIV, LLC  
Solar Star California XXXIX, LLC  
Solar Star California XXXV, LLC  
Solar Star California XXXVI, LLC  
Solar Star California XXXVII, LLC  
Solar Star California XXXVIII, LLC  
Solar Star Colorado II, LLC  
Solar Star Colorado III Parent, LLC  
Solar Star Colorado III, LLC  
Solar Star Connecticut I, LLC  
Solar Star Hawaii I, LLC  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
8.35%  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United Kingdom  
United Kingdom  
Philippines  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United Kingdom  
United Kingdom  
Philippines  
Solar Star Hawaii IV, LLC  
Solar Star HI Air, LLC  
Solar Star Illinois I, LLC  
Solar Star Massachusetts II, LLC  
Solar Star Massachusetts III, LLC  
Solar Star New Jersey IV, LLC  
Solar Star New York I, LLC  
Solar Star NVUSD II, LLC  
Solar Star Oceanside, LLC  
Solar Star Oregon I, LLC  
8
Solar Star Oregon II Parent, LLC  
Solar Star Oregon III, LLC  
Solar Star Palo Alto I, LLC  
Solar Star Plano I, LLC  
Solar Star Rancho CWD I, LLC  
Solar Star Santa Cruz, LLC  
Solar Star SH MA, LLC  
Solar Star Texas II, LLC  
Solar Star Texas IV, LLC  
Solar Star YC, LLC  
Solar University, LLC  
SolarBridge Technologies Inc.  
SolarStorage Fund A, LLC  
SolarStorage Fund B, LLC  
SolarStorage Fund C, LLC  
South Hook CHP  
E
E
South Hook LNG Terminal Company Limited  
SPML Land Inc.  
8.35%  
56.26%  
56.26%  
0.56%  
SPWR Energias Renovaveis Unipessoal Ltda  
SPWR EW 2013-1, LLC  
Portugal  
Portugal  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
SPWR MS 2013-1, LLC  
28.13%  
56.26%  
0.56%  
SPWR SS 1, LLC  
SPWR UBS 2013-1, LLC  
SPWR USB 2013-2, LLC  
0.56%  
REGISTRATION DOCUMENT 2017  
331  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Gas, Renewables & Power (contd)  
SPWR USB 2013-3, LLC  
0.56%  
56.26%  
56.26%  
20.54%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
20.54%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
20.54%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
Bermuda  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
Bermuda  
SSCA XLI Class B Member, LLC  
SSCA XLI Holding Company, LLC  
SSCA XXXI Managing Member, LLC  
SSCO III Class B Holdings, LLC  
E
SSCO III Holdings Company, LLC  
SSCO III Managing Member, LLC  
Strata Solar, LLC  
SunFront I, LLC  
SunPower Access I, LLC  
SunPower AssetCo, LLC  
SunPower Bermuda Holdings  
SunPower Bobcat Solar, LLC  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
Israel  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
Israel  
SunPower Capital Services, LLC  
SunPower Capital, LLC  
SunPower Commercial Holding Company I, LLC  
SunPower Commercial Holding Company II, LLC  
SunPower Commercial Holding Company III, LLC  
SunPower Commercial Holding Company IV Parent, LLC  
SunPower Commercial Holding Company IV, LLC  
SunPower Commercial Holding Company V, LLC  
SunPower Commercial Holding Company VI, LLC  
SunPower Commercial II Class B, LLC  
SunPower Commercial III Class B, LLC  
SunPower Commercial Managing Member I, LLC  
SunPower Corp Israel Limited  
E
E
SunPower Corporation  
United States  
Switzerland  
Australia  
United States  
Switzerland  
Australia  
SunPower Corporation (Switzerland) S.A.R.L.  
SunPower Corporation Australia PTY Limited  
SunPower Corporation Limited  
Hong Kong  
Mexico  
Hong Kong  
Mexico  
SunPower Corporation Mexico, S. de R.L. de C.V.  
SunPower Corporation Southern Africa (PTY) Limited  
SunPower Corporation SPA  
South Africa  
Chile  
South Africa  
Chile  
SunPower Corporation UK Limited  
SunPower Corporation, Systems  
United Kingdom  
United States  
United States  
United States  
Chile  
United Kingdom  
United States  
United States  
United States  
Chile  
SunPower DevCo, LLC  
SunPower Development Company  
SunPower El Pelicano Holding Company SPA  
SunPower Energía SPA  
Chile  
Chile  
SunPower Energy Corporation Limited  
SunPower Energy Solutions France S.A.S.  
SunPower Energy Systems Canada Corporation  
SunPower Energy Systems Korea  
SunPower Energy Systems Singapore PTE Limited  
SunPower Energy Systems Southern Africa (PTY) Limited  
SunPower Energy Systems Spain, SL  
Hong Kong  
France  
United States  
France  
Canada  
Canada  
South Korea  
Singapore  
South Korea  
Singapore  
South Africa  
Spain  
South Africa  
Spain  
SunPower Engineering and Construction of Energy Production  
and Trade (Turkey)  
Turkey  
Turkey  
SunPower Foundation  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
United States  
France  
United States  
France  
SunPower France S.A.S.  
SunPower GmbH  
Germany  
United States  
United States  
Italy  
Germany  
United States  
United States  
Italy  
SunPower Helix I, LLC  
SunPower HoldCo, LLC  
SunPower Italia S.R.L.  
SunPower Japan KK  
Japan  
Japan  
SunPower Malaysia Manufacturing Sdn. Bhd.  
SunPower Malta Limited  
SunPower Manufacturing (PTY) Limited  
Malaysia  
Malta  
Malaysia  
Malta  
South Africa  
South Africa  
3
32  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 18 – Notes to the Consolidated Financial Statements  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Gas, Renewables & Power (contd)  
SunPower Manufacturing Corporation Limited  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
20.54%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
31.80%  
56.26%  
56.26%  
50.00%  
50.00%  
50.00%  
50.00%  
50.00%  
50.00%  
50.00%  
50.00%  
50.00%  
56.26%  
100.00%  
100.00%  
Hong Kong  
France  
United States  
France  
SunPower Manufacturing de Vernejoul  
SunPower Miyako Parent, LLC  
SunPower Muhendislik Insaat Enerji Üretim ve Ticaret A. S  
SunPower Nanao Parent, LLC  
SunPower Netherlands B.V.  
United States  
Turkey  
United States  
Turkey  
United States  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
United States  
United States  
Cayman Islands  
Cayman Islands  
United States  
United States  
United States  
United States  
United States  
China  
United States  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
Netherlands  
United States  
United States  
Philippines  
Philippines  
United States  
United States  
United States  
United States  
United States  
China  
SunPower Netherlands Hold Company 1 B.V.  
SunPower Netherlands Hold Company 2 B.V.  
SunPower Netherlands Hold Company 3 B.V.  
SunPower Netherlands Hold Company 4 B.V.  
SunPower Netherlands Hold Company 5 B.V.  
SunPower Netherlands Hold Company 6 B.V.  
SunPower Netherlands Hold Company 7 B.V.  
SunPower Netherlands Holdings B.V.  
SunPower North America, LLC  
SunPower NY CDG 1,LLC  
SunPower Philippines Limited – Regional Operating Headquarters  
SunPower Philippines Manufacturing Limited  
SunPower Residential I, LLC  
E
SunPower Residential II, LLC  
SunPower Revolver HoldCo I Parent, LLC  
SunPower Revolver HoldCo I, LLC  
SunPower Software I Inc.  
SunPower Solar Energy Technology (Tianjin) Corporation, Limited  
SunPower Solar India Private Limited  
SunPower Solar Malaysia Sdn. Bhd.  
SunPower SolarProgram III, LLC  
SunPower SolarProgram IV, LLC  
SunPower SolarProgram IX, LLC  
SunPower Solarprogram V, LLC  
SunPower Solarprogram VI, LLC  
SunPower SolarProgram VII, LLC  
SunPower SolarProgram VIII, LLC  
SunPower Systems (Middle East Branch)  
SunPower Systems Belgium SPRL  
SunPower Systems International Limited  
SunPower Systems Mexico S. de R.L. de C.V.  
SunPower Systems S.A.R.L.  
India  
India  
Malaysia  
Malaysia  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United Arab Emirates  
Belgium  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United Arab Emirates  
Belgium  
8
Hong Kong  
Mexico  
United States  
Mexico  
Switzerland  
United States  
France  
Switzerland  
United States  
France  
SunPower Systems S.A.R.L. (Dubai Branch)  
SunPower Technologies France S.A.S.  
SunPower Technology Limited  
SunPower YC Holdings LLC  
Cayman Islands  
United States  
United States  
United States  
United States  
France  
Cayman Islands  
United States  
United States  
United States  
United States  
France  
SunRise 1, LLC  
Sunrise 2, LLC  
Sunrise 3, LLC  
Sunzil  
E
E
E
E
E
E
E
E
E
Sunzil Caraibes  
France  
France  
Sunzil Mayotte S.A.S.  
France  
France  
Sunzil Ocean Indien  
France  
France  
Sunzil Pacific  
France  
France  
Sunzil Polynésie  
France  
France  
Sunzil Polynésie Services  
France  
France  
Sunzil Services Caraibes  
France  
France  
Sunzil Services Ocean Indien  
France  
France  
Swingletree Operations, LLC  
United States  
Germany  
United States  
Germany  
Tadiran Batteries GmbH  
Tadiran Batteries Limited  
Israel  
Israel  
REGISTRATION DOCUMENT 2017  
333  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Gas, Renewables & Power (contd)  
TEMASOL  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
50.00%  
56.26%  
100.00%  
100.00%  
100,00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
56.26%  
56.26%  
50.00%  
50.00%  
32.68%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
56.26%  
Morocco  
France  
Morocco  
France  
Tenesol SPV1  
Tenesol Venezuela  
Venezuela  
United States  
South Africa  
South Africa  
South Africa  
South Africa  
Netherlands  
Brazil  
Venezuela  
Texas Solar Nova 1, LLC  
Tita Energy (PTY) Limited  
Torimode (PTY) Limited  
Toriprox (PTY) Limited  
Torisol (PTY) Limited  
United States  
United States  
South Africa  
South Africa  
South Africa  
United Arab Emirates  
Brazil  
Total Abengoa Solar Emirates Investment Company B.V.  
E
Total Energie Do Brasil  
Total Energie Gas GmbH  
Germany  
France  
Germany  
Total Énergie Gaz  
France  
TOTAL ENERGY SERVICES  
Total Energy Ventures Europe  
Total Energy Ventures International  
Total Gas & Power Actifs Industriels  
Total Gas & Power Asia Private Limited  
Total Gas & Power Brazil  
France  
France  
France  
France  
France  
France  
France  
France  
Singapore  
France  
Singapore  
France  
Total Gas & Power Chartering Limited  
Total Gas & Power Limited  
Total Gas & Power North America Inc.  
Total Gas & Power Services Limited  
Total Gas & Power Thailand  
Total Gas Pipeline USA Inc.  
Total Gas Y Electricidad Argentina S.A.  
Total Gasandes  
United Kingdom  
United Kingdom  
United States  
United Kingdom  
France  
United Kingdom  
United Kingdom  
United States  
United Kingdom  
France  
United States  
Argentina  
France  
United States  
Argentina  
France  
Total Gaz Electricité Holdings France  
Total Midstream Holdings UK Limited  
Total New Energies Limited  
Total New Energies Ventures USA, Inc.  
Total Solar  
France  
France  
United Kingdom  
United Kingdom  
United States  
France  
United Kingdom  
United Kingdom  
United States  
France  
Total Solar International  
France  
France  
Total Solar Latin America SPA  
TOTAL SPRING FRANCE  
Chile  
Chile  
France  
France  
Total SunPower El Pelicano S.A.  
Total SunPower Energia S.A.  
Total Tractebel Emirates O & M Company  
Total Tractebel Emirates Power Company  
Transportadora de Gas del Mercosur S.A.  
TSGF SpA  
Chile  
Chile  
Chile  
Chile  
E
E
E
E
France  
United Arab Emirates  
United Arab Emirates  
Argentina  
France  
Argentina  
Chile  
Chile  
Vandenberg Solar I, LLC  
United States  
Mexico  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
United States  
Vega Solar 1 S.A.P.I. de C.V.  
Vega Solar 2 S.A.P.I. de C.V.  
Vega Solar 3 S.A.P.I. de C.V.  
Vega Solar 4 S.A.P.I. de C.V.  
Vega Solar 5 S.A.P.I. de C.V.  
Victory Pass I, LLC  
Mexico  
Mexico  
Mexico  
Mexico  
United States  
United States  
United States  
United States  
Whippletree Solar, LLC  
White Wolf Solar, LLC  
Wood Draw Solar LLC  
Refining & Chemicals  
Appryl S.N.C  
50.00%  
100.00%  
100.00%  
100.00%  
100.00%  
40.00%  
France  
United States  
United States  
France  
France  
United States  
United States  
France  
Atlantic Trading and Marketing Financial Inc.  
Atlantic Trading and Marketing Inc.  
Balzatex S.A.S.  
Barry Controls Aerospace S.N.C.  
BASF Total Petrochemicals LLC  
Bay Junction Inc.  
France  
France  
United States  
United States  
United States  
United States  
100.00%  
3
34  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 18
 –
 Notes to the Consolidated Financial Statements  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Refining & Chemicals (contd)  
Borrachas Portalegre Ltda  
BOU Verwaltungs GmbH  
100.00%  
100.00%  
14.66%  
Portugal  
Germany  
United States  
France  
Portugal  
Germany  
United States  
France  
Buckeye Products Pileline LP  
Caoutchoucs Modernes S.A.S.  
Catelsa-Caceres S.A.U.  
E
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
50.00%  
Spain  
Spain  
Cie Tunisienne du Caoutchouc S.A.R.L.  
Composite Industrie Maroc S.A.R.L.  
Composite Industrie S.A.  
Tunisia  
Tunisia  
Morocco  
France  
Morocco  
France  
Cosden, LLC  
United States  
United States  
China  
United States  
United States  
China  
COS-MAR Company  
Cray Valley (Guangzhou) Chemical Company, Limited  
Cray Valley Czech  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
99.98%  
Czech Republic  
China  
Czech Republic  
China  
Cray Valley HSC Asia Limited  
Cray Valley Italia S.R.L.  
Italy  
Italy  
Cray Valley S.A.  
France  
France  
CSSA – Chartering and Shipping Services S.A.  
Espa S.A.R.L.  
Switzerland  
France  
Switzerland  
France  
Ethylène Est  
France  
France  
Feluy Immobati  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
14.66%  
Belgium  
Belgium  
FINA Technology, Inc.  
United States  
United States  
China  
United States  
United States  
China  
FPL Enterprises, Inc.  
Gasket (Suzhou) Valve Components Company, Limited  
Gasket International SPA  
Italy  
Italy  
Grande Paroisse S.A.  
France  
France  
Gulf Coast Pipeline LP  
E
E
United States  
South Korea  
Brazil  
United States  
South Korea  
Brazil  
Hanwha Total Petrochemical Co. Limited  
HBA Hutchinson Brasil Automotive Ltda  
Hutchinson (UK) Limited  
50.00%  
100.00%  
100.00%  
United Kingdom  
United Kingdom  
Hutchinson (Wuhan) Automotive Rubber Products Company  
Limited  
100.00%  
China  
China  
Hutchinson Aéronautique & Industrie Limited  
Hutchinson Aeroservices S.A.S.  
Hutchinson Aerospace & Industry Inc.  
Hutchinson Aerospace GmbH  
Hutchinson Aftermarket USA Inc.  
Hutchinson Antivibration Systems Inc.  
Hutchinson Argentina S.A.  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
30.00%  
Canada  
France  
Canada  
France  
United States  
Germany  
United States  
United States  
Argentina  
Mexico  
United States  
Germany  
United States  
United States  
Argentina  
Mexico  
8
Hutchinson Autopartes Mexico S.A. de C.V.  
Hutchinson Borrachas de Portugal Ltda  
Hutchinson Corporation  
Portugal  
Portugal  
United States  
Serbia  
United States  
Serbia  
Hutchinson d.o.o Ruma  
Hutchinson Do Brasil S.A.  
Brazil  
Brazil  
Hutchinson Fluid Management Systems Inc.  
Hutchinson GmbH  
United States  
Germany  
Germany  
United Kingdom  
Spain  
United States  
Germany  
Germany  
United Kingdom  
Spain  
Hutchinson Holding GmbH  
Hutchinson Holdings UK Limited  
Hutchinson Iberia S.A.  
Hutchinson Industrial Rubber Products (Suzhou) Company, Limited  
Hutchinson Industrias Del Caucho SAU  
Hutchinson Industries Inc.  
China  
China  
Spain  
Spain  
United States  
Japan  
United States  
Japan  
Hutchinson Japan Company Limited  
Hutchinson Korea Limited  
South Korea  
Morocco  
Spain  
South Korea  
Morocco  
Spain  
Hutchinson Maroc S.A.R.L. AU  
Hutchinson Nichirin Brake Hoses SL  
Hutchinson Palamos  
E
100.00%  
100.00%  
100.00%  
100.00%  
Spain  
Spain  
Hutchinson Poland SP ZO.O.  
Poland  
Poland  
Hutchinson Polymers S.N.C.  
France  
France  
Hutchinson Porto Tubos Flexiveis Ltda  
Portugal  
Portugal  
REGISTRATION DOCUMENT 2017  
335  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Refining & Chemicals (contd)  
Hutchinson Precision Sealing Systems Inc.  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
99.89%  
United States  
France  
United States  
India  
Hutchinson Rubber Products Private Limited Inde  
Hutchinson S.A.  
France  
France  
Hutchinson S.N.C.  
France  
France  
Hutchinson S.R.L. (Italie)  
Hutchinson S.R.L. (Roumanie)  
Hutchinson Sales Corporation  
Hutchinson Seal De Mexico S.A. de CV.  
Hutchinson Sealing Systems Inc.  
Hutchinson SRO  
Italy  
Italy  
Romania  
Romania  
United States  
Mexico  
United States  
Mexico  
United States  
Czech Republic  
Germany  
Switzerland  
Mexico  
United States  
Czech Republic  
Germany  
Switzerland  
Mexico  
Hutchinson Stop – Choc GmbH & CO. KG  
Hutchinson Suisse S.A.  
Hutchinson Transferencia de Fluidos S.A. de C.V.  
Hutchinson Tunisie S.A.R.L.  
Hutchinson Vietnam Company Limited  
Industrias Tecnicas De La Espuma SL  
Industrielle Desmarquoy S.N.C.  
Jéhier S.A.S.  
Tunisia  
Tunisia  
Vietnam  
Vietnam  
Spain  
Spain  
France  
France  
France  
France  
JPR S.A.S.  
100.00%  
100.00%  
10.00%  
France  
France  
KTN Kunststofftechnik Nobitz GmbH  
Laffan Refinery Company Limited  
Laffan Refinery Company Limited 2  
LaPorte Pipeline Company LP  
LaPorte Pipeline GP LLC  
Le Joint Francais S.N.C.  
Legacy Site Services LLC  
Les Stratifiés S.A.S.  
Germany  
Qatar  
Germany  
Qatar  
E
E
E
E
10.00%  
Qatar  
Qatar  
50.00%  
United States  
United States  
France  
United States  
United States  
France  
50.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
50.00%  
United States  
France  
United States  
France  
Lone Wolf Land Company  
LSS Funding Inc.  
United States  
United States  
United Kingdom  
United States  
France  
United States  
United States  
United Kingdom  
United States  
France  
Machen Land Limited  
Mapa – Spontex Inc.  
Naphtachimie  
Olutex Oberlausitzer Luftfahrttextilien GmbH  
Pamargan (Malta) Products Limited  
Pamargan Products Limited  
Paulstra S.N.C.  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
68.00%  
Germany  
Malta  
Germany  
Malta  
United Kingdom  
France  
United Kingdom  
France  
Paulstra Silentbloc S.A.  
Belgium  
Belgium  
Polyblend GmbH  
Germany  
Qatar  
Germany  
Qatar  
Qatar Petrochemical Company Q.S.C. (QAPCO)  
Qatofin Company Limited  
Résilium  
20.00%  
E
E
49.09%  
Qatar  
Qatar  
100.00%  
100.00%  
100.00%  
33.33%  
Belgium  
Belgium  
Retia  
France  
France  
Retia USA LLC  
United States  
United Arab Emirates  
United States  
Saoudia Arabia  
France  
United States  
United Arab Emirates  
United States  
Saoudia Arabia  
France  
Ruwais Fertilizer Industries Limited  
San Jacinto Rail Limited  
E
E
E
17.00%  
Saudi Aramco Total Refining & Petrochemical Company  
SCI Cibat  
37.50%  
100.00%  
34.00%  
Sealants Europe  
E
E
France  
France  
SigmaKalon Group B.V.  
100.00%  
100.00%  
35.14%  
Netherlands  
France  
Netherlands  
France  
Société Béarnaise De Gestion Industrielle  
Société du Pipeline Sud-Européen  
Stillman Seal Corporation  
Stop-Choc (UK) Limited  
France  
France  
100.00%  
100.00%  
100.00%  
49.00%  
United States  
United Kingdom  
France  
United States  
United Kingdom  
France  
Techlam S.A.S.  
Toseanergy  
E
E
Belgium  
Belgium  
Total Activités Maritimes  
Total Corbion PLA B.V.  
100.00%  
50.00%  
France  
France  
Netherlands  
Germany  
Netherlands  
Germany  
(c)  
Total Deutschland GmbH  
100.00%  
3
36  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 18 – Notes to the Consolidated Financial Statements  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Refining & Chemicals (contd)  
Total Downstream UK PLC  
Total European Trading  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
55.00%  
United Kingdom  
France  
United Kingdom  
France  
Total Laffan Refinery  
France  
France  
Total Laffan Refinery II B.V.  
Total Lindsey Oil Refinery Limited  
Total New Energies USA, Inc.  
Total Oil Trading S.A.  
Netherlands  
United Kingdom  
United States  
Switzerland  
Belgium  
Netherlands  
United Kingdom  
United States  
Switzerland  
Belgium  
Total Olefins Antwerp  
Total Opslag En Pijpleiding Nederland NV  
Netherlands  
United States  
Belgium  
Netherlands  
United States  
Belgium  
Total PAR LLC  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
67.00%  
(
c)  
Total Petrochemicals & Refining S.A./NV  
(c)  
Total Petrochemicals & Refining USA Inc.  
United States  
China  
United States  
China  
Total Petrochemicals (China) Trading Company, Limited  
Total Petrochemicals (Foshan) Limited  
Total Petrochemicals (Hong Kong) Limited  
Total Petrochemicals (Ningbo) Limited  
Total Petrochemicals Development Feluy  
Total Petrochemicals Ecaussinnes  
Total Petrochemicals Feluy  
China  
China  
Hong Kong  
China  
Hong Kong  
China  
Belgium  
Belgium  
Belgium  
Belgium  
Belgium  
Belgium  
Total Petrochemicals France  
France  
France  
Total Petrochemicals Iberica  
Spain  
Spain  
Total Petrochemicals Pipeline USA Inc.  
Total Petrochemicals UK Limited  
Total Polymers Antwerp  
United States  
United Kingdom  
Belgium  
United States  
United Kingdom  
Belgium  
Total Raffinaderij Antwerpen N.V.  
Total Raffinage France  
Belgium  
Belgium  
France  
France  
Total Raffinerie Mitteldeutschland GmbH  
Total Refining & Chemicals  
Germany  
France  
Germany  
France  
Total Refining & Chemicals Saudi Arabia S.A.S.  
Total Research & Technology Feluy  
Total Splitter USA Inc  
France  
France  
Belgium  
Belgium  
United States  
Canada  
United States  
Canada  
Total Trading and Marketing Canada LP  
Total Trading Asia Pte Limited  
Total Trading Canada Limited  
Total Trading Products S.A.  
Singapore  
Canada  
Singapore  
Canada  
8
Switzerland  
France  
Switzerland  
France  
Transalpes S.N.C.  
Trans-Ethylène  
99.98%  
France  
France  
Vibrachoc SAU  
100.00%  
55.00%  
Spain  
Spain  
Zeeland Refinery NV  
Netherlands  
Netherlands  
Marketing & Services  
Air Total (Suisse) S.A.  
Air Total International S.A.  
Alvea  
100.00%  
100.00%  
100.00%  
100.00%  
51.00%  
Switzerland  
Switzerland  
France  
Switzerland  
Switzerland  
France  
Antilles Gaz  
France  
France  
Aristea  
E
E
Belgium  
Belgium  
France  
Belgium  
Belgium  
France  
Arteco  
49.99%  
AS 24  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
80.78%  
AS 24 Tankservice GmbH  
AS24 Belgie N.V.  
AS24 Espanola S.A.  
AS24 Fuel Cards Limited  
AS24 Polska SP ZO.O.  
Caldeo  
Germany  
Belgium  
Spain  
Germany  
Belgium  
Spain  
United Kingdom  
Poland  
United Kingdom  
Poland  
France  
France  
Charvet La Mure Bianco  
Compagnie Pétrolière de l’Ouest – CPO  
CPE Énergies  
France  
France  
France  
France  
France  
France  
Cristal Marketing Egypt  
Egypt  
Egypt  
REGISTRATION DOCUMENT 2017  
337  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Marketing & Services (contd)  
DCA-MORY-SHIPP  
Egedis  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
77.00%  
France  
France  
France  
France  
Elf Oil UK Aviation Limited  
Elf Oil UK Properties Limited  
Fioulmarket.fr  
United Kingdom  
United Kingdom  
France  
United Kingdom  
United Kingdom  
France  
Gapco Kenya Limited  
Gapco Tanzania Limited  
Gapco Uganda Limited  
Kenya  
Kenya  
Tanzania  
Uganda  
Tanzania  
Uganda  
Guangzhou Elf Lubricants Company Limited  
China  
China  
Gulf Africa Petroleum Corporation  
Lubricants Vietnam Holding Limited  
Michel Mineralölhandel GmbH  
National Petroleum Refiners Of South Africa (PTY) Limited  
Produits Pétroliers Stela  
100.00%  
100.00%  
100.00%  
18.22%  
Mauritius  
Hong Kong  
Germany  
South Africa  
France  
Mauritius  
Hong Kong  
Germany  
South Africa  
France  
E
99.99%  
Quimica Vasca S.A. Unipersonal  
Saudi Total Petroleum Products  
Servauto Nederland B.V.  
100.00%  
51.00%  
Spain  
Spain  
E
E
Saoudia Arabia  
Netherlands  
France  
Saoudia Arabia  
Netherlands  
France  
100.00%  
35.50%  
Société des transports pétroliers par pipeline  
Société d’exploitation de l’usine de Rouen  
Société mahoraise de stockage de produits pétroliers  
Société Urbaine des Pétroles  
S-Oil Total Lubricants Company Limited  
South Asia LPG Private Limited  
Total (Africa) Limited  
98.98%  
France  
France  
100.00%  
100.00%  
50.00%  
France  
France  
France  
France  
E
E
South Korea  
India  
South Korea  
India  
50.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
50.10%  
United Kingdom  
Fiji Islands  
France  
United Kingdom  
Fiji Islands  
France  
Total (Fiji) Limited  
Total Additifs et Carburants Spéciaux  
Total Africa S.A.  
France  
France  
Total Aviation & Export Limited  
Total Belgium  
Zambia  
Zambia  
Belgium  
Belgium  
Total Bitumen Deutschland GmbH  
Total Bitumen UK Limited  
Total Botswana (PTY) Limited  
Total Burkina  
Germany  
United Kingdom  
Botswana  
Burkina Faso  
Cambodia  
Cameroon  
France  
Germany  
United Kingdom  
Botswana  
Burkina Faso  
Cambodia  
Cameroon  
France  
100.00%  
100.00%  
67.01%  
Total Cambodge  
Total Cameroun  
Total Caraïbes  
100.00%  
100.00%  
100.00%  
99.70%  
Total Ceska Republika S.R.O.  
Total China Investment Company Limited  
Total Congo  
Czech Republic  
China  
Czech Republic  
China  
Republic of the Congo  
France  
Republic of the Congo  
France  
Total Corse  
100.00%  
72.99%  
Total Côte D’Ivoire  
Côte d’Ivoire  
Denmark  
Germany  
Egypt  
Côte d’Ivoire  
Denmark  
Germany  
Egypt  
Total Denmark A/S  
100.00%  
100.00%  
80.78%  
(c)  
Total Deutschland GmbH  
Total Egypt  
Total Erg SPA  
49.00%  
E
E
Italy  
Italy  
Total España S.A.  
100.00%  
100.00%  
100.00%  
100.00%  
51.00%  
Spain  
Spain  
Total Especialidades Argentina  
Total Ethiopia  
Argentina  
Ethiopia  
Argentina  
Ethiopia  
Total Fluides  
France  
France  
Total Freeport Corporation  
Total Fuels Wuhan Company Limited  
Total Glass Lubricants Europe GmbH  
Total Guadeloupe  
Philippines  
China  
Philippines  
China  
100.00%  
100.00%  
100.00%  
70.00%  
Germany  
France  
Germany  
France  
Total Guinea Ecuatorial  
Total Guinée  
Equatorial Guinea  
Guinea  
Equatorial Guinea  
Guinea  
100.00%  
100.00%  
100.00%  
100.00%  
Total Holding Asie  
France  
France  
Total Holding India  
France  
France  
Total Jamaica Limited  
Jamaica  
Jamaica  
3
38  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 18
 –
 Notes to the Consolidated Financial Statements  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Marketing & Services (contd)  
Total Jordan PSC  
Total Kenya  
100.00%  
93.96%  
50.10%  
100.00%  
100.00%  
77.00%  
63.00%  
99.98%  
78.90%  
99.98%  
100.00%  
79.44%  
100.00%  
100.00%  
80.78%  
100.00%  
90.00%  
100.00%  
100.00%  
100.00%  
100.00%  
55.00%  
55.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
50.10%  
100.00%  
100.00%  
61.72%  
100.00%  
100.00%  
100.00%  
100.00%  
50.00%  
50.00%  
100.00%  
76.74%  
100.00%  
51.00%  
100.00%  
99.54%  
60.00%  
Jordan  
Kenya  
Jordan  
Kenya  
Total Lesotho (PTY) Limited  
Total Liban  
Lesotho  
Lebanon  
Liberia  
Lesotho  
Lebanon  
Liberia  
Total Liberia Inc.  
Total Lubricants (China) Company Limited  
China  
China  
Total Lubricants Taiwan Limited  
Total Lubrifiants  
Taiwan  
Taiwan  
France  
France  
Total Lubrifiants Algérie  
Total Lubrifiants Service Automobile  
Total Luxembourg S.A.  
Total Madagasikara S.A.  
Total Mali  
Algeria  
Algeria  
France  
France  
Luxembourg  
Madagascar  
Mali  
Luxembourg  
Madagascar  
Mali  
Total Marine Fuels  
Singapore  
Egypt  
Singapore  
Egypt  
Total Marketing Egypt  
Total Marketing France  
Total Marketing Gabon  
Total Marketing Middle East Free Zone  
Total Marketing Services  
Total Marketing Tchad  
Total Marketing Uganda  
Total Maroc  
France  
France  
Gabon  
Gabon  
United Arab Emirates  
France  
United Arab Emirates  
France  
Chad  
Chad  
Uganda  
Morocco  
Mauritius  
France  
Uganda  
Morocco  
Mauritius  
France  
Total Mauritius  
Total Mayotte  
Total Mexico S.A. de C.V.  
Total Mineraloel und Chemie GmbH  
Total Mineralol GmbH  
Total Mozambique  
Mexico  
Mexico  
Germany  
Germany  
Mozambique  
Namibia  
Netherlands  
Niger  
Germany  
Germany  
Mozambique  
Namibia  
Netherlands  
Niger  
Total Namibia (PTY) Limited  
Total Nederland NV  
Total Niger S.A.  
Total Nigeria PLC  
Nigeria  
Nigeria  
Total Oil Asia-Pacific Pte Limited  
Total Oil India PVT Limited  
Total Outre-Mer  
Singapore  
India  
Singapore  
India  
8
France  
France  
Total Pacifique  
France  
France  
Total Parco Pakistan Limited  
Total Parko Marketing Limited  
Total Petroleum (Shanghai) Company Limited  
Total Petroleum Ghana Limited  
Total Petroleum Puerto Rico Corp.  
Total Philippines Corporation  
Total Polska  
E
E
Pakistan  
Bahamas  
China  
Pakistan  
Pakistan  
China  
Ghana  
Ghana  
Puerto Rico  
Philippines  
Poland  
Puerto Rico  
Philippines  
Poland  
E
Total Polynésie  
France  
France  
Total RDC  
Democratic Republic  
of Congo  
Democratic Republic  
of Congo  
Total Réunion  
100.00%  
100.00%  
69.14%  
49.00%  
49.00%  
50.10%  
100.00%  
100.00%  
50.10%  
100.00%  
77.00%  
76.72%  
France  
Romania  
Senegal  
France  
Romania  
Senegal  
Total Romania S.A.  
Total Sénégal  
Total Sinochem Fuels Company Limited  
Total Sinochem Oil Company Limited  
Total South Africa (PTY) Limited  
Total Specialties USA Inc.  
Total Supply MS S.A.  
E
E
China  
China  
China  
China  
South Africa  
United States  
Switzerland  
Swaziland  
Tanzania  
China  
South Africa  
United States  
Switzerland  
Swaziland  
Tanzania  
China  
Total Swaziland (PTY) Limited  
Total Tanzania Limited  
Total Tianjin Manufacturing Company Limited  
Total Togo  
Togo  
Togo  
REGISTRATION DOCUMENT 2017  
339  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Marketing & Services (contd)  
Total Tunisie  
100.00%  
100.00%  
49.00%  
Tunisia  
Turkey  
Tunisia  
Turkey  
Total Turkey Pazarlama  
Total UAE LLC  
United Arab Emirates  
Uganda  
United Arab Emirates  
Uganda  
Total Uganda Limited  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
80.00%  
Total UK Limited  
United Kingdom  
Ukraine  
United Kingdom  
Ukraine  
Total Ukraine LLC  
Total Union Océane  
France  
France  
Total Vietnam Limited  
Vietnam  
Vietnam  
Total Vostok  
Russia  
Russia  
Total Zambia  
Zambia  
Zambia  
Total Zimbabwe Limited  
Totalgaz Vietnam LLC  
Zimbabwe  
Vietnam  
Zimbabwe  
Vietnam  
100.00%  
50.10%  
Upbeatprops 100 PTY Limited  
V Energy S.A.  
South Africa  
Dominican Republic  
South Africa  
Dominican Republic  
70.00%  
Corporate  
Albatros  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
99.98%  
France  
France  
France  
France  
Elf Aquitaine  
Elf Aquitaine Fertilisants  
Elf Aquitaine Inc.  
France  
France  
United States  
United States  
Belgium  
United States  
United States  
Belgium  
Elf Forest Products LLC  
Etmofina  
Omnium Reinsurance Company S.A.  
Pan Insurance Limited  
Switzerland  
Ireland  
Switzerland  
Ireland  
Septentrion Participations  
Socap S.A.S.  
France  
France  
France  
France  
Société Civile Immobilière CB2  
Sofax Banque  
France  
France  
France  
France  
Total American Services Inc.  
Total Capital  
United States  
France  
United States  
France  
Total Capital Canada Limited  
Total Capital International  
Total Consulting  
Canada  
Canada  
France  
France  
France  
France  
Total Corporate Management (Beijing) Company Limited  
Total Delaware Inc.  
China  
China  
United States  
France  
United States  
France  
Total Développement Régional S.A.S.  
Total Facilities Management Services (TFMS)  
Total Finance  
France  
France  
France  
France  
Total Finance Corporate Services Limited  
Total Finance Global Services (TOFIG)  
Total Finance international B.V.  
Total Finance Nederland B.V.  
Total Finance USA Inc.  
United Kingdom  
Belgium  
United Kingdom  
Belgium  
Netherlands  
Netherlands  
United States  
Netherlands  
Netherlands  
France  
Netherlands  
Netherlands  
United States  
Netherlands  
Netherlands  
France  
Total Funding Nederland B.V.  
Total Funding Nederland International B.V.  
Total Gestion Filiales  
Total Gestion USA  
France  
France  
Total Global Financial Services  
Total Global Human Ressources Services  
Total Global Information Technology Services Belgium  
Total Global IT Services (TGITS)  
Total Global Procurement (TGP)  
Total Global Procurement Belgium S.A. (TGPB)  
Total Holding Allemagne  
Total Holdings Europe  
France  
France  
France  
France  
Belgium  
Belgium  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
France  
France  
France  
France  
Belgium  
Belgium  
France  
France  
France  
France  
Total Holdings International B.V.  
Total Holdings UK Limited  
Total Holdings USA Inc.  
Total International NV  
Netherlands  
United Kingdom  
United States  
Netherlands  
Netherlands  
United Kingdom  
United States  
Netherlands  
3
40  
REGISTRATION DOCUMENT 2017  
CONSOLIDATED FINANCIAL STATEMENTS  
Note 18 – Notes to the Consolidated Financial Statements  
Business  
% Group  
interest  
Country of  
incorporation Country of operations  
segment Statutory corporate name  
Method  
Corporate (contd)  
Total Learning Solutions (TLS)  
Total Operations Canada Limited  
Total Overseas Holding (PTY) Limited  
Total Participations  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
100.00%  
-
France  
Canada  
France  
Canada  
South Africa  
France  
Netherlands  
France  
(
c)  
Total Petrochemicals & Refining S.A./NV  
Belgium  
Belgium  
(c)  
Total Petrochemicals & Refining USA Inc.  
Total Petrochemicals Security USA Inc.  
Total Resources (Canada) Limited  
TOTAL S.A.  
United States  
United States  
Canada  
United States  
United States  
Canada  
France  
France  
Total Treasury  
100.00%  
100.00%  
France  
France  
Total UK Finance Limited  
United Kingdom  
United Kingdom  
(
(
(
a) % of control different from % of interest: 49%.  
b) % of control different from % of interest: 20.02%.  
c) Multi-segment entities.  
8
REGISTRATION DOCUMENT 2017  
341  
CONSOLIDATED FINANCIAL STATEMENTS  
8
Notes to the Consolidated Financial Statements
 –
 Note 18  
3
42  
REGISTRATION DOCUMENT 2017  
9
SUPPLEMENTAL OIL AND GAS  
INFORMATION (UNAUDITED)  
9
.1 Oil and gas information pursuant  
9.2 Other information  
.2.1 Net gas production, production prices  
and production costs  
361  
to FASB Accounting Standards  
Codification 932  
9
344  
361  
9
9
9
9
.1.1 Assessment process for reserves  
.1.2 Proved developed reserves  
.1.3 Proved undeveloped reserves  
344  
344  
345  
9
.3 Report on the payments made to  
governments (Article L. 225-102-3 of the  
French Commercial Code)  
363  
.1.4 Estimated proved reserves of oil,  
bitumen and gas  
9
.3.1 Reporting by country and type  
of Payment  
345  
364  
9
.1.5 Results of operations for oil  
9
.3.2 Reporting of Payments by Project  
and by type of Payment,  
and gas producing activities  
354  
356  
9
9
.1.6 Cost incurred  
and by Government  
and by type of Payment  
.1.7 Capitalized costs related to oil  
and gas producing activities  
365  
357  
9
9
.1.8 Standardized measure of discounted  
future net cash flows  
(excluding transportation)  
358  
360  
.1.9 Changes in the standardized measure  
of discounted future net cash flows  
REGISTRATION DOCUMENT 2017  
343  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9
.1 Oil and gas information pursuant to FASB Accounting  
Standards Codification 932  
Proved reserves estimates are calculated according to the Securities  
(FASB) Accounting Standards Update regarding Extractive Activities –  
Oil and Gas (ASC 932), which provide definitions and disclosure  
requirements.  
and Exchange Commission (SEC) Rule 4-10 of Regulation S-X set  
forth in the “Modernization of Oil and Gas Reporting” release (SEC  
Release n° 33-8995) and the Financial Accounting Standard Board  
9
.1.1 Assessment process for reserves  
Reserves estimations are performed by experienced geoscientists,  
engineers and economists under the supervision of each affiliate’s  
General Management. Staff 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. All of the Group’s proved reserves held in subsidiaries and  
equity affiliates are estimated within the affiliates of the Group with the  
exception of the proved reserves held by the equity affiliate PAO  
Novatek. The assessment of the net proved liquids and natural gas  
reserves of certain properties owned by PAO Novatek was  
completed as of December 31, 2017, in accordance with the  
standards applied by the Group, based on an independent third-party  
Development and Support to Operations division 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.  
▪
At the end of the annual review carried out by the Development  
and Support to Operations division, an SEC Reserves Committee  
chaired by the Exploration & Production Senior Vice President  
Corporate Affairs and comprised of the Development and Support  
to Operations, Strategy-Business Development-R&D, Finance and  
Legal Senior Vice Presidents, or their representatives, as well as  
the Chairman of the Technical Reserves Committee and the RVP,  
approves the elements of the SEC reserve booking proposals  
concerning 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’s  
General Management and Chief Financial Officer.  
report from DeGolyer  
& MacNaughton. These independently  
assessed reserves account for 50% of the total net proved reserves  
TOTAL held in Russia as of December 31, 2017.  
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 an 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, reserves methodology, drilling and development studies.  
The reserves evaluation and control process is audited periodically by  
the Group’s internal auditors.  
The RVP of the Development and Support to Operations division is  
the technical person responsible for preparing the reserves estimates  
An internal control process related to reserves estimation is  
formalized and involves the following elements:  
for the Group. Appointed by the President of Exploration  
&
▪
A
central Reserve Entity the responsibility of which is: to  
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 current RVP has  
over 20 years of experience in the oil and gas industry. He previously  
held several management positions in the Group in reservoir  
engineering and geosciences, and in the field of reserves evaluation  
and control process. He holds an engineering degree from École  
Centrale Paris, France, and a petroleum engineering degree from  
École Nationale Supérieure du Pétrole et des Moteurs (IFP School),  
France. He is a member of the UNECE (United Nations Economic  
Commission for Europe) Expert Group on Resource Classification,  
and an active member of the Society of Petroleum Engineers.  
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 and their knowledge of the affiliate. All members of this  
group, chaired by the Reserves Vice-President (“RVP”) of the  
9
.1.2 Proved developed reserves  
As of December 31, 2017, proved developed reserves of  
hydrocarbons (oil, bitumen and gas) were 7,010 Mboe and  
represented 61% of the proved reserves. As of December 31, 2016,  
proved developed reserves of hydrocarbons (oil, bitumen and gas)  
were 6,667 Mboe and represented 58% of the proved reserves. As of  
December 31, 2015, proved developed reserves of hydrocarbons (oil,  
bitumen and gas) were 6,186 Mboe and represented 53% of the  
proved reserves. Over the past three years, the average of proved  
developed reserves renewal has remained above 1,300 Mboe per  
year, illustrating TOTAL’s ability to consistently transfer proved  
undeveloped reserves into developed status.  
3
44  
REGISTRATION DOCUMENT 2017  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9
.1.3 Proved undeveloped reserves  
As of December 31, 2017, TOTAL’s combined proved undeveloped  
reserves of oil and gas were 4,465 Mboe compared to 4,852 Mboe  
at the end of 2016. The decrease of 387 Mboe of proved  
undeveloped reserves was due to the addition of +371 Mboe of  
undeveloped reserves related to extensions and discoveries, +150  
Mboe due to revisions of previous estimates, -44 Mboe related to  
acquisitions/divestitures and -864 Mboe due to the transfer of proved  
undeveloped reserves to proved developed reserves. In 2017, the  
cost incurred to develop proved undeveloped reserves (PUDs) was  
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  
levels. The remaining proved undeveloped reserves correspond to  
undeveloped fields or assets for which a development has been  
sanctioned or is in progress.  
The Group’s portfolio of projects includes a few large scale and  
complex developments for which reserves have remained proved  
undeveloped for more than five years or the Group 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 29% of the Group’s proved undeveloped reserves and  
include developments in deep offshore Nigeria, in offshore Australia  
and Norway and in oil sands in Canada.  
$
7.6 billion, which represented 76% of 2017 development costs  
incurred, and was related to projects located for the most part in  
Nigeria, Canada, Angola, Australia, Norway, the United Arab  
Emirates, the United States and Iraq.  
The revisions to previous estimates of +150 Mboe were due to:  
▪
+21 Mboe due to new information obtained from drilling and  
production history;  
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 market and operating environments,  
and the size of the projects. TOTAL has demonstrated in recent years  
the Group’s ability to develop and bring into production similar large  
scale and complex projects, including the development of  
deep-offshore fields in Angola, Nigeria, the Republic of the Congo,  
West of Shetland fields in the United Kingdom, heavy oil projects in  
Venezuela and LNG projects in Russia, Qatar, Nigeria and Indonesia.  
▪
+141 Mboe due to economic factors as a result of higher yearly  
average hydrocarbon prices, including primarily a rebooking of  
some Canadian oil sands proved undeveloped reserves, as well as  
a delayed economic limit on a number of other assets, partly  
compensated by lower entitlement share from production sharing  
and risked service contracts; and  
▪
-12 Mboe due to other revisions.  
In addition, some 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 overall decrease of -44 Mboe related to acquisitions/divestitures  
consists of the sale of 3.15% in Fort Hills (Canada), the sale of a 15%  
interest in Gina Krog (Norway), assets’ sales in Gabon, the acquisition  
by Novatek of Severneft-Urengoy and an acquisition of a 10%  
interest in Absheron (Azerbaijan).  
Approximately 63% of the Group’s proved undeveloped reserves are  
associated with producing projects and are located for the most part  
in Russia, Canada, Norway, Kazakhstan, Qatar, the United Arab  
Emirates and Nigeria. These reserves are expected to be developed  
over time as part of initial field development plans or additional  
development phases.  
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.  
9
.1.4 Estimated proved reserves of oil, bitumen and gas  
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, 2017, 2016 and 2015.  
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.  
9
Quantities shown correspond to proved developed and undeveloped  
reserves together with changes in quantities for 2017, 2016 and  
2
015.  
Significant changes in proved reserves between 2016 and 2017 are  
discussed below.  
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 2017  
345  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
For consolidated subsidiaries, the revisions of +519 Mboe for the year  
The extensions in the Americas correspond mainly to recognition of  
reserves in Brazil.  
2
017 were due to:  
▪
+299 Mboe due to new information obtained from drilling and  
production history mainly in the United Kingdom, United Arab  
Emirates, Nigeria and Norway;  
The sales of reserves in place in the Americas correspond to the  
decrease in interest in Fort Hills (Canada).  
For equity affiliates, the revisions of +56 Mboe for the year 2017 were  
due to:  
▪
+246 Mboe due to economic factors as a result of higher yearly  
average hydrocarbon prices, including primarily a rebooking of  
some Canadian oil sands proved undeveloped reserves, as well  
as a delayed economic limit on a number of other assets mainly in  
Republic of Congo, partly compensated by lower entitlement share  
from production sharing and risked service contracts, in particular  
in Iraq; and  
▪
+77 Mboe mainly due to new information obtained from drilling and  
production history mainly in Qatar and Russia; and  
▪
-21 Mboe due to economic factors related to a lower entitlement  
share as a result of higher yearly average hydrocarbon prices.  
The extensions in Russia correspond mainly to the booking of  
additional gas volumes in identified markets.  
▪
-26 Mboe due to other revisions.  
3
46  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9.1.4.1 Changes in oil, bitumen and gas reserves  
Consolidated subsidiaries  
Africa Middle East  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. Russia)  
(excl. North  
and  
Asia-  
(
in million barrels of oil equivalent)  
Russia  
Africa) North Africa Americas  
Pacific  
Total  
BALANCE AS OF DECEMBER 31, 2014 – BRENT AT 101.27 $/b  
Revisions of previous estimates  
1,965  
1
29  
-
2,324  
(4)  
557  
(7)  
1,888  
144  
6
1,050  
62  
7
7,813  
196  
Extensions, discoveries and other  
Acquisitions of reserves in place  
11  
-
9
864  
-
897  
-
-
-
-
-
0
Sales of reserves in place  
(28)  
(137)  
1,812  
49  
-
(76)  
(233)  
2,020  
1
-
(160)  
(79)  
1,799  
(234)  
33  
-
(264)  
(652)  
7,990  
88  
Production for the YEAR  
(4)  
25  
1
(105)  
1,309  
232  
5
(94)  
1,025  
39  
15  
-
BALANCE AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
47  
-
11  
111  
-
-
-
-
152  
(21)  
(90)  
1,639  
195  
149  
-
152  
Sales of reserves in place  
(27)  
(155)  
1,726  
122  
-
(13)  
(2)  
11  
2
-
-
-
(61)  
Production for the year  
(230)  
1,802  
106  
29  
(104)  
1,442  
50  
(97)  
982  
44  
6
(678)  
7,602  
519  
BALANCE AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
62  
246  
9
-
2
-
-
11  
Sales of reserves in place  
(17)  
(162)  
1,678  
-
(28)  
(232)  
1,679  
-
(52)  
(115)  
1,816  
-
(97)  
Production for the year  
(2)  
11  
(104)  
1,450  
(89)  
943  
(704)  
7,577  
BALANCE AS OF DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
Minority interest in proved developed and undeveloped reserves as of  
December 31, 2015 – Brent at 54.17 $/b  
December 31, 2016 – Brent at 42.82 $/b  
DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
-
-
-
-
128  
105  
102  
-
-
-
-
-
-
128  
105  
102  
-
-
-
-
-
Equity affiliates  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. Russia)  
Africa Middle East  
(excl. North  
and  
Asia-  
(
in million barrels of oil equivalent)  
Russia  
Africa) North Africa Americas  
Pacific  
Total  
BALANCE AS OF DECEMBER 31, 2014 – BRENT AT 101.27 $/b  
Revisions of previous estimates  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,182  
96  
73  
(2)  
-
1,219  
236  
(44)  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,710  
40  
(10)  
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
-
-
56  
-
-
-
56  
Sales of reserves in place  
(12)  
(102)  
2,220  
16  
-
-
(88)  
1,121  
68  
-
(12)  
(204)  
3,590  
83  
Production for the year  
-
(14)  
178  
(1)  
-
9
BALANCE AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
Revisions of previous estimates  
71  
-
Extensions, discoveries and other  
Acquisitions of reserves in place  
331  
-
-
-
331  
190  
(59)  
(219)  
3,916  
56  
-
190  
-
-
Sales of reserves in place  
(59)  
(119)  
2,389  
17  
-
-
Production for the year  
(1)  
70  
-
(87)  
1,292  
45  
(12)  
165  
(6)  
-
BALANCE AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
124  
35  
-
-
124  
35  
-
-
-
Sales of reserves in place  
-
-
-
-
-
Production for the year  
(114)  
2,451  
(7)  
63  
(100)  
1,237  
(12)  
147  
(233)  
3,898  
BALANCE AS OF DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
REGISTRATION DOCUMENT 2017  
347  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
Consolidated subsidiaries and equity affiliates  
Africa Middle East  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. North  
and  
Asia-  
(
in million barrels of oil equivalent)  
(excl. Russia)  
Russia  
Africa) North Africa Americas  
Pacific  
Total  
AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
Proved developed and undeveloped reserves  
Consolidated subsidiaries  
1,812  
1,812  
-
2,245  
25  
2,091  
2,020  
71  
2,430  
1,309  
1,121  
2,062  
1,070  
992  
1,977  
1,799  
178  
1,025  
1,025  
-
11,580  
7,990  
3,590  
6,186  
4,051  
2,135  
5,394  
3,939  
1,455  
Equity affiliates  
2,220  
1,070  
16  
Proved developed reserves  
Consolidated subsidiaries  
1,009  
1,009  
-
1,173  
1,161  
12  
626  
246  
246  
-
549  
Equity affiliates  
1,054  
1,175  
9
77  
Proved undeveloped reserves  
Consolidated subsidiaries  
803  
803  
-
918  
368  
1,351  
1,250  
101  
779  
779  
-
859  
239  
Equity affiliates  
1,166  
59  
129  
AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
Proved developed and undeveloped reserves  
Consolidated subsidiaries  
1,726  
1,726  
-
2,400  
11  
1,872  
1,802  
70  
2,734  
1,442  
1,292  
2,281  
1,158  
1,123  
453  
1,804  
1,639  
165  
979  
897  
82  
982  
982  
-
11,518  
7,602  
3,916  
6,667  
4,443  
2,224  
4,851  
3,159  
1,692  
Equity affiliates  
2,389  
1,017  
7
Proved developed reserves  
Consolidated subsidiaries  
1,025  
1,025  
-
1,141  
1,132  
9
224  
224  
-
Equity affiliates  
1,010  
1,383  
4
Proved undeveloped reserves  
Consolidated subsidiaries  
701  
701  
-
731  
670  
61  
825  
742  
83  
758  
758  
-
284  
Equity affiliates  
1,379  
169  
AS OF DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
Proved developed and undeveloped reserves  
Consolidated subsidiaries  
1,678  
1,678  
-
2,462  
11  
1,742  
1,679  
63  
2,687  
1,450  
1,237  
2,256  
1,177  
1,079  
431  
1,963  
1,816  
147  
907  
836  
71  
943  
943  
-
11,475  
7,577  
3,898  
7,010  
4,510  
2,500  
4,465  
3,066  
1,399  
Equity affiliates  
2,451  
1,344  
8
Proved developed reserves  
Consolidated subsidiaries  
1,100  
1,100  
-
1,206  
1,192  
14  
197  
197  
-
Equity affiliates  
1,336  
1,118  
3
Proved undeveloped reserves  
Consolidated subsidiaries  
578  
578  
-
536  
1,056  
979  
77  
746  
746  
-
487  
273  
Equity affiliates  
1,115  
49  
158  
3
48  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9.1.4.2 Changes in oil reserves  
The oil reserves include crude oil, condensates and natural gas liquids reserves.  
Consolidated subsidiaries  
Africa Middle East  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. Russia)  
(excl. North  
and  
Asia-  
(
in million barrels)  
Russia  
Africa) North Africa Americas  
Pacific  
Total  
BALANCE AS OF DECEMBER 31, 2014 – BRENT AT 101.27 $/b  
Revisions of previous estimates  
1,043  
(9)  
26  
-
1,688  
3
327  
(46)  
856  
-
88  
27  
2
207  
3,379  
(15)  
870  
-
10  
Extensions, discoveries and other  
Acquisitions of reserves in place  
4
-
8
-
-
-
-
-
-
Sales of reserves in place  
(3)  
-
(58)  
(191)  
1,450  
6
-
-
-
(12)  
205  
6
(61)  
(367)  
3,806  
265  
40  
Production for the year  
(59)  
976  
22  
14  
-
(3)  
23  
1
(86)  
1,051  
239  
4
(16)  
101  
(9)  
11  
-
BALANCE AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
11  
-
-
-
-
-
-
Sales of reserves in place  
(13)  
(63)  
936  
42  
-
(11)  
(3)  
10  
-
-
-
(2)  
(16)  
85  
7
-
(26)  
(362)  
3,723  
202  
147  
5
Production for the year  
(185)  
1,282  
94  
(84)  
1,210  
57  
(11)  
200  
2
BALANCE AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
18  
38  
91  
-
-
3
-
2
-
-
Sales of reserves in place  
(8)  
-
(26)  
(182)  
1,188  
-
-
-
(34)  
(366)  
3,677  
Production for the year  
(71)  
902  
(1)  
9
(87)  
1,218  
(15)  
168  
(10)  
192  
BALANCE AS OF DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
Minority interest in proved developed and undeveloped reserves as of  
December 31, 2015 – Brent at 54.17 $/b  
December 31, 2016 – Brent at 42.82 $/b  
DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
-
-
-
-
115  
95  
-
-
-
-
-
-
115  
95  
-
-
93  
-
-
-
93  
Equity affiliates  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. Russia)  
Africa Middle East  
(excl. North and  
Africa) North Africa Americas  
Asia-  
(
in million barrels)  
Russia  
Pacific  
Total  
BALANCE AS OF DECEMBER 31, 2014 – BRENT AT 101.27 $/b  
Revisions of previous estimates  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
225  
34  
-
7
6
-
321  
(11)  
-
226  
(42)  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
779  
(13)  
-
Extensions, discoveries and other  
Acquisitions of reserves in place  
6
-
-
-
6
9
Sales of reserves in place  
(2)  
(17)  
246  
42  
15  
-
-
-
-
(2)  
Production for the year  
-
(50)  
260  
58  
-
(14)  
170  
(1)  
-
(81)  
689  
99  
BALANCE AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
Revisions of previous estimates  
13  
-
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
15  
-
167  
-
-
167  
(2)  
Sales of reserves in place  
(2)  
(25)  
276  
16  
12  
4
-
-
Production for the year  
-
(53)  
432  
44  
-
(12)  
157  
(6)  
-
(90)  
878  
54  
BALANCE AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
Revisions of previous estimates  
13  
-
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
12  
-
-
-
4
Sales of reserves in place  
-
-
-
-
-
Production for the year  
(24)  
284  
(2)  
11  
(66)  
410  
(11)  
140  
(103)  
845  
BALANCE AS OF DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
REGISTRATION DOCUMENT 2017  
349  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
Consolidated subsidiaries and equity affiliates  
Africa Middle East  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. North  
and  
Asia-  
(
in million barrels)  
(excl. Russia)  
Russia  
Africa) North Africa Americas  
Pacific  
Total  
AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
(
a)  
Proved developed and undeveloped reserves  
Consolidated subsidiaries  
Equity affiliates  
976  
976  
-
270  
23  
1,463  
1,450  
13  
1,310  
1,051  
260  
271  
101  
170  
145  
71  
205  
205  
-
4,495  
3,806  
689  
246  
151  
15  
Proved developed reserves  
Consolidated subsidiaries  
Equity affiliates  
445  
445  
-
836  
833  
3
1,061  
846  
17  
17  
-
2,655  
2,227  
428  
136  
118  
8
215  
74  
Proved undeveloped reserves  
Consolidated subsidiaries  
Equity affiliates  
531  
531  
-
627  
617  
10  
250  
126  
30  
188  
188  
-
1,840  
1,579  
261  
205  
110  
45  
96  
AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
(
a)  
Proved developed and undeveloped reserves  
Consolidated subsidiaries  
Equity affiliates  
936  
936  
-
286  
10  
1,295  
1,282  
13  
1,642  
1,210  
432  
242  
85  
200  
200  
-
4,601  
3,723  
878  
276  
152  
7
157  
151  
73  
Proved developed reserves  
Consolidated subsidiaries  
Equity affiliates  
476  
476  
-
819  
816  
3
1,309  
955  
14  
14  
-
2,921  
2,341  
580  
145  
134  
3
354  
78  
Proved undeveloped reserves  
Consolidated subsidiaries  
Equity affiliates  
460  
460  
-
476  
466  
10  
333  
91  
186  
186  
-
1,680  
1,382  
298  
255  
12  
131  
78  
79  
AS OF DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
(
a)  
Proved developed and undeveloped reserves  
Consolidated subsidiaries  
Equity affiliates  
902  
902  
-
293  
9
1,199  
1,188  
11  
1,628  
1,218  
410  
308  
168  
140  
145  
77  
192  
192  
-
4,522  
3,677  
845  
284  
176  
8
Proved developed reserves  
Consolidated subsidiaries  
Equity affiliates  
541  
541  
-
853  
849  
4
1,321  
1,000  
321  
10  
10  
-
3,046  
2,485  
561  
168  
117  
2
68  
Proved undeveloped reserves  
Consolidated subsidiaries  
Equity affiliates  
361  
361  
-
346  
338  
8
307  
163  
91  
182  
182  
-
1,476  
1,191  
285  
217  
115  
90  
72  
(
a) The tables do not include separate figures for NGL reserves because they represented less than 8.5% of the Group’s proved developed and undeveloped oil reserves in  
each of the years 2015, 2016 and 2017.  
3
50  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9.1.4.3 Changes in bitumen reserves  
Consolidated subsidiaries  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. Russia)  
Africa Middle East  
(excl. North  
and  
Asia-  
Pacific  
(
in million barrels)  
Russia  
Africa) North Africa Americas  
Total  
BALANCE AS OF DECEMBER 31, 2014 – BRENT AT 101.27 $/b  
Revisions of previous estimates  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,145  
130  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,145  
130  
-
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
-
Sales of reserves in place  
(160)  
(5)  
(160)  
(5)  
Production for the year  
BALANCE AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
Revisions of previous estimates  
1,110  
(284)  
-
1,110  
(284)  
-
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
-
Sales of reserves in place  
-
-
Production for the year  
(13)  
813  
189  
-
(13)  
813  
189  
-
BALANCE AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
-
Sales of reserves in place  
(52)  
(22)  
928  
(52)  
(22)  
928  
Production for the year  
BALANCE AS OF DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
Proved developed reserves as of  
December 31, 2015 – Brent at 54.17 $/b  
December 31, 2016 – Brent at 42.82 $/b  
DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
-
-
-
-
-
-
100  
160  
142  
-
-
100  
160  
142  
-
-
-
-
-
-
-
Proved undeveloped reserves as of  
December 31, 2015 – Brent at 54.17 $/b  
December 31, 2016 – Brent at 42.82 $/b  
DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
-
-
-
-
-
-
-
-
1,010  
653  
-
-
1,010  
653  
-
-
-
-
786  
-
786  
There are no bitumen reserves for equity affiliates.  
There are no minority interests for bitumen reserves.  
9
REGISTRATION DOCUMENT 2017  
351  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9.1.4.4 Changes in gas reserves  
Consolidated subsidiaries  
Africa Middle East  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. Russia)  
(excl. North  
and  
Asia-  
(
in billion cubic feet)  
Russia  
Africa) North Africa Americas  
Pacific  
Total  
BALANCE AS OF DECEMBER 31, 2014 – BRENT AT 101.27 $/b  
Revisions of previous estimates  
4,934  
55  
15  
1
3,203  
(57)  
7
1,300  
197  
42  
3,693  
(92)  
24  
4,622  
296  
38  
17,767  
400  
Extensions, discoveries and other  
Acquisitions of reserves in place  
40  
-
151  
-
-
-
-
-
-
-
Sales of reserves in place  
(135)  
(424)  
4,470  
143  
173  
-
-
(93)  
(212)  
2,848  
(44)  
-
-
-
-
(228)  
(1,542)  
16,548  
605  
Production for the year  
(1)  
15  
(2)  
-
(110)  
1,429  
(28)  
7
(324)  
3,301  
347  
126  
874  
(101)  
(343)  
4,204  
(21)  
323  
-
(471)  
4,485  
189  
85  
BALANCE AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
391  
-
-
-
-
874  
Sales of reserves in place  
(80)  
(498)  
4,208  
434  
-
(7)  
(1)  
5
2
-
-
-
(188)  
(1,667)  
16,563  
656  
Production for the year  
(220)  
2,584  
52  
(111)  
1,297  
(44)  
131  
-
(494)  
4,265  
233  
35  
BALANCE AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
53  
542  
34  
-
-
-
34  
Sales of reserves in place  
(49)  
(495)  
4,132  
-
(10)  
(248)  
2,431  
-
-
-
(59)  
Production for the year  
-
(94)  
1,290  
(440)  
4,066  
(455)  
(1,732)  
BALANCE AS OF DECEMBER 31, 2016 – BRENT AT 54.36 $/b  
7
4,078 16,004  
Minority interest in proved developed and undeveloped reserves as of  
December 31, 2015 – Brent at 54.17 $/b  
December 31, 2016 – Brent at 42.82 $/b  
DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
-
-
-
-
64  
48  
44  
-
-
-
-
-
-
64  
48  
44  
-
-
-
-
-
Equity affiliates  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. Russia)  
Africa Middle East  
(excl. North and  
Africa) North Africa Americas  
Asia-  
(
in billion cubic feet)  
Russia  
Pacific  
Total  
BALANCE AS OF DECEMBER 31, 2014 – BRENT AT 101.27 $/b  
Revisions of previous estimates  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
10,508  
337  
356  
4,897  
62  
(11)  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
15,823  
287  
(45)  
6
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
-
-
-
267  
-
-
-
267  
Sales of reserves in place  
(52)  
-
-
-
(208)  
4,695  
51  
-
(52)  
Production for the year  
(456)  
10,604  
(132)  
1,717  
-
(3)  
48  
(1)  
-
(667)  
15,658  
(85)  
BALANCE AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
Revisions of previous estimates  
311  
(3)  
-
Extensions, discoveries and other  
Acquisitions of reserves in place  
-
1,717  
132  
-
132  
-
-
Sales of reserves in place  
(308)  
(503)  
11,378  
3
-
-
(308)  
(693)  
16,421  
9
Production for the year  
(7)  
301  
4
(181)  
4,697  
3
(2)  
45  
(1)  
-
BALANCE AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
Revisions of previous estimates  
Extensions, discoveries and other  
Acquisitions of reserves in place  
607  
-
-
607  
164  
-
-
-
164  
Sales of reserves in place  
-
-
-
-
-
Production for the year  
(481)  
11,671  
(29)  
276  
(187)  
4,513  
(2)  
42  
(699)  
16,502  
BALANCE AS OF DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
3
52  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
Consolidated subsidiaries and equity affiliates  
Proved developed and  
undeveloped reserves  
Europe and  
Central Asia  
(excl. Russia)  
Africa Middle East  
(excl. North  
and  
Asia-  
Pacific  
(
in billion cubic feet)  
Russia  
Africa) North Africa Americas  
Total  
AS OF DECEMBER 31, 2015 – BRENT AT 54.17 $/b  
Proved developed and undeveloped reserves  
Consolidated subsidiaries  
4,470  
4,470  
-
10,619  
15  
3,159  
2,848  
311  
6,124  
1,429  
4,695  
5,511  
1,277  
4,234  
613  
3,349  
3,301  
48  
4,485  
4,485  
-
32,206  
16,548  
15,658  
18,610  
9,425  
Equity affiliates  
10,604  
4,890  
6
Proved developed reserves  
Consolidated subsidiaries  
3,021  
3,021  
-
1,657  
1,610  
47  
2,153  
2,133  
20  
1,378  
1,378  
-
Equity affiliates  
4,884  
5,729  
9
9,185  
Proved undeveloped reserves  
Consolidated subsidiaries  
1,449  
1,449  
-
1,502  
1,238  
264  
1,196  
1,168  
28  
3,107  
3,107  
-
13,596  
7,123  
152  
Equity affiliates  
5,720  
461  
6,473  
AS OF DECEMBER 31, 2016 – BRENT AT 42.82 $/b  
Proved developed and undeveloped reserves  
Consolidated subsidiaries  
4,208  
4,208  
-
11,383  
5
2,885  
2,584  
301  
5,994  
1,297  
4,697  
5,356  
1,157  
4,199  
638  
4,249  
4,204  
45  
4,265  
4,265  
-
32,984  
16,563  
16,421  
19,490  
10,628  
8,862  
Equity affiliates  
11,378  
4,606  
3
Proved developed reserves  
Consolidated subsidiaries  
2,912  
2,912  
-
1,582  
1,545  
37  
3,774  
3,751  
23  
1,260  
1,260  
-
Equity affiliates  
4,603  
6,777  
2
Proved undeveloped reserves  
Consolidated subsidiaries  
1,296  
1,296  
-
1,303  
1,039  
264  
475  
3,005  
3,005  
-
13,494  
5,935  
140  
453  
Equity affiliates  
6,775  
498  
22  
7,559  
AS OF DECEMBER 31, 2017 – BRENT AT 54.36 $/b  
Proved developed and undeveloped reserves  
Consolidated subsidiaries  
4,132  
4,132  
-
11,678  
7
2,707  
2,431  
276  
5,803  
1,289  
4,514  
5,151  
1,013  
4,138  
652  
4,108  
4,066  
42  
4,078  
4,078  
-
32,506  
16,004  
16,502  
20,746  
10,276  
10,470  
11,760  
5,727  
(a)  
Equity affiliates  
11,671  
6,262  
4
Proved developed reserves  
Consolidated subsidiaries  
Equity affiliates  
2,964  
2,964  
-
1,749  
1,692  
57  
3,493  
3,476  
17  
1,127  
1,127  
-
6,258  
5,416  
3
Proved undeveloped reserves  
Consolidated subsidiaries  
Equity affiliates  
1,168  
1,168  
-
958  
615  
2,951  
2,951  
-
739  
276  
590  
5,413  
219  
376  
25  
6,033  
9
REGISTRATION DOCUMENT 2017  
353  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9
.1.5 Results of operations for oil and gas producing activities  
The following tables do not include revenues and expenses related to oil and gas transportation activities and LNG liquefaction and  
transportation.  
Consolidated subsidiaries  
Europe and  
Central Asia  
(excl. Russia)  
Africa Middle East  
(excl. North  
and  
Asia-  
Pacific  
(
M$)  
015  
Russia  
Africa) North Africa Americas  
Total  
2
Revenues Non-Group sales  
Group sales  
1,345  
3,816  
5,161  
(1,521)  
(661)  
-
129  
129  
(34)  
(3)  
989  
7,816  
8,805  
(1,779)  
(615)  
2,340  
1,858  
4,198  
(659)  
(226)  
970  
271  
3,013  
356  
8,657  
14,246  
22,903  
(4,946)  
(1,991)  
Total Revenues  
1,241  
(497)  
(114)  
3,369  
(456)  
(372)  
Production costs  
Exploration expenses  
Depreciation, depletion and amortization  
and valuation allowances  
(2,415)  
(350)  
214  
(203)  
(16)  
(6,155)  
(722)  
(466)  
(220)  
(686)  
(1,344)  
(2,756)  
(787)  
(1,548)  
(280)  
(3,483) (15,148)  
(a)  
Other expenses  
(121)  
(1,063)  
(173)  
(4,245)  
(3,427)  
148  
(
b)  
Pre-tax income from producing activities  
(127)  
(4)  
(1,198)  
210  
Income tax  
458  
(123)  
(
b)  
Results of oil and gas producing activities  
672  
(131)  
(910)  
(988)  
(1,236)  
(3,279)  
(
(
a) Included production taxes and accretion expense as provided for by IAS 37 ($497 million in 2015).  
b) Including adjustment items applicable to ASC 932 perimeter, amounting to a net charge of $7,104 million before tax and $5,039 million after tax, mainly related to asset impairments.  
2
016  
Revenues Non-Group sales  
1,075  
3,046  
4,121  
(1,083)  
(512)  
-
72  
507  
6,826  
7,333  
(1,601)  
(108)  
(4,566)  
(615)  
443  
613  
3,033  
3,646  
(478)  
963  
494  
2,113  
444  
5,271  
13,915  
19,186  
(4,031)  
(1,264)  
Group sales  
Total Revenues  
72  
1,457  
(488)  
(196)  
(603)  
(224)  
(54)  
2,557  
(351)  
(77)  
Production costs  
(30)  
(3)  
Exploration expenses  
(368)  
Depreciation, depletion and amortization and valuation allowances  
(3,421)  
(339)  
(89)  
(8)  
(599)  
(1,191) (10,469)  
(
a)  
Other expenses  
(2,328)  
(127)  
(205)  
(97)  
841  
(3,611)  
(189)  
273  
(
b)  
Pre-tax income from producing activities  
(1,234)  
818  
(58)  
14  
Income tax  
(143)  
300  
(27)  
(184)  
657  
(
b)  
Results of oil and gas producing activities  
(416)  
(44)  
(332)  
(81)  
84  
(
(
a) Included production taxes and accretion expense as provided for by IAS 37 ($507 million in 2016).  
b) Including adjustment items applicable to ASC 932 perimeter, amounting to a net charge of $1,943 million before tax and $1,198 million after tax, mainly related to asset impairments.  
2017  
Revenues Non-Group sales  
1,454  
3,932  
5,386  
(1,072)  
(419)  
-
41  
975  
8,486  
9,461  
(1,350)  
(164)  
934  
3,706  
4,640  
(434)  
(10)  
1,335  
821  
2,160  
453  
6,858  
17,439  
24,297  
(3,789)  
(864)  
Group sales  
Total Revenues  
41  
2,156  
(601)  
2,613  
(318)  
(76)  
Production costs  
(14)  
(2)  
Exploration expenses  
(193)  
Depreciation, depletion and amortization and valuation allowances  
(2,928)  
(352)  
(36)  
(7)  
(5,790)  
(775)  
(511)  
(2,619)  
1,066  
(469)  
597  
(2,569)  
(338)  
(820) (12,654)  
(a)  
Other expenses  
(121)  
1,278  
(482)  
796  
(4,212)  
2,778  
(2,195)  
583  
(
b)  
Pre-tax income from producing activities  
615  
(18)  
(2)  
1,382  
(853)  
(1,545)  
387  
Income tax  
(776)  
(
b)  
Results of oil and gas producing activities  
(161)  
(20)  
529  
(1,158)  
(
(
a) Included production taxes and accretion expense as provided for by IAS 37 ($525 million in 2017).  
b) Including adjustment items applicable to ASC 932 perimeter, amounting to a net charge of $3,712 million before tax and $3,305 million after tax, essentially related to asset  
impairments.  
3
54  
REGISTRATION DOCUMENT 2017  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
Equity affiliates  
Europe and  
Africa Middle East  
Central Asia  
(excl. Russia)  
(excl. North  
and  
Asia-  
Pacific  
(
M$)  
015  
Russia  
Africa) North Africa Americas  
Total  
2
Revenues Non-Group sales  
Group sales  
-
-
-
-
-
-
-
-
-
-
670  
-
-
-
-
-
-
-
-
-
-
-
812  
2,404  
3,216  
(295)  
-
380  
10  
-
-
-
-
-
-
-
-
-
-
1,862  
2,414  
4,276  
(476)  
(1)  
Total Revenues  
670  
(127)  
(1)  
390  
(54)  
-
Production costs  
Exploration expenses  
Depreciation, depletion and amortization and valuation allowances  
Other expenses  
(58)  
(134)  
350  
(65)  
285  
(400)  
(1,638)  
883  
(98)  
(170)  
68  
(556)  
(1,942)  
1,301  
(285)  
1,016  
Pre-tax income from producing activities  
Income tax  
(184)  
699  
(36)  
32  
Results of oil and gas producing activities  
2016  
Revenues Non-Group sales  
Group sales  
-
-
-
-
-
-
-
-
-
-
831  
-
-
-
-
-
-
-
-
-
-
-
399  
2,104  
2,503  
(246)  
-
310  
(11)  
299  
(42)  
-
-
-
-
-
-
-
-
-
-
-
1,540  
2,093  
3,633  
(391)  
(4)  
Total Revenues  
831  
(103)  
(4)  
Production costs  
Exploration expenses  
Depreciation, depletion and amortization and valuation allowances  
Other expenses  
(137)  
(109)  
478  
(80)  
398  
(496)  
(1,274)  
487  
(94)  
(116)  
47  
(727)  
(1,499)  
1,012  
(132)  
880  
Pre-tax income from producing activities  
Income tax  
(107)  
380  
55  
Results of oil and gas producing activities  
102  
2017  
Revenues Non-Group sales  
Group sales  
-
-
-
-
-
-
-
-
-
-
1,027  
8
81  
-
1,526  
2,247  
3,774  
(283)  
-
351  
19  
-
-
-
-
-
-
-
-
-
-
2,985  
2,274  
5,259  
(444)  
(5)  
Total Revenues  
1,034  
(106)  
(5)  
81  
-
370  
(55)  
-
Production costs  
Exploration expenses  
-
Depreciation, depletion and amortization and valuation allowances  
Other expenses  
(149)  
(187)  
587  
-
(423)  
(2,309)  
759  
(88)  
(159)  
67  
(660)  
(2,664)  
1,485  
(321)  
1,164  
(9)  
72  
-
Pre-tax income from producing activities  
Income tax  
(104)  
483  
(212)  
547  
(5)  
Results of oil and gas producing activities  
72  
62  
9
REGISTRATION DOCUMENT 2017  
355  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9
.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.  
Consolidated subsidiaries  
Europe and  
Central Asia  
(excl. Russia)  
Africa Middle East  
(excl. North  
and  
Asia-  
Pacific  
(
M$)  
015  
Russia  
Africa) North Africa Americas  
Total  
2
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
57  
-
-
4
59  
26  
1,039  
1,205  
263  
-
199  
10  
4
1,165  
1,438  
618  
3
287  
515  
261  
1,947  
(a)  
Development costs  
TOTAL COST INCURRED  
016  
4,735  
5,410  
97  
104  
7,582  
7,954  
600  
3,143  
3,857  
2,381  
2,656  
18,538  
23,088  
3,107  
2
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
102  
5
1
-
31  
19  
10  
1
415  
289  
-
15  
559  
329  
594  
3
145  
93  
387  
166  
1,388  
12,707  
14,983  
(a)  
Development costs  
TOTAL COST INCURRED  
017  
3,041  
3,742  
30  
34  
5,977  
6,172  
729  
833  
2,032  
3,123  
898  
1,079  
2
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
47  
13  
-
-
1
56  
1
5
14  
153  
-
507  
63  
734  
415  
2
170  
61  
388  
141  
1,177  
8,987  
10,959  
(a)  
Development costs  
1,445  
1,919  
20  
22  
3,544  
3,771  
948  
1,014  
1,957  
2,512  
1,073  
1,721  
TOTAL COST INCURRED  
Equity affiliates  
Share of incurred costs  
Europe and  
Central Asia  
(excl. Russia)  
Africa Middle East  
(excl. North and  
Africa) North Africa Americas  
Asia-  
(
M$)  
015  
Russia  
Pacific  
Total  
2
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
-
-
-
-
-
218  
14  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
218  
14  
-
8
-
8
(a)  
Development costs  
TOTAL COST INCURRED  
016  
405  
637  
398  
406  
83  
83  
886  
1,126  
2
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
-
-
-
-
-
-
-
-
-
-
-
-
35  
-
-
-
-
-
-
-
-
35  
-
-
7
-
7
(a)  
Development costs  
TOTAL COST INCURRED  
017  
243  
243  
502  
544  
61  
61  
806  
848  
2
Proved property acquisition  
Unproved property acquisition  
Exploration costs  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4
-
4
(a)  
Development costs  
TOTAL COST INCURRED  
219  
219  
625  
629  
88  
88  
932  
936  
(
a) Including asset retirement costs capitalized during the year and any gains or losses recognized upon settlement of asset retirement obligation during the year.  
3
56  
REGISTRATION DOCUMENT 2017  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9
.1.7 Capitalized costs related to oil and gas producing activities  
Capitalized costs represent the amount of capitalized proved and unproved property costs, including support equipement and facilities, along  
with the related accumulated depreciation, depletion and amortization. The following tables do not include capitalized costs related to oil and  
gas transportation and LNG liquefaction and transportation activities.  
Consolidated subsidiaries  
Europe and  
Central Asia  
(excl. Russia)  
Africa  
(excl. North  
Africa)  
Middle East  
and North  
Africa  
(
M$)  
Russia  
Americas  
Asia-Pacific  
Total  
As of December 31, 2015  
Proved properties  
55,050  
1,018  
1,163  
4
73,842  
4,362  
12,816  
2,058  
19,630  
8,915  
22,886  
997  
185,387  
17,354  
Unproved properties  
TOTAL CAPITALIZED COSTS  
56,068  
1,167  
78,204  
14,874  
28,545  
23,883  
202,741  
Accumulated depreciation, depletion  
and amortization  
(28,341)  
(699)  
(39,259)  
(9,283)  
(11,488)  
(13,647)  
(102,717)  
Net capitalized costs  
As of December 31, 2016  
Proved properties  
27,727  
468  
38,945  
5,591  
17,057  
10,236  
100,024  
54,611  
1,000  
600  
4
78,638  
4,357  
11,275  
1,657  
23,392  
8,611  
23,622  
1,037  
192,138  
16,666  
Unproved properties  
TOTAL CAPITALIZED COSTS  
55,611  
604  
82,995  
12,932  
32,003  
24,659  
208,804  
Accumulated depreciation, depletion  
and amortization  
(29,227)  
(385)  
(42,988)  
(7,973)  
(12,764)  
(14,735)  
(108,072)  
Net capitalized costs  
As of December 31, 2017  
Proved properties  
26,384  
219  
40,007  
4,959  
19,239  
9,924  
100,732  
58,624  
1,085  
619  
4
79,793  
4,289  
12,544  
1,331  
25,354  
8,265  
24,626  
1,630  
201,560  
16,604  
Unproved properties  
TOTAL CAPITALIZED COSTS  
59,709  
623  
84,082  
13,874  
33,619  
26,256  
218,163  
Accumulated depreciation, depletion  
and amortization  
(34,370)  
(421)  
(46,725)  
(8,450)  
(14,345)  
(15,550)  
(119,861)  
Net capitalized costs  
25,339  
202  
37,357  
5,424  
19,274  
10,706  
98,303  
Equity affiliates  
Europe and  
Central Asia  
(excl. Russia)  
Africa  
(excl. North  
Africa)  
Middle East  
and North  
Africa  
(
M$)  
Russia  
Americas  
Asia-Pacific  
Total  
As of December 31, 2015  
Proved properties  
-
-
4,573  
202  
-
-
4,323  
-
1,500  
-
-
-
10,396  
202  
Unproved properties  
TOTAL CAPITALIZED COSTS  
-
4,775  
-
4,323  
1,500  
-
10,598  
Accumulated depreciation, depletion  
and amortization  
9
-
(655)  
-
(3,192)  
(403)  
-
(4,250)  
Net capitalized costs  
As of December 31, 2016  
Proved properties  
-
4,120  
-
1,131  
1,097  
-
6,348  
-
-
5,802  
211  
-
-
5,029  
-
1,600  
-
-
-
12,431  
211  
Unproved properties  
TOTAL CAPITALIZED COSTS  
-
6,013  
-
5,029  
1,600  
-
12,642  
Accumulated depreciation, depletion  
and amortization  
-
(1,026)  
-
(3,850)  
(506)  
-
(5,382)  
Net capitalized costs  
As of December 31, 2017  
Proved properties  
-
4,987  
-
1,179  
1,094  
-
7,260  
-
-
-
6,232  
185  
-
-
-
5,583  
-
1,676  
-
-
-
-
13,491  
185  
Unproved properties  
TOTAL CAPITALIZED COSTS  
6,417  
5,583  
1,676  
13,676  
Accumulated depreciation, depletion  
and amortization  
-
(1,344)  
-
(4,340)  
(592)  
-
(6,276)  
Net capitalized costs  
-
5,074  
-
1,243  
1,084  
-
7,401  
REGISTRATION DOCUMENT 2017  
357  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9
.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%.  
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;  
Consolidated subsidiaries  
Europe and  
Central Asia  
(excl. Russia)  
Africa  
(excl. North  
Africa)  
Middle East  
and North  
Africa  
(
M$)  
Russia  
Americas  
Asia-Pacific  
Total  
As of December 31, 2015  
Future cash inflows  
69,411  
(20,263)  
(20,418)  
(7,516)  
1,045  
(512)  
(495)  
(28)  
75,060  
(27,455)  
(24,843)  
(12,050)  
57,478  
(46,510)  
(5,099)  
(1,839)  
40,866  
(24,103)  
(11,104)  
(1,105)  
26,904  
(8,355)  
(6,289)  
(3,046)  
270,764  
(127,198)  
(68,248)  
(25,584)  
Future production costs  
Future development costs  
Future income taxes  
Future net cash flows,  
after income taxes  
21,214  
10  
10,712  
4,030  
4,554  
9,214  
49,734  
Discount at 10%  
(10,784)  
18  
(3,450)  
(2,194)  
(4,014)  
(5,299)  
(25,723)  
Standardized measure of discounted  
future net cash flows  
10,430  
28  
7,262  
1,836  
540  
3,915  
24,011  
As of December 31, 2016  
Future cash inflows  
46,212  
(15,428)  
(15,334)  
(2,599)  
365  
(179)  
(219)  
(1)  
51,677  
(19,519)  
(19,300)  
(7,480)  
52,891  
(39,108)  
(4,995)  
(2,517)  
21,520  
(14,267)  
(5,487)  
(989)  
19,209  
(7,495)  
(4,805)  
(955)  
191,874  
(95,996)  
(50,140)  
(14,541)  
Future production costs  
Future development costs  
Future income taxes  
Future net cash flows,  
after income taxes  
12,851  
(34)  
5,378  
6,271  
777  
5,954  
31,197  
Discount at 10%  
(5,172)  
8
(64)  
(2,986)  
(815)  
(2,666)  
(11,695)  
Standardized measure of discounted  
future net cash flows  
7,679  
(26)  
5,314  
3,285  
(38)  
3,288  
19,502  
As of December 31, 2017  
Future cash inflows  
58,133  
(16,644)  
(13,302)  
(9,385)  
420  
(221)  
(115)  
(36)  
63,319  
(18,554)  
(15,319)  
(11,403)  
67,180  
(50,240)  
(5,648)  
(4,450)  
37,203  
(19,372)  
(6,337)  
(921)  
20,616  
(5,780)  
(4,044)  
(1,721)  
246,871  
(110,811)  
(44,765)  
(27,916)  
Future production costs  
Future development costs  
Future income taxes  
Future net cash flows,  
after income taxes  
18,802  
47  
18,043  
6,843  
10,572  
9,070  
63,377  
Discount at 10%  
(8,106)  
(3)  
(4,977)  
(3,065)  
(6,562)  
(3,567)  
(26,280)  
Standardized measure of discounted  
future net cash flows  
10,696  
44  
13,066  
3,778  
4,010  
5,503  
37,097  
Minority interests in future net cash flows  
(
M$)  
As of December 31, 2015  
As of December 31, 2016  
AS OF DECEMBER 31, 2017  
-
-
-
-
448  
253  
862  
-
-
-
-
-
-
448  
253  
862  
-
-
-
-
-
3
58  
REGISTRATION DOCUMENT 2017  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
Equity affiliates  
Europe and  
Central Asia  
(excl. Russia)  
Africa  
(excl. North  
Middle East  
and  
(
M$)  
Russia  
Africa) North Africa  
Americas  
Asia-Pacific  
Total  
As of December 31, 2015  
Future cash inflows  
-
-
-
-
21,779  
(7,973)  
(1,146)  
(1,450)  
52  
36,231  
(16,814)  
(2,638)  
(2,818)  
7,736  
(2,884)  
(547)  
-
-
-
-
65,798  
(27,671)  
(4,359)  
(5,215)  
Future production costs  
Future development costs  
Future income taxes  
-
(28)  
(29)  
(918)  
Future net cash flows,  
after income taxes  
-
11,210  
(5)  
13,961  
3,387  
-
28,553  
Discount at 10%  
-
(9,186)  
(98)  
(7,009)  
(1,759)  
-
(18,052)  
Standardized measure of discounted  
future net cash flows  
-
2,024  
(103)  
6,952  
1,628  
-
10,501  
As of December 31, 2016  
Future cash inflows  
-
-
-
-
22,393  
(5,704)  
(929)  
(248)  
(53)  
(1)  
30,045  
(15,846)  
(2,339)  
(4,661)  
5,815  
(2,017)  
(392)  
-
-
-
-
-
58,005  
(23,620)  
(3,661)  
(5,909)  
Future production costs  
Future development costs  
Future income taxes  
(1,228)  
(20)  
Future net cash flows,  
after income taxes  
-
14,532  
(322)  
7,199  
3,406  
-
24,815  
Discount at 10%  
-
(9,471)  
139  
(3,869)  
(1,697)  
-
(14,898)  
Standardized measure of discounted  
future net cash flows  
-
5,061  
(183)  
3,330  
1,709  
-
9,917  
As of December 31, 2017  
Future cash inflows  
-
-
-
-
30,769  
(7,647)  
(1,267)  
(2,097)  
365  
(46)  
(1)  
39,518  
(17,654)  
(3,066)  
(7,459)  
6,719  
(3,209)  
(299)  
-
-
-
-
-
77,371  
(28,556)  
(4,633)  
(9,573)  
Future production costs  
Future development costs  
Future income taxes  
(17)  
Future net cash flows,  
after income taxes  
-
19,758  
301  
11,338  
3,211  
-
34,608  
Discount at 10%  
-
(12,050)  
(166)  
(5,901)  
(1,549)  
-
(19,666)  
Standardized measure of discounted  
future net cash flows  
-
7,708  
135  
5,437  
1,662  
-
14,942  
9
REGISTRATION DOCUMENT 2017  
359  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Oil and gas information pursuant to FASB Accounting Standards Codification 932  
9
.1.9 Changes in the standardized measure of discounted future net cash flows  
Consolidated subsidiaries  
(
M$)  
2015  
60,774  
2016  
24,011  
2017  
19,502  
Discounted future net cash flows at January 1  
Sales and transfers, net of production costs  
(14,209)  
(12,015)  
(16,822)  
Net change in sales and transfer prices and in production costs  
and other expenses  
(88,615)  
933  
(21,189)  
156  
26,699  
3,244  
(324)  
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  
4,412  
19,694  
(4,800)  
6,077  
42,252  
-
400  
13,967  
5,347  
2,401  
6,304  
364  
8,952  
2,427  
1,950  
(8,155)  
98  
Net change in income taxes  
Purchases of reserves in place  
Sales of reserves in place  
(2,507)  
24,011  
(244)  
(474)  
END OF YEAR  
19,502  
37,097  
Equity affiliates  
(
M$)  
2015  
19,093  
(1,860)  
2016  
10,501  
(1,745)  
2017  
9,917  
Discounted future net cash flows at January 1  
Sales and transfers, net of production costs  
(2,151)  
Net change in sales and transfer prices and in production costs  
and other expenses  
(14821)  
-
(3,840)  
1,204  
83  
7,075  
57  
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  
1,572  
1,272  
315  
(1,171)  
789  
971  
214  
783  
1,909  
2,901  
186  
1,050  
(340)  
1,929  
(110)  
9,917  
992  
Net change in income taxes  
(1,420)  
71  
Purchases of reserves in place  
Sales of reserves in place  
(66)  
-
END OF YEAR  
10,501  
14,942  
3
60  
REGISTRATION DOCUMENT 2017  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
Other information  
9.2 Other information  
9
.2.1 Net gas production, production prices and production costs  
Consolidated subsidiaries  
Europe and  
Central Asia  
excl. Russia)  
Africa  
(excl. North  
Africa)  
Middle East  
and North  
Africa  
(
Russia  
Americas  
Asia-Pacific  
Total  
2015  
Natural gas production available  
(
a)  
for sale (Bcf)  
398  
-
171  
93  
318  
449  
1,429  
(
b)  
Production prices  
(c)  
Oil ($/b)  
45.91  
-
39.83  
45.33  
-
47.63  
-
25.68  
12.16  
2.53  
47.38  
-
45.12  
12.16  
4.65  
Bitumen ($/b)  
-
-
Natural gas ($/kcf)  
6.00  
1.97  
1.16  
6.62  
Production costs per unit of production  
(d)  
$/boe)  
(
Total liquids and natural gas  
Bitumen  
11.52  
-
9.77  
-
7.91  
-
6.44  
-
6.35  
5.05  
-
7.84  
37.92  
37.92  
2016  
Natural gas production available for sale  
(
a)  
(Bcf)  
469  
-
180  
94  
337  
471  
1,551  
(
b)  
Production prices  
(c)  
Oil ($/b)  
34.63  
-
30.89  
37.77  
-
40.23  
-
23.54  
10.77  
2.50  
37.89  
-
37.18  
10.77  
3.48  
Bitumen ($/b)  
-
-
Natural gas ($/kcf)  
4.24  
1.43  
1.20  
4.53  
Production costs per unit of production  
(d)  
$/boe)  
(
Total liquids and natural gas  
Bitumen  
7.25  
-
10.90  
-
7.20  
-
4.76  
-
5.52  
3.78  
-
6.14  
19.03  
19.03  
2017  
Natural gas production available for sale  
(
a)  
(Bcf)  
465  
-
205  
80  
432  
436  
1,618  
(
b)  
Production prices  
(c)  
Oil ($/b)  
47.73  
-
40.94  
50.02  
-
52.28  
-
31.69  
20.77  
2.68  
48.86  
-
49.25  
20.77  
3.60  
Bitumen ($/b)  
-
-
Natural gas ($/kcf)  
4.51  
1.45  
1.29  
4.99  
Production costs per unit of production  
(d)  
$/boe)  
(
9
Total liquids and natural gas  
Bitumen  
6.85  
-
9.59  
-
6.05  
-
4.28  
-
5.27  
3.72  
-
5.56  
12.06  
12.06  
(
(
(
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 reported price represents an average aggregate price of prices for crude oil, condensates and NGL. The table does not include separate figures for NGL production  
prices because the production of NGL represented less than 7.5% of the Group’s total liquids production in each of the years 2015, 2016 and 2017.  
d) 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 2017  
361  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Other information  
Equity affiliates  
Europe and  
Central Asia  
excl. Russia)  
Africa  
(excl. North  
Africa)  
Middle East  
and North  
Africa  
(
Russia  
Americas  
Asia-Pacific  
Total  
2015  
Natural gas production available  
(
a)  
for sale (Bcf)  
Production prices  
-
448  
-
200  
-
-
648  
(
b)  
(c)  
Oil ($/b)  
-
-
-
25.37  
-
-
-
-
48.34  
-
32.2  
-
-
-
42.69  
-
Bitumen ($/b)  
-
-
Natural gas ($/kcf)  
1.23  
3.28  
1.99  
Production costs per unit of production  
(d)  
$/boe)  
(
Total liquids and natural gas  
Bitumen  
-
-
1.26  
-
-
-
3.4  
-
4.05  
-
-
-
2.37  
-
2016  
Natural gas production available  
(
a)  
for sale (Bcf)  
Production prices  
-
492  
5
173  
-
-
670  
(
b)  
(c)  
Oil ($/b)  
-
-
-
19.36  
-
-
-
-
38.61  
-
28.49  
-
-
-
32.77  
-
Bitumen ($/b)  
-
-
Natural gas ($/kcf)  
1.21  
1.85  
1.43  
Production costs per unit of production  
(d)  
$/boe)  
(
Total liquids and natural gas  
Bitumen  
-
-
0.88  
-
-
-
2.92  
-
3.59  
-
-
-
1.82  
-
2017  
Natural gas production available  
(
a)  
for sale (Bcf)  
Production prices  
-
461  
25  
176  
-
-
662  
(
b)  
(c)  
Oil ($/b)  
-
-
-
26.28  
-
-
-
50.03  
-
34.36  
-
-
-
43.51  
-
Bitumen ($/b)  
-
-
Natural gas ($/kcf)  
1.49  
2,35  
2.23  
1.78  
Production costs per unit of production  
(d)  
$/boe)  
(
Total liquids and natural gas  
Bitumen  
-
-
0.95  
-
-
-
2.88  
-
4.94  
-
-
-
1.96  
-
(
(
(
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 reported price represents an average aggregate price of prices for crude oil, condensates and NGL. The table does not include separate figures for NGL production  
prices because the production of NGL represented less than 7.5% of the Group’s total liquids production in each of the years 2015, 2016 and 2017.  
d) 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.  
(
3
62  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
9
.3 Report on the payments made to governments  
(
Article L. 225-102-3 of the French Commercial Code)  
(1)  
Article L. 225-102-3 of the French Commercial Code requires that  
large undertakings and public-interest entities that are active in the  
extractive industry or logging of primary forests disclose in an annual  
report payments of at least €100,000 made to governments in the  
countries in which they operate.  
▪
Dividends: dividends paid to a host government holding an  
interest in an Extractive Company.  
▪
Payments for Infrastructure improvements: payments for local  
development, including the improvement of infrastructure, not  
directly necessary for the conduct of extractive activities but  
mandatory pursuant to the terms of a production sharing contract  
or to the terms of a law relating to oil and gas activities.  
The consolidated report of TOTAL is presented below pursuant to the  
aforementioned provisions. This report covers the aforementioned  
payments made by the Group’s extractive companies as defined  
below, for the benefit of each government of states or territories in  
which TOTAL carries out its activities, by detailing the total amount of  
payments made, the total amount by payment type, the total amount  
by project and the total amount by payment type for each project.  
▪
Production entitlement: host Government’s share of production.  
This payment is generally made in kind.  
Government: any national, regional or local authority of a country or  
territory, or any department, agency or undertaking controlled by that  
authority.  
This report has been approved by the Board of Directors of  
TOTAL S.A.  
Project: operational activities governed by a single contract, license,  
lease, concession or similar legal agreement and that form the basis  
for payment liabilities with a Government. If multiple such agreements  
are substantially interconnected, they shall be considered as a single  
Project. Payments (such as company income tax when it concerns  
several projects which cannot be separated in application of the fiscal  
regulations) unable to be attributed to a Project are disclosed under  
the item “non-attributable”.  
Definitions  
The meaning of certain terms used in this report are set forth below:  
Extractive Companies: TOTAL S.A. and any company of  
undertaking of which the activities consist, in whole or in part, of  
exploration, prospection, discovery, development and extraction of  
minerals, crude oil and natural gas, among others, fully consolidated  
by TOTAL S.A.  
Reporting principles  
This report sets forth all payments as booked in the Extractive  
Companies’ accounts. They are presented based on the Group share  
in each Project, whether the payments have been made directly by  
the Group Extractive Companies as operator or indirectly through  
third-party operating companies.  
Payment: a single payment of multiple interconnected payments of  
an amount equal to, or in excess of, €100,000 (or its equivalent) paid,  
whether in money or in kind, for extractive activities. Payment types  
included in this report are the following:  
▪
Taxes: taxes and levies paid on income, production or profits,  
excluding taxes levied on consumption such as added value taxes,  
customs duties, personal income taxes and sales taxes.  
Production entitlement and Royalties that are mandatorily paid in kind  
and that are owed to host Governments pursuant to legal or  
contractual provisions (not booked in the Extractive Companies’  
accounts pursuant to accounting standards) are reported in  
proportion of the interest held by the Extractive Company in the  
Project as of the date on which such Production entitlements and  
Royalties are deemed to be acquired.  
▪
▪
Royalties: percentage of production payable to the owner of  
mineral rights  
License Fees: license fees, surface or rental fees, and other  
consideration for licenses and/or concessions that are paid for  
access to the area where the extractive activities will be  
conducted.  
Payments in kind are estimated at fair value. Fair value corresponds  
to the contractual price of oil and gas used to calculate Production  
entitlement, market price (if available) or an appropriate benchmark  
price. These prices might be calculated on an averaged basis over a  
given period.  
▪
License bonus: bonuses paid for and in consideration of  
signature, discovery, production, awards, grants and transfers of  
extraction rights; bonuses related to the achievement or failure to  
achieve certain production levels or certain targets, and discovery  
of additional mineral reserves/deposits.  
9
(
1) Article L. 225-102-3 of the French Commercial Code transposes certain provisions set out in Directive 2013/34/UE of the European Parliament  
and of the Council of June 26, 2013 (chapter 10).  
REGISTRATION DOCUMENT 2017  
363  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
9
.3.1 Reporting by country and type of Payment  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
Europe and Central Asia  
29,238  
-
19,576  
-
887  
-
7,048  
55,110  
111,859  
887  
Azerbaijan  
Italy  
-
36  
-
-
887  
-
-
-
-
198  
-
-
66  
-
300  
Kazakhstan  
Netherlands  
Norway  
-
-
-
-
6,982  
17,353  
24,335  
(13,574)  
21,414  
52,163  
26,334  
4,618,480  
2,516,571  
994  
(a)  
(14,772)  
-
1,198  
12,287  
74  
-
-
-
-
9,127  
14,332  
20,515  
2,170,112  
867,219  
-
-
-
-
-
-
Russia  
-
-
-
-
37,757  
United Kingdom  
Africa (excluding North Africa)  
Angola  
-
5,819  
193,184  
11,202  
994  
-
-
-
-
-
31,760  
5,063  
87,918  
2,130,443  
-
130  
-
-
1,638,020  
Côte d’Ivoire  
Democratic Republic of the Congo  
Gabon  
-
-
-
-
-
-
-
900  
-
-
1,027  
-
1,927  
278,624  
-
-
7,789  
698  
-
5,063  
40,536  
-
332,012  
17,198  
250  
Mauritania  
Mozambique  
Nigeria  
-
16,500  
-
-
-
-
-
250  
-
-
-
-
614,788  
409,481  
-
-
2,666  
-
-
46,205  
488,464  
1,152,123  
581,770  
15,202  
433  
(
b)  
Republic of the Congo  
Senegal  
-
168,200  
130  
-
-
3,959  
-
52  
15,000  
-
150  
-
Uganda  
-
-
433  
-
-
-
-
Middle East and North Africa  
Algeria  
4,617,139  
67,538  
-
-
2,755  
4,372  
-
-
1,827,394  
6,451,660  
265,624  
4,783  
-
-
-
-
-
198,086  
Cyprus  
-
411  
4,372  
-
-
-
Iraq  
8,269  
374,811  
191,340  
116,465  
3,858,716  
407,606  
223,873  
167,896  
-
-
-
-
-
-
-
8,269  
Libya  
-
-
-
-
-
1,014,437  
1,389,248  
203,758  
718,918  
3,861,060  
586,691  
248,522  
193,798  
7,723  
Oman  
-
-
-
-
-
-
12,418  
Qatar  
-
-
-
-
602,453  
United Arab Emirates  
Americas  
Argentina  
-
2,344  
37,506  
4,177  
1,505  
812  
-
-
-
-
57,060  
59,832  
-
375  
24,312  
-
20,472  
-
-
-
Bolivia  
-
210  
-
375  
23,812  
Brazil  
187  
6,224  
-
-
500  
(c)  
Canada  
(300)  
9,208  
25,207  
-
-
-
-
-
34,115  
1,267  
Colombia  
1,267  
2,582  
-
-
-
-
-
Mexico  
-
2,181  
3,466  
158  
-
-
-
-
4,763  
United States  
Uruguay  
12,288  
-
47,665  
32,926  
-
-
-
96,345  
158  
-
-
-
-
-
Asia Pacific  
Australia  
522,207  
5,639  
-
3,635  
-
48,732  
-
-
690,064  
1,264,638  
5,639  
-
-
-
-
-
Brunei  
14,619  
-
-
5
-
-
-
-
-
-
14,624  
310  
Cambodia  
China  
-
310  
-
-
10,497  
265,689  
23,801  
201,962  
7,746,302  
-
-
4,000  
-
-
-
22,996  
577,172  
89,896  
-
37,493  
846,181  
114,697  
245,694  
Indonesia  
-
3,320  
-
-
-
Myanmar  
-
-
1,000  
43,732  
145,583  
-
-
-
-
Thailand  
-
TOTAL  
57,060  
256,656  
5,063  
95,341  
4,727,323 13,033,328  
(
(
(
a) Refund after carry back of losses of 2016.  
b) Includes a settlement in relation with the relinquishment of permits.  
c) Reimbursement of Alberta Scientific Research Experimental Development Tax Credit.  
3
64  
REGISTRATION DOCUMENT 2017  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
9
.3.2 Reporting of Payments by Project and by type of Payment,  
and by Government and by type of Payment  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
ALGERIA  
Payments per Project  
Tin Fouyé Tabankort  
TOTAL  
67,538  
-
-
-
-
-
198,086  
265,624  
67,538  
-
-
-
-
-
198,086  
265,624  
Payments per Government  
Direction Générale des Impôts, Direction  
des Grandes Entreprises c/o Sonatrach  
67,538  
-
-
-
-
-
-
-
-
-
-
-
67,538  
198,086  
265,624  
Sonatrach  
198,086  
TOTAL  
67,538  
-
-
-
-
-
198,086  
ANGOLA  
Payments per Project  
Block 17  
678,696  
138,570  
33,486  
5,577  
86  
-
-
-
-
-
-
-
-
-
-
-
9,221  
824  
465  
222  
159  
81  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,551,369  
2,239,286  
139,394  
116,643  
9,888  
245  
Block 0  
-
-
Block 14  
-
82,692  
Block 14K  
130  
3,959  
Block 32  
-
-
Block 17/06  
3
-
-
84  
Block 25  
5
103  
127  
-
-
-
108  
Block 40  
21  
-
-
-
148  
Block 3/85  
3,344  
7,431  
867,219  
-
-
3,344  
7,431  
2,516,571  
Block 3/91  
-
-
TOTAL  
11,202  
130  
1,638,020  
Payments per Government  
Caixa do Tesouro Nacional  
Ministério dos Petróleos  
Sonangol, E.P.  
TOTAL  
867,219  
-
-
-
-
519  
10,683  
-
-
130  
-
-
-
-
-
-
-
-
-
-
-
867,738  
10,813  
-
-
1,638,020  
1,638,020  
1,638,020  
2,516,571  
867,219  
11,202  
130  
ARGENTINA  
Payments per Project  
Neuquen  
9
30,695  
60,870  
-
-
-
-
-
-
300  
3,788  
89  
16,217  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
47,212  
68,913  
89  
Tierra del Fuego  
Santa Cruz  
4,255  
-
-
Non-attributable  
TOTAL  
132,308  
223,873  
-
132,308  
248,522  
4,177  
20,472  
Payments per Government  
Administracion Federal de Ingresos  
Publicos  
132,308  
27,914  
30,695  
32,956  
-
-
-
-
-
-
-
-
555  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
132,308  
28,469  
47,212  
40,477  
56  
Secretaria de Energia, Republica Argentina  
Provincia del Neuquen  
300  
16,217  
4,255  
-
Provincia de Tierra del Fuego  
Provincia de Santa Cruz  
TOTAL  
3,266  
56  
223,873  
4,177  
20,472  
248,522  
REGISTRATION DOCUMENT 2017  
365  
 
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
AUSTRALIA  
Payments per Project  
GLNG  
5,639  
-
-
-
-
-
-
5,639  
TOTAL  
5,639  
-
-
-
-
-
-
5,639  
Payments per Government  
Queensland Government, Office of State  
Revenue  
5,639  
-
-
-
-
-
-
5,639  
TOTAL  
5,639  
-
-
-
-
-
-
5,639  
AZERBAIJAN  
Payments per Project  
Absheron  
-
-
-
887  
-
-
-
887  
TOTAL  
-
-
-
887  
-
-
-
887  
Payments per Government  
State Oil Company of the Azerbaijan  
Republic  
-
-
-
887  
-
-
-
887  
TOTAL  
-
-
-
887  
-
-
-
887  
BOLIVIA  
Payments per Project  
Ipati  
71,618  
-
-
-
-
-
-
-
-
-
239  
576  
135  
115  
30  
32  
-
-
-
-
-
-
-
-
-
330  
-
72,219  
621  
Azero  
45  
-
Aquio  
27,251  
8,238  
14,953  
45,836  
-
14  
154  
-
-
-
-
27,400  
8,507  
Itau  
-
San Alberto  
San Antonio  
Rio Hondo  
-
-
3,114  
20,698  
-
18,097  
66,602  
352  
58  
10  
-
352  
1,505  
-
TOTAL  
167,896  
210  
375  
23,812  
193,798  
Payments per Government  
Yacimientos Petroliferos Fiscales  
Bolivianos (YPFB)  
-
-
1,505  
182  
-
-
23,812  
25,499  
Servicio de Impuestos Nacionales (SIN)  
c/o YPFB  
107,454  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
107,454  
60,442  
97  
Departamentos c/o YPFB  
Ministerio de Hidrocarburos y Energia  
Fundesoc c/o Indigeneous Communities  
TOTAL  
60,442  
-
-
-
-
-
-
28  
-
69  
-
-
306  
375  
306  
167,896  
1,505  
210  
23,812  
193,798  
3
66  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
BRAZIL  
Payments per Project  
Foz de Amazonas  
Ceara (CE-M-661)  
Xerelete (BC-2)  
Termobahia  
-
-
-
-
-
-
-
-
-
-
-
-
-
34  
80  
32  
14  
82  
14  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
34  
80  
-
-
-
-
-
-
32  
-
-
-
14  
Lapa  
-
-
-
82  
Iara  
-
-
-
14  
Libra  
187  
-
500  
687  
13  
Espirito Santo  
Sul do Gato do Mato  
Pelotas  
-
13  
-
-
6,224  
-
-
-
-
-
6,224  
47  
47  
496  
812  
-
-
Non-attributable  
TOTAL  
-
-
496  
7,723  
187  
6,224  
500  
Payments per Government  
Agencia National de Petroleo, Gas Natural  
e Biocombustiveis  
-
-
-
-
702  
42  
6,224  
-
-
-
-
-
-
-
6,926  
42  
Conseilho Administrativo de Defesa  
Economica (CADE)  
Istituto Brasileiro do Meio Ambiente e dos  
Recursos Naturais Renovaveis (IBAMA)  
-
-
-
-
-
187  
-
68  
-
-
-
-
-
-
-
-
-
-
-
-
68  
187  
Receita Federal  
Pre-sal Petroleo SA (PPSA)  
TOTAL  
-
-
-
500  
500  
500  
187  
812  
6,224  
7,723  
BRUNEI  
Payments per Project  
Block B  
14,619  
-
5
-
-
-
-
14,624  
TOTAL  
14,619  
-
5
-
-
-
-
14,624  
Payments per Government  
Brunei Government  
TOTAL  
14,619  
-
5
-
-
-
-
14,624  
14,619  
-
5
-
-
-
-
14,624  
CAMBODIA  
Payments per Project  
OCA – zone 3  
-
-
310  
-
-
-
-
310  
TOTAL  
-
-
310  
-
-
-
-
310  
Payments per Government  
Ministry of Mines and Energy  
TOTAL  
9
-
-
310  
-
-
-
-
310  
-
-
310  
-
-
-
-
310  
CANADA  
Payments per Project  
Joslyn  
-
-
533  
21,866  
40  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
533  
30,774  
40  
(a)  
Surmont  
(300)  
9,208  
Northern Lights  
-
-
-
-
-
Fort Hills  
-
2,691  
63  
2,691  
63  
Other oil sands projects  
Deer Creek  
-
-
14  
14  
TOTAL  
(300)  
9,208  
25,207  
34,115  
Payments per Government  
Province of Alberta  
Alberta Energy Regulator  
Municipality of Wood Buffalo (Alberta)  
Fort McKay First Nations (FMFN)  
TOTAL  
(
a)  
(300)  
9,208  
5,095  
210  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
14,003  
210  
-
-
-
-
-
-
19,478  
424  
19,478  
424  
(300)  
9,208  
25,207  
34,115  
(
a) Reimbursement of Alberta Scientific Research Experimental Development Tax Credit.  
REGISTRATION DOCUMENT 2017  
367  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
CHINA  
Payments per Project  
Sulige  
10,497  
-
-
-
4,000  
4,000  
-
-
22,996  
33,493  
4,000  
Taiyang  
TOTAL  
10,497  
-
-
-
-
22,996  
37,493  
Payments per Government (People's  
Republic of China)  
China National Petroleum Company  
China National Offshore Oil Company  
Payments per Government (Taiwan)  
CPC Corporation Taiwan  
10,497  
-
-
-
-
-
22,996  
33,493  
2,000  
2,000  
2,000  
2,000  
TOTAL  
10,497  
-
-
4,000  
-
-
22,996  
37,493  
COLOMBIA  
Payments per Project  
Non-attributable  
1,267  
-
-
-
-
-
-
1,267  
TOTAL  
1,267  
-
-
-
-
-
-
1,267  
Payments per Government  
Dirección de Impuestos y aduanas  
Nacionales  
1,267  
-
-
-
-
-
-
1,267  
TOTAL  
1,267  
-
-
-
-
-
-
1,267  
CÔTE D’IVOIRE  
Payments per Project  
CI-100  
-
-
-
-
404  
590  
994  
-
-
-
-
-
-
-
-
404  
590  
994  
CI-605  
TOTAL  
-
-
-
-
-
-
Payments per Government  
République de Côte d’Ivoire, Direction  
Générale des Hydrocarbures  
-
-
994  
-
-
-
-
994  
TOTAL  
-
-
994  
-
-
-
-
994  
CYPRUS  
Payments per Project  
Block 11  
-
-
-
-
243  
168  
411  
-
4,372  
4,372  
-
-
-
-
-
-
243  
4,540  
4,783  
Block 6  
TOTAL  
-
-
-
-
-
Payments per Government  
Ministry of Energy, Commerce, Industry  
and Tourism  
-
-
411  
4,372  
-
-
-
4,783  
TOTAL  
-
-
411  
4,372  
-
-
-
4,783  
DEMOCRATIC REPUBLIC OF THE CONGO  
Payments per Project  
Block 3  
-
-
900  
-
-
1,027  
-
1,927  
TOTAL  
-
-
900  
-
-
1,027  
-
1,927  
Payments per Government  
Ministère des Hydrocarbures  
Ministère de l’Environnement  
Local Communities around Block 3  
-
-
-
-
750  
150  
-
-
-
-
-
-
-
-
750  
150  
(Ministère des Hydrocarbures)  
-
-
-
-
-
1,027  
-
1,027  
TOTAL  
-
-
900  
-
-
1,027  
-
1,927  
3
68  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
GABON  
Payments per Project  
Concession Fields (Non-attributable)  
Concession Anguille  
Concession Grondin  
Concession Torpille  
Atora CEPP  
(
a)  
18,059  
49,922  
41,019  
31,152  
13,597  
1,305  
17,122  
28,348  
5,077  
-
-
-
-
-
-
-
-
-
-
-
-
-
3,498  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
33,824  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
55,381  
49,922  
41,019  
31,152  
17,533  
1,550  
17,715  
30,336  
7,549  
385  
-
-
-
-
-
-
-
-
169  
245  
593  
776  
739  
385  
92  
-
3,767  
Coucal CEPP  
-
-
Avocette CEPP  
-
-
Baudroie-Mérou CEPP  
Hylia II CEPP  
-
1,212  
-
1,733  
Diaba CEPP  
-
-
Nziembou CEPP  
167  
-
-
-
259  
Nziembou II CEPP  
-
23  
-
23  
Rabi CEPP  
40,856  
-
-
1,269  
-
-
-
-
42,125  
37,063  
332,012  
(b)  
Non-attributable  
32,000  
5,063  
5,063  
TOTAL  
278,624  
-
7,789  
40,536  
Payments per Government  
Trésor Public Gabonais  
Direction Générale des Hydrocarbures  
République du Gabon  
Direction Générale des Impôts  
Ville de Port-Gentil  
176,624  
-
-
-
-
-
-
-
-
1,451  
4,986  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
178,075  
4,986  
-
-
102,000  
5,063  
26,603  
-
133,666  
884  
-
884  
468  
-
-
-
-
12,311  
245  
12,779  
245  
Miscellaneous PID beneficiaries  
Miscellaneous PIH beneficiaries  
TOTAL  
-
-
-
-
-
1,377  
40,536  
1,377  
278,624  
7,789  
5,063  
332,012  
(
(
a) Financing of projects (infrastructure, education, health) under joint control of the State and TOTAL within the framework of the Provision pour Investissements Diversifiés  
contribution to diversified investments) and of the Provision pour Investissements dans les Hydrocarbures (contribution to investments in hydrocarbons  
b) Taxes related to sale of several mature assets.  
(
INDONESIA  
Payments per Project  
Mahakam PSC  
Tengah PSC  
(
a)  
265,130  
559  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
569,175  
834,305  
8,556  
7,997  
-
Mentawai  
-
3,320  
3,320  
3,320  
TOTAL  
265,689  
577,172  
846,181  
Payments per Government  
Directorate General of Taxation, Ministry of  
Finance  
9
265,689  
-
-
-
-
-
-
265,689  
Satuan Khusus Kegiatan Usaha Hulu  
Minyak dan Gas Bumi (SKK Migas)  
-
-
3,320  
-
-
-
577,172  
580,492  
TOTAL  
265,689  
-
3,320  
-
-
-
577,172  
846,181  
(
a) Government Production entitlement for export LNG is valued on a net-back price basis (revenues less costs, such as liquefaction and transportation costs).  
Production entitlement includes volume of oil taken by the Government to meet domestic obligation. The fees received from the Government are deducted from the valuation  
of these volumes.  
REGISTRATION DOCUMENT 2017  
369  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
IRAQ  
Payments per Project  
Halfaya  
8,269  
-
-
-
-
-
-
8,269  
TOTAL  
8,269  
-
-
-
-
-
-
8,269  
Payments per Government  
Iraq government  
TOTAL  
8,269  
-
-
-
-
-
-
8,269  
8,269  
-
-
-
-
-
-
8,269  
ITALY  
Payments per Project  
Gorgoglione Unified License  
TOTAL  
36  
-
198  
-
-
66  
-
300  
36  
-
198  
-
-
66  
-
300  
Payments per Government  
Regione Basilicata  
Comune Corleto Perticara  
TOTAL  
-
36  
36  
-
-
151  
47  
-
-
-
-
-
66  
66  
-
-
151  
149  
300  
-
198  
-
-
-
KAZAKHSTAN  
Payments per Project  
Kashagan  
-
-
-
-
-
6,982  
17,353  
24,335  
TOTAL  
-
-
-
-
-
6,982  
17,353  
24,335  
Payments per Government  
Government of the Republic of  
Kazakhstan  
-
-
-
-
-
-
-
-
-
-
-
17,353  
-
17,353  
4,225  
Atyrau region c/o North Caspian Operating  
Company b.v.  
4,225  
Mangistau region c/o North Caspian  
Operating Company b.v.  
-
-
-
-
-
2,757  
-
2,757  
TOTAL  
-
-
-
-
-
6,982  
17,353  
24,335  
LIBYA  
Payments per Project  
Areas 15, 16 & 32 (Al Jurf)  
Areas 129 & 130  
129,494  
219,067  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
206,848  
671,614  
336,342  
890,681  
ꢀ
Areas 130 & 131  
26,250  
135,975  
162,225  
TOTAL  
374,811  
1,014,437  
1,389,248  
Payments per Government  
National Oil Corporation  
ꢀ
245,317  
-
-
-
-
-
1,014,437  
1,259,754  
Ministry of Finance c/o National Oil  
Corporation  
129,494  
-
-
-
-
-
-
129,494  
TOTAL  
374,811  
-
-
-
-
-
1,014,437  
1,389,248  
3
70  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
MAURITANIA  
Payments per Project  
Block C9  
-
-
-
-
-
-
-
-
-
-
170  
140  
300  
88  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
170  
140  
Block TA29  
Block C7  
10,000  
6,500  
16,500  
10,300  
6,588  
17,198  
Block C18  
TOTAL  
698  
Payments per Government  
Trésor Public de Mauritanie  
-
-
398  
16,500  
-
-
-
16,898  
SMHPM (Société Mauritanienne des  
Hydrocarbures et du Patrimoine Minier)  
-
-
300  
-
-
-
-
300  
TOTAL  
-
-
698  
16,500  
-
-
-
17,198  
MEXICO  
Payments per Project  
Perdido Block 2  
1,090  
108  
581  
803  
-
-
-
-
-
-
-
841  
82  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,931  
190  
Block 15  
Salina 1  
445  
1,026  
1,417  
199  
Salina 3  
614  
Mexico (non attributable)  
TOTAL  
199  
2,582  
2,181  
4,763  
Payments per Government  
Servicio de Administracion Tributaria  
Fondo Mexicano del Petroleo  
Comision Nacional de Hidrocarburos  
TOTAL  
2,582  
-
-
-
-
-
1,982  
199  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,582  
1,982  
199  
-
-
2,582  
2,181  
4,763  
MOZAMBIQUE  
Payments per Project  
Rovuma Basin Area 3&6  
TOTAL  
-
-
250  
-
-
-
-
250  
-
-
250  
-
-
-
-
250  
Payments per Government  
Instituto Nacional de Petroleo  
TOTAL  
-
-
250  
-
-
-
-
250  
-
-
250  
-
-
-
-
250  
MYANMAR  
Payments per Project  
Blocks M5 and M6  
Blocks YWB  
23,801  
-
-
-
-
-
-
1,000  
1,000  
-
-
-
-
89,896  
-
113,697  
1,000  
9
TOTAL  
23,801  
-
-
-
-
89,896  
114,697  
Payments per Government  
Myanmar Ministry of Finance  
Myanmar Oil and Gas Enterprise  
TOTAL  
23,801  
-
-
-
-
-
-
1,000  
1,000  
-
-
-
-
-
89,896  
89,896  
23,801  
90,896  
23,801  
-
-
-
-
114,697  
REGISTRATION DOCUMENT 2017  
371  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
NETHERLANDS  
Payments per Project  
Non-attributable  
(
a)  
(14,772)  
-
-
-
1,198  
1,198  
-
-
-
-
-
-
-
-
(14,772)  
1,198  
Offshore Blocks  
-
TOTAL  
(14,772)  
-
-
-
-
-
(13,574)  
Payments per Government  
Belastingdienst Nederland  
TOTAL  
ꢀ
(a)  
(14,772)  
-
1,198  
-
-
-
-
(13,574)  
(14,772)  
-
1,198  
-
-
-
-
(13,574)  
(
a) Refund after carry back of losses of 2016.  
NIGERIA  
Payments per Project  
Joint ventures with NNPC, operated –  
Non-attributable  
-
61,424  
28,646  
32,261  
21,441  
103,263  
-
-
-
-
-
-
2,298  
-
-
-
-
-
-
-
-
-
-
-
-
14,094  
-
-
-
-
-
-
16,392  
70,113  
28,646  
32,261  
21,441  
103,263  
Joint ventures with NNPC, non operated –  
Non-attributable  
47  
-
8,642  
OML58 (joint venture with NNPC,  
operated)  
-
-
-
-
OML99 (joint venture with NNPC,  
operated)  
-
OML100 (joint venture with NNPC,  
operated)  
-
OML102 (joint venture with NNPC,  
operated)  
-
OML102 Ekanga (joint venture with NNPC,  
non operated)  
8,548  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
8,548  
318  
OML130  
318  
-
OML130 PSA (Akpo & Egina)  
OML118 (Bonga)  
3,138  
104,723  
26,378  
-
18,784  
4,189  
496  
-
21,922  
-
488,464  
597,376  
26,877  
OML138 (Usan)  
-
-
3
-
-
-
(a)  
Non-attributable  
224,966  
-
224,966  
1,152,123  
TOTAL  
614,788  
-
2,666  
46,205  
488,464  
Payments per Government  
Federal Inland Revenue Service  
234,099  
-
-
-
-
-
-
234,099  
Department of Petroleum Resources,  
Federal Government of Nigeria  
255,583  
-
-
-
327  
-
-
-
-
-
-
-
-
255,910  
46,205  
Niger Delta Development Commission  
46,205  
Nigerian Maritime Administration & Safety  
Agency, Federal Government of Nigeria  
-
-
-
-
2,336  
-
-
-
-
-
-
-
-
2,336  
Nigerian National Petroleum Corporation  
488,464  
488,464  
Federal Inland Revenue Service c/o  
Nigerian National Petroleum Corporation  
97,586  
-
-
-
-
-
-
97,586  
Department of Petroleum Resources c/o  
Nigerian National Petroleum Corporation  
27,520  
-
3
-
-
-
-
27,523  
TOTAL  
614,788  
-
2,666  
-
-
46,205  
488,464  
1,152,123  
(
a) This amount includes $367 million which reduce the tax liability in accordance with the provisions of the Modified Carry Agreement (MCA). Under the MCA, Total E&P Nigeria  
is entitled to recover 85% of the Carry Capital Cost through claims of capital allowance, described in the MCA as “Carry Tax Relief”. The balance of 15% is to be recovered  
from NNPC’s share of crude oil produced.  
3
72  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
NORWAY  
Payments per Project  
Asgard area  
-
-
-
-
-
-
-
-
-
-
-
4,405  
2,692  
1,286  
2,047  
196  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,405  
2,692  
1,286  
2,047  
196  
Ekofisk area  
-
Heimdal area  
-
Oseberg area  
-
Sleipner area  
-
Snohvit area  
-
-
844  
844  
Troll area  
309  
309  
Martin Linge PL043  
Non-attributable  
TOTAL  
-
508  
508  
9,127  
9,127  
-
9,127  
21,414  
12,287  
Payments per Government  
Norwegian Tax Administration  
Norwegian Petroleum Directorate  
TOTAL  
9,127  
-
-
-
-
-
-
-
-
-
-
-
-
9,127  
12,287  
21,414  
(
a)  
12,287  
12,287  
9,127  
-
-
-
-
-
(
a) Including licence fees payments initiated before year end 2017 and credited for the beneficiary on first business day in January 2018.  
OMAN  
Payments per Project  
Block 6  
188,686  
2,654  
-
-
-
-
-
-
-
-
-
-
-
12,418  
12,418  
188,686  
15,072  
Block 53  
TOTAL  
191,340  
-
-
-
-
-
203,758  
Payments per Government  
Oman Ministry of Oil and Gas  
Oman Ministry of Finance  
TOTAL  
-
191,340  
191,340  
-
-
-
-
-
-
-
-
-
-
12,418  
-
12,418  
191,340  
203,758  
-
-
-
-
-
12,418  
QATAR  
Payments per Project  
Al Khalij  
16,494  
39,096  
60,875  
116,465  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
47,616  
16,494  
86,712  
Qatargas 1  
Dolphin  
554,837  
602,453  
615,712  
718,918  
TOTAL  
Payments per Government  
Qatar Petroleum  
Qatar Ministry of Finance  
TOTAL  
-
116,465  
116,465  
-
-
-
-
-
-
-
-
-
-
602,453  
-
602,453  
116,465  
718,918  
9
-
-
-
-
-
602,453  
REGISTRATION DOCUMENT 2017  
373  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
REPUBLIC OF THE CONGO  
Payments per Project  
CPP Haute Mer – Zone A  
CPP Haute Mer – Zone B  
CPP Haute Mer – Zone D  
CPP Pointe Noire Grands Fonds (PNGF)  
CPP Tchendo 2  
52,006  
11,246  
199,157  
45,736  
-
-
-
-
-
-
-
-
-
-
-
-
2,170  
236  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
54,176  
11,482  
209,750  
47,088  
8
-
-
10,593  
1,352  
8
-
-
-
-
-
-
Kombi, Likalala & Libondo  
Litanzi & Tchibeli  
70,303  
-
219  
-
-
-
70,522  
(12)  
(12)  
-
3,959  
-
Lianzi  
5,577  
25,456  
-
222  
130  
-
9,888  
Madingo  
997  
26,453  
152,415  
581,770  
(
a)  
Secteur Sud  
152,415  
-
-
TOTAL  
409,481  
168,200  
130  
3,959  
Payments per Government  
Ministère des hydrocarbures  
Trésor Public  
367,792  
36,112  
5,577  
-
-
-
-
-
-
130  
-
-
-
-
-
-
-
-
-
-
-
367,792  
204,404  
9,574  
(
a)  
168,162  
Société Nationale des Pétroles Congolais  
TOTAL  
38  
3,959  
3,959  
409,481  
168,200  
130  
581,770  
(
a) These amounts include payments made following the relinquishment of the permits of Secteur Sud (Tchibouela, Tchendo and Tchibeli Litanzi Loussima), ie discharging  
payments for assets retirement obligations (130 millions USD) and for the interim period (22.4 millions USD).  
RUSSIA  
Payments per Project  
Kharyaga  
14,332  
-
74  
-
-
-
37,757  
52,163  
TOTAL  
14,332  
-
74  
-
-
-
37,757  
52,163  
Payments per Government  
Nenets Tax Inspection  
Ministry of Energy  
TOTAL  
14,332  
-
-
-
74  
-
-
-
-
-
-
-
-
37,757  
37,757  
14,406  
37,757  
52,163  
14,332  
-
74  
-
-
-
SENEGAL  
Payments per Project  
UDO  
-
-
-
-
-
52  
52  
10,000  
5,000  
-
-
-
150  
150  
-
-
10,000  
5,202  
ROP  
TOTAL  
-
-
15,000  
-
-
15,202  
Payments per Government  
État du Sénégal (Trésorier Général)  
Société des Pétroles du Sénégal  
-
-
-
-
-
5,000  
-
-
-
-
-
-
5,000  
(
a)  
52  
10,000  
10,052  
État du Sénégal C/O Fondation Total  
Sénégal  
-
-
-
-
-
150  
-
150  
TOTAL  
-
-
52  
15,000  
-
150  
-
15,202  
(
a) Amount to be transferred to the State of Senegal.  
3
74  
REGISTRATION DOCUMENT 2017  
SUPPLEMENTAL OIL AND GAS INFORMATION  
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
THAILAND  
Payments per Project  
Bongkot  
201,962  
-
-
43,732  
-
-
-
245,694  
TOTAL  
201,962  
-
-
43,732  
-
-
-
245,694  
Payments per Government  
Revenue Department  
110,703  
-
-
-
-
-
-
110,703  
Department of Mineral Fuels, Ministry Of  
Energy  
91,259  
-
-
-
-
-
-
43,732  
43,732  
-
-
-
-
-
-
91,259  
43,732  
Ministry Of Energy  
TOTAL  
201,962  
-
-
-
-
-
245,694  
UGANDA  
Payments per Project  
Block EA-1  
-
-
-
-
-
-
-
-
-
-
144  
80  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
144  
80  
Block EA-1A  
Block EA-2  
69  
69  
Block EA-3  
140  
433  
140  
433  
TOTAL  
Payments per Government  
Ministry of Energy and Mineral  
Development  
-
-
-
-
399  
34  
-
-
-
-
-
-
-
-
399  
34  
Office of the Auditor General  
TOTAL  
-
-
433  
-
-
-
-
433  
UNITED ARAB EMIRATES  
Payments per Project  
Abu Al Bukhoosh  
41,641  
-
-
-
-
-
-
-
-
-
-
-
41,641  
Abu Dhabi Gas Industries Ltd (ADNOC  
Gas Processing)  
141,197  
2,344  
143,541  
Abu Dhabi Company for Onshore  
Petroleum Operations Ltd (ADNOC  
Onshore)  
2,445,936  
-
-
-
-
-
-
2,445,936  
Abu Dhabi Marine Areas Ltd (ADNOC  
Offshore)  
1,229,942  
-
-
-
-
-
-
1,229,942  
TOTAL  
3,858,716  
-
2,344  
-
-
-
-
3,861,060  
Payments per Government  
Supreme Petroleum Council –  
Government of Abu Dhabi  
41,641  
-
-
-
-
-
-
41,641  
Abu Dhabi Fiscal Authorities c/o Abu  
Dhabi Marine Areas Ltd  
1,229,942  
2,587,133  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,229,942  
2,587,133  
2,344  
9
Abu Dhabi Fiscal Authorities  
Petroleum Institute  
TOTAL  
2,344  
2,344  
3,858,716  
3,861,060  
UNITED KINGDOM  
Payments per Project  
Northern North Sea  
Central Graben Area  
Markham Area  
-
18,420  
-
-
-
-
-
-
-
1,521  
1,125  
136  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,521  
19,545  
136  
Greater Laggan Area  
Non-attributable  
-
2,890  
147  
2,890  
2,242  
26,334  
2,095  
20,515  
TOTAL  
5,819  
Payments per Government  
HM Revenue & Customs  
Crown Estate  
20,515  
-
-
-
-
-
-
-
-
-
-
-
-
20,515  
147  
147  
Department of Energy & Climate  
Change/Oil and Gas Authority  
(
a)  
-
-
-
-
4,122  
-
-
-
-
-
-
-
-
4,122  
1,550  
Oil and Gas Authority  
1,550  
TOTAL  
20,515  
-
5,819  
-
-
-
-
26,334  
(
a) Responsibility for collecting fees transferred part way through 2017 between the two beneficiaries.  
REGISTRATION DOCUMENT 2017  
375  
SUPPLEMENTAL OIL AND GAS INFORMATION  
9
Report on the payments made to governments (Article L 225-102-3 of the French Commercial Code)  
License  
fees  
License  
bonus  
Infrastructure Production  
Dividends improvements entitlements  
Total of  
Payments  
(
in thousands of dollars)  
Taxes  
Royalties  
UNITED STATES  
Payments per Project  
Tahiti  
-
7,763  
4,525  
-
29,099  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
29,099  
26,329  
4,525  
Barnett Shale  
18,566  
-
-
Utica  
-
-
-
Gulf of Mexico  
3,466  
3,466  
32,926  
32,926  
36,392  
96,345  
TOTAL  
12,288  
47,665  
Payments per Government  
Office of Natural Resources Revenue  
State of Ohio  
-
1,871  
251  
29,099  
3,466  
32,926  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
65,491  
1,871  
251  
-
-
-
-
-
-
-
-
-
-
-
Johnson County Tax Assessor  
Tarrant County Tax Assessor  
Texas State Comptroller’s Office  
City of Fort Worth  
-
625  
-
-
625  
6,887  
-
6,887  
7,755  
7,755  
Dallas/Fort Worth International Airport  
Board  
-
2,047  
1,183  
1,240  
914  
437  
497  
338  
397  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,047  
1,183  
1,240  
914  
437  
497  
338  
397  
658  
1,817  
748  
499  
431  
305  
273  
179  
498  
271  
244  
185  
196  
City of Arlington  
-
Tarrant Regional Water District  
State of Texas  
-
-
City of North Richland Hills  
Fort Worth Independant School District  
Burleson Independant School District  
Arlington Independant School District  
Harrison County  
-
-
-
-
658  
Carroll County  
1,817  
-
Birdville Independent School District  
Tarrant County College  
-
748  
499  
431  
305  
273  
-
-
City of Grand Prairie  
-
Kennedale Independant School District  
Tarrant County AAAA  
-
-
Columbiana County  
179  
City of Cleburne  
-
-
-
-
-
498  
271  
244  
185  
196  
City of Burleson  
Mansfield Independant School District  
Crowley Independant School District  
City of Crowley  
White Settlement Independant School  
District  
-
108  
-
-
-
-
-
108  
TOTAL  
12,288  
47,665  
3,466  
32,926  
-
-
-
96,345  
URUGUAY  
Payments per Project  
Block 14 (Offshore)  
Blocks 1 & 2 (Onshore)  
TOTAL  
-
-
-
-
158  
-
-
-
-
-
-
-
-
-
158  
-
-
-
158  
-
-
-
-
158  
Payments per Government  
Administracion Nacional de Combustibles  
Alcohol y Portland  
-
-
158  
-
-
-
-
158  
TOTAL  
-
-
158  
-
-
-
-
158  
3
76  
REGISTRATION DOCUMENT 2017  
1
0
STATUTORY FINANCIAL STATEMENTS  
AND OTHER FINANCIAL INFORMATION  
OF TOTAL S.A.  
1
1
0.1 Statutory auditors’ report on related party agreements  
and commitments  
378  
0.2 Statutory Financial Statements of TOTAL S.A.  
as parent company  
381  
385  
1
1
0.3 Notes to the Statutory Financial Statements  
0.4 Other financial information concerning  
the parent company  
401  
REGISTRATION DOCUMENT 2017  
377  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Statutory auditors’ report on related party agreements and commitments  
1
0.1 Statutory auditors’ report on related party agreements  
and commitments  
This is a translation into English of the statutory auditors’ report on the financial statements of the Company issued in French and it is provided  
solely for the convenience of English speaking users.  
This statutory auditors’ report includes information required by European regulation and French law, such as information about the appointment  
of the statutory auditors or verification of the management report and other documents provided to the shareholders.  
This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in  
France.  
To the Annual General Meeting of TOTAL S.A.,  
Opinion  
In compliance with the engagement entrusted to us by your annual general meeting, we have audited the accompanying financial statements of  
TOTAL S.A. for the year ended December 31, 2017.  
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, 2017 and of the results of its operations for the year then ended in accordance with French accounting principles.  
The audit opinion expressed above is consistent with our report to the Audit Committee.  
Basis for Opinion  
Audit Framework  
We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is  
sufficient and appropriate to provide a basis for our opinion.  
Our responsibilities under those standards are further described in the Statutory Auditors’ Responsibilities for the Audit of the Financial  
Statements section of our report.  
Independence  
We conducted our audit engagement in compliance with independence rules applicable to us, for the period from January 1, 2017 to the date of  
our report and specifically we did not provide any prohibited non-audit services referred to in Article 5(1) of Regulation (EU) No 537/2014 or in  
the French Code of Ethics (Code de déontologie) for statutory auditors.  
Justification of Assessments - Key Audit Matters  
In accordance with the requirements of Articles L.823-9 and R.823-7 of the French Commercial Code (Code de commerce) relating to the  
justification of our assessments, we inform you of the key audit matters relating to risks of material misstatement that, in our professional  
judgment, were of most significance in our audit of the financial statements of the current period, as well as how we addressed those risks.  
These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do  
not provide a separate opinion on specific items of the financial statements.  
Valuation of investments and loans to consolidated subsidiaries and equity affiliates  
Risk Identified  
Our response  
Investments and loans to consolidated subsidiaries and equity affiliates  
recorded in the balance sheet at December 31, 2017 for a net amount  
of 123 billion euros representing 97% of the assets.  
To assess the estimate of the value in use of investments and loans  
to consolidated subsidiaries and equity affiliates, based on the  
information provided to us, our work consisted in:  
Investments in consolidated subsidiaries and equity affiliates are  
accounted for at their acquisition date and cost, and loans to  
consolidated subsidiaries and equity affiliates are stated at their nominal  
value.  
▪
testing the functioning of your company's key controls regarding  
the process of determining the value in use of investments and  
loans to consolidated subsidiaries and equity affiliates;  
▪
assessing the conformity of the valuation method used by your  
company with the applicable accounting policies and its consistency  
with the previous financial year, according to the investments and loans  
concerned;  
These investments and loans are impaired on the basis of their value in  
use, as indicated in the section entitled "Investments and loans to  
consolidated subsidiaries and equity affiliates" in the note "Accounting  
policies" to the annual financial statements:  
▪
In the Exploration & Production segment:  
In the absence of development decision, depreciation  
–
a
allowances are recorded against investments and loans for an  
amount corresponding to the exploration costs incurred.  
3
78  
REGISTRATION DOCUMENT 2017  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Statutory auditors’ report on related party agreements and commitments  
Risk Identified  
Our response  
–
When the existence of proved reserves is established, the value  
of the investments and loans is limited to the amounts of  
discounted future earnings.  
▪
on a sample of investments and loans to consolidated subsidiaries  
and equity affiliates, conducting a critical review of the conditions  
of implementation of this method by performing the following work,  
if applicable:  
▪
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. Your  
company relies in particular on the forecasts of the discounted  
future earnings resulting from the strategic plan drawn up by the  
subsidiaries.  
–
–
–
assessing the consistency of the assumptions used with the  
economic environment on the closing and reporting dates;  
comparing the forecasts of the discounted future earnings with  
the budget and strategic plan approved by the management;  
comparing the equity used for valuation with equity resulting  
from the accounts of the entities concerned, that have  
undergone an audit or analytical procedures if necessary, and  
examining the adjustments made, if any, on said equity.  
Risk Identified  
Our response  
Given the materiality of investments and loans to consolidated  
subsidiaries and equity affiliates in your company's financial statements,  
uncertainties inherent to certain items, including the probability of  
achieving the forecasts, and the judgment required to assess their value  
in use, we considered the valuation of those investments and loans to  
consolidated subsidiaries and equity affiliates to be a key audit matter.  
We also assessed the appropriateness of the information presented  
in the section entitled "Investments and loans to consolidated  
subsidiaries and equity affiliates" in the Note "Accounting policies" to  
the annual financial statements.  
Verification of the Management Report and of the Other Documents Provided to the Shareholders  
We have also performed, in accordance with professional standards applicable in France, the specific verifications required by French law.  
Information provided in the Management Report and in the Other Documents Provided to the Shareholders with respect  
to the financial position and the financial statements  
We have no matters to report as to the fair presentation and the consistency with the financial statements of the information given in the the  
Board of Directors' management report and in the other documents provided to the Shareholders with respect to the financial position and the  
financial statements.  
Report on Corporate Governance  
We confirm the existence in the Report of the Board of Directors on Corporate Governance of the information required by Articles L. 225-37-3  
and L. 225-37-4 of the French Commercial Code (Code de commerce).  
Concerning the information given in accordance with the requirements of Article L. 225-37-3 of the French Commercial Code (Code de  
commerce) relating to remunerations and benefits received by the directors and any other commitments made in their favor, 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 controlling and controlled companies. Based on this work, we attest the accuracy and fair  
presentation of this information.  
Other 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.  
10  
Report on Other Legal and Regulatory Requirements  
Appointment of the Statutory Auditors  
We were appointed as statutory auditors of TOTAL S.A. by your annual general meeting held on May 3, 1998 for KPMG S.A. (replacing CCAS,  
appointed in 1986, firm acquired by KPMG S.A. in 1997) and on May 14, 2004 for ERNST & YOUNG Audit.  
th  
th  
As at December 31, 2017, KPMG S.A. and ERNST & YOUNG Audit were in the 20 year and 14 year of total uninterrupted engagement respectively.  
Responsibilities of Management and Those Charged with Governance for the Financial Statements  
Management is responsible for the preparation and fair presentation of the financial statements in accordance with French accounting principles  
and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from  
material misstatement, whether due to fraud or error.  
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing,  
as applicable, matters related to going concern and using the going concern basis of accounting unless it is expected to liquidate the Company  
or to cease operations.  
REGISTRATION DOCUMENT 2017  
379  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Statutory auditors’ report on related party agreements and commitments  
The Audit Committee is responsible for monitoring the financial reporting process and the effectiveness of internal control and risks management  
systems and where applicable, its internal audit, regarding the accounting and financial reporting procedures.  
The financial statements were approved by the Board of Directors.  
Statutory Auditors’ Responsibilities for the Audit of the Financial Statements  
Objectives and audit approach  
Our role is to issue a report on the financial statements. Our objective is to obtain reasonable assurance about whether the financial statements  
as a whole are free from material misstatement. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit  
conducted in accordance with professional standards will always detect a material misstatement when it exists. Misstatements can arise from  
fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic  
decisions of users taken on the basis of these financial statements.  
As specified in Article L.823-10-1 of the French Commercial Code (Code de commerce), our statutory audit does not include assurance on the  
viability of the Company or the quality of management of the affairs of the Company.  
As part of an audit conducted in accordance with professional standards applicable in France, the statutory auditor exercises professional  
judgment throughout the audit and furthermore:  
▪
Identifies and assesses the risks of material misstatement of the financial statements, whether due to fraud or error, designs and performs  
audit procedures responsive to those risks, and obtains audit evidence considered to be sufficient and appropriate to provide a basis for his  
opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve  
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.  
▪
▪
▪
Obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the  
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control.  
Evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by  
management in the financial statements.  
Assesses the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained,  
whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a  
going concern. This assessment is based on the audit evidence obtained up to the date of his audit report. However, future events or  
conditions may cause the Company to cease to continue as a going concern. If the statutory auditor concludes that a material uncertainty  
exists, there is a requirement to draw attention in the audit report to the related disclosures in the financial statements or, if such disclosures  
are not provided or inadequate, to modify the opinion expressed therein.  
▪
Evaluates the overall presentation of the financial statements and assesses whether these statements represent the underlying transactions  
and events in a manner that achieves fair presentation.  
Report to the Audit Committee  
We submit a report to the Audit Committee which includes in particular a description of the scope of the audit and the audit program  
implemented, as well as the results of our audit. We also report, if any, significant deficiencies in internal control regarding the accounting and  
financial reporting procedures that we have identified.  
Our report to the Audit Committee includes the risks of material misstatement that, in our professional judgment, were of most significance in the  
audit of the financial statements of the current period and which are therefore the key audit matters that we are required to describe in this  
report.  
We also provide the Audit Committee with the declaration provided for in Article 6 of Regulation (EU) N° 537/2014, confirming our independence  
within the meaning of the rules applicable in France such as they are set in particular by Articles L.822-10 to L.822-14 of the French Commercial  
Code (Code de commerce) and in the French Code of Ethics (code de déontologie) for statutory auditors. Where appropriate, we discuss with  
the Audit Committee the risks that may reasonably be thought to bear on our independence, and the related safeguards.  
Paris-La Défense, March 14, 2018  
The Statutory Auditors  
French original signed by  
KPMG Audit  
ERNST & YOUNG Audit  
Division of KPMG S.A.  
Jacques-François Lethu  
Partner  
Eric Jacquet  
Yvon Salaün  
Laurent Miannay  
Partner  
Partner  
Partner  
3
80  
REGISTRATION DOCUMENT 2017  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Statutory Financial Statements of TOTAL S.A as parent company  
1
0.2 Statutory Financial Statements of TOTAL S.A.  
as parent company  
10.2.1 Statement of income  
As of December 31,  
(
M€)  
2017  
7,085  
(6,955)  
(111)  
19  
2016  
6,967  
(7,019)  
(79)  
2015  
9,166  
(8,844)  
(94)  
Sales  
(Note 13)  
(Note 14)  
(Note 15)  
Net operating expenses  
Operating depreciation, amortization and allowances  
OPERATING INCOME  
(131)  
(1,217)  
3,683  
117  
228  
Financial expenses and income  
Dividends  
(Note 16)  
(Note 17)  
(Note 18)  
(Note 19)  
(790)  
6,374  
385  
(1,390)  
15,402  
(3,639)  
477  
Net financial allowances and reversals  
Other financial expenses and income  
FINANCIAL INCOME  
155  
444  
6,124  
6,143  
46  
3,027  
2,896  
(8)  
10,850  
11,078  
153  
CURRENT INCOME  
Gains (Losses) on sales of marketable securities and loans  
Gains (Losses) on sales of fixed assets  
Non-recurring items  
(37)  
-
-
206  
(44)  
-
NON-RECURRING INCOME  
Employee profit-sharing plan  
Taxes  
(Note 20)  
(Note 21)  
215  
(52)  
153  
(30)  
(58)  
(36)  
306  
1,356  
4,142  
(128)  
11,067  
NET INCOME  
6,634  
1
0
REGISTRATION DOCUMENT 2017  
381  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Statutory Financial Statements of TOTAL S A as parent company  
10.2.2 Balance sheet  
ASSETS  
As of December 31,  
(
M€)  
2017  
2016  
2015  
Non-current assets  
Intangible assets  
789  
(426)  
947  
(465)  
1,039  
(529)  
Depreciation, depletion and amortization and valuation allowances  
Intangible assets, net  
(Note 2)  
363  
482  
510  
Property, plant and equipment  
Depreciation, depletion and amortization and valuation allowances  
Property, plant and equipment, net  
Subsidiaries and affiliates: investments and loans  
Depreciation on investments and loans  
Other non-current assets  
504  
511  
596  
(359)  
(360)  
(423)  
(Note 2)  
(Note 3)  
(Note 3)  
(Note 4)  
145  
151  
173  
127,838  
(4,814)  
26  
128,196  
(4,351)  
28  
120,314  
(2,211)  
43  
Investments and other non-current assets, net  
TOTAL NON-CURRENT ASSETS  
Current assets  
123,050  
123,558  
123,873  
124,506  
118,146  
118,829  
Inventories  
6
2,350  
379  
12  
2,994  
486  
6
2,038  
609  
Accounts receivables  
(Note 5)  
(Note 6)  
Marketable securities  
Cash/cash equivalents and short-term deposits  
TOTAL CURRENT ASSETS  
131  
163  
49  
2,866  
9
3,655  
4
2,702  
5
Prepaid expenses  
Currency translation adjustments  
TOTAL ASSETS  
(Note 12)  
276  
-
-
126,709  
128,165  
121,536  
LIABILITIES  
As of December 31,  
(
M€)  
2017  
2016  
2015  
Shareholders’ equity  
Share capital  
(Note 7)  
6,322  
32,882  
3,934  
6,076  
28,961  
3,935  
6,100  
30,265  
3,935  
Paid-in surplus  
Reserves  
(Note 7 B)  
Retained earnings  
14,156  
6,634  
16,035  
4,142  
10,906  
11,067  
(4,476)  
57,797  
10,768  
Net income  
Interim dividends  
(4,710)  
59,218  
7,762  
(4,542)  
54,607  
8,543  
TOTAL SHAREHOLDERS’ EQUITY  
Contingency liabilities  
Debts  
(Notes 8 and 9)  
Long-term loans  
(Note 10)  
(Note 10)  
(Note 11)  
37,828  
15,590  
5,411  
39,792  
19,171  
5,229  
33,984  
12,926  
4,849  
Short-term loans  
Accounts payable  
TOTAL DEBTS  
58,829  
118  
64,192  
143  
51,759  
165  
Accrued income  
Currency translation adjustments  
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY  
(Note 12)  
782  
680  
1,047  
126,709  
128,165  
121,536  
3
82  
REGISTRATION DOCUMENT 2017  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Statutory Financial Statements of TOTAL S A as parent company  
10.2.3 Statement of cash flow  
As of December 31,  
(
M€)  
2017  
2016  
2015  
Cash flow from operating activities  
Net income  
6,634  
38  
4,142  
89  
11,067  
119  
Depreciation, depletion and amortization  
Accrued expenses of investments  
Other provisions  
464  
2,164  
(2,225)  
4,170  
115  
(43)  
(795)  
6,341  
62  
3,685  
14,828  
(167)  
Funds generated from operations  
(
(
Gains) Losses on disposal of assets  
Increase) Decrease in working capital  
467  
3,502  
893  
(22,251)  
(75)  
Other, net  
399  
CASH FLOW FROM OPERATING ACTIVITIES  
Cash flow used in investing activities  
Purchase of property, plant and equipment and intangible assets  
Purchase of investments and long-term loans  
Investments  
7,269  
8,680  
(7,665)  
(19)  
(2,124)  
(2,143)  
1,559  
(38)  
(15,033)  
(15,071)  
2,019  
(76)  
(2,338)  
(2,414)  
3,342  
3,342  
928  
Proceeds from disposal of marketable securities and loans  
Total divestitures  
1,559  
2,019  
CASH FLOW USED IN INVESTING ACTIVITIES  
Cash flow from financing activities  
Capital increase  
(584)  
(13,052)  
459  
-
91  
(4,765)  
(2,089)  
(559)  
-
438  
-
Share buybacks  
Cash dividends paid related to the previous final year  
Cash interim dividends paid related to current year  
Repayment of long-term debt  
(1,845)  
(493)  
-
(2,143)  
(603)  
-
Increase (Decrease) in short-term borrowings and bank overdrafts  
CASH FLOW FROM FINANCING ACTIVITIES  
Increase (Decrease) in cash and cash equivalents  
Cash and cash equivalents at beginning of year  
Cash and cash equivalents at year-end  
(4,838)  
(6,717)  
(32)  
11,808  
4,486  
114  
9,064  
6,756  
19  
163  
49  
30  
131  
163  
49  
1
0
REGISTRATION DOCUMENT 2017  
383  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Statutory Financial Statements of TOTAL S A. as parent company  
10.2.4 Statement of changes in shareholders’ equity  
Common shares issued  
General  
reserves and  
retained Revaluation  
Issue  
(
M€)  
Number  
Amount  
premiums  
earnings  
16,289  
(674)  
(775)  
11,067  
(4,476)  
-
reserve  
Total  
AS OF JANUARY 1, 2015  
Balance of cash dividends paid  
Final dividend paid in shares  
Net income 2015  
2,385,267,525  
5,963  
28,319  
17 50,588  
(
a)  
-
-
47  
-
-
735  
-
-
(674)  
7
18,609,466  
-
-
-
11,067  
(4,476)  
59  
(
b)(b’)  
Cash interim dividends paid for 2015  
Issuance of common shares  
-
1,469,606  
10,479,410  
-
-
-
-
-
4
55  
354  
-
Capital increase reserved for Group employees  
Changes in revaluation differences  
26  
-
(1)  
-
379  
-
(14)  
(14)  
Expenses related to the capital increase reserved  
for employees  
-
-
(2)  
-
-
-
(2)  
863  
Capital increase by dividend paid in shares  
24,231,876  
60  
803  
-
21,430  
(571)  
(892)  
4,142  
(4,542)  
-
AS OF DECEMBER 31, 2015  
2,440,057,883  
6,100  
30,264  
3
-
57,797  
(571)  
41  
(
c)  
Balance of cash dividends paid  
Final dividend paid in shares  
Net income 2016  
-
-
61  
-
-
24,372,848  
872  
-
-
-
-
-
4,142  
(4,542)  
91  
(
d)(d’)  
Cash interim dividends paid for 2016  
Issuance of common shares  
-
-
-
2,237,918  
6
-
85  
-
-
Capital increase reserved for Group employees  
Changes in revaluation differences  
-
-
-
-
-
-
-
-
-
-
Capital increase by dividend paid in shares  
64,028,481  
160  
2,254  
-
-
2,414  
(
e)  
Capital reduction by cancellation of shares  
(100,331,268)  
(251)  
(4,514)  
-
19,567  
(734)  
(746)  
6,634  
(4,710)  
-
-
3
-
(4,765)  
54,607  
(734)  
52  
AS OF DECEMBER 31, 2016  
2,430,365,862  
6,076  
28,961  
(
f)  
Balance of cash dividends paid  
Final dividend paid in shares  
Net income 2017  
-
-
44  
-
-
754  
-
17,801,936  
-
-
-
6,634  
(4,710)  
103  
(
g)(g’)  
Cash interim dividends paid for 2017  
Issuance of common shares  
-
2,649,308  
9,532,190  
-
-
-
-
6
97  
333  
-
-
Capital increase reserved for Group employees  
Changes in revaluation differences  
24  
-
-
-
357  
-
-
-
Expenses related to the capital increase reserved  
for employees  
-
68,640,320  
-
172  
(1)  
2,738  
-
-
-
-
(1)  
2,910  
Capital increase by dividend paid in shares  
AS OF DECEMBER 31, 2017  
2,528,989,616  
6,322  
32,882  
20,011  
3
59,218  
(
a) Balance of the 2014 dividend paid in 2015: €674 million (€0.61 per share) paid in cash and €782 million paid in shares reduced by €7 million for accounting adjustment,  
according to the Shareholders’ Meeting on May 29, 2015.  
st  
(
(
(
b) Interim dividend paid in 2015 for the 1 quarter 2015: €591 million (€0.61 per share) paid in cash and €874 million paid in shares.  
nd  
rd  
b’) Interim dividend not paid in 2015 for the 2 and 3 quarters 2015: €3,011 million (€0.61 per share) with option to receive dividend in shares.  
c) Balance of the 2015 dividend paid in 2016: €571 million (€0.61 per share) paid in cash and €938 million paid in shares reduced by €46 million for accounting  
adjustment, according to the Shareholders’ Meeting on May 24, 2016.  
st  
(
(
(
(
d) Interim dividend paid in 2016 for the 1 quarter 2016: €559 million (€0.61 per share) paid in cash and €962 million paid in shares.  
nd  
rd  
d’) Interim dividend not paid in 2016 for the 2 and 3 quarters 2016: €3,021 million (€0.61 per share) with option to receive dividend in shares.  
e) See Note 7.  
f) Balance of the 2016 dividend paid in 2017: €734 million (€0.62 per share) paid in cash and €799 million paid in shares reduced by €53 million for accounting  
adjustment, according to the Shareholders’ Meeting on May 26, 2017.  
st  
(g) Interim dividend paid in 2017 for the 1 quarter 2017: €492 million (€0.62 per share) paid in cash and €1,054 million paid in shares.  
(
nd  
rd  
g’) Interim dividend not paid in 2017 for the 2 and 3 quarters 2017: €3,164 million (€0.62 per share) with option to receive dividend in shares.  
3
84  
REGISTRATION DOCUMENT 2017  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Notes to the Statutory Financial Statements  
1
0.3 Notes to the Statutory Financial Statements  
NOTE 1 Accounting policies  
386  
387  
NOTE 14 Net operating expenses  
394  
NOTE 2 Intangible assets and property, plant and  
NOTE 15 Operating depreciation, amortization  
equipment  
and allowances  
394  
395  
395  
395  
395  
395  
396  
NOTE 3 Subsidiaries and affiliates: investments  
NOTE 16 Financial expenses and income  
NOTE 17 Dividends  
and loans  
387  
389  
389  
389  
390  
392  
392  
393  
393  
394  
394  
NOTE 4 Other non-current assets  
NOTE 5 Accounts receivable  
NOTE 6 Marketable securities  
NOTE 7 Shareholders’ equity  
NOTE 8 Contingency liabilities  
NOTE 9 Employee benefits obligations  
NOTE 10 Loans  
NOTE 18 Net financial allowances and reversals  
NOTE 19 Other financial expenses and income  
NOTE 20 Non-recurring income  
NOTE 21 Basis of taxation  
NOTE 22 Foreign exchange and counterparty risk 396  
NOTE 23 Off-balance sheet commitments  
NOTE 24 Average number of employees  
397  
397  
NOTE 11 Accounts payable  
NOTE 12 Currency translation adjustments  
NOTE 13 Sales  
NOTE 25 Stock option, restricted share and free  
share plans  
398  
400  
NOTE 26 Others  
1
0
REGISTRATION DOCUMENT 2017  
385  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Notes to the Statutory Financial Statements  
NOTE 1  
Accounting policies  
The 2017 financial statements have been prepared in accordance  
with French Generally Accepted Accounting Principles (“French  
GAAP”) in force.  
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.  
Accounting principles retained for the elaboration of the financial  
statements of the 2017 financial year are identical to those of 2016.  
Other long-term financial investments are registered for their value of  
entrance to balance sheet. They are depreciated if the market value  
of the asset is lower than the net value.  
Property, plant and equipment  
Inventories  
Cost for crude oil and refined product inventories are determined  
according to the First-In, First-Out (FIFO) method.  
Property, plant and equipment are carried at cost except those  
assets that were acquired before 1976 for which the basis has been  
revalued pursuant to French regulations. They are depreciated  
according to the straight-line method over their estimated useful life,  
as follows:  
Inventories are valued at either the historical cost or the market value,  
whichever is lower.  
Buildings  
20-30 years  
5-10 years  
2-5 years  
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.  
Furniture and fixtures  
Transportation equipment  
Office equipment and furniture  
Computer equipment  
5-10 years  
3-5 years  
Provisions and other non-current liabilities  
Intangible assets  
These items include essentially:  
A provision is recognized when TOTAL S.A. 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  
estimation.  
▪
purchase prices or production cost of the software, depreciated on  
their useful life which is generally between 1 year and 3 years;  
▪
proved mineral interests correspond to the costs of the exploration  
wells which result in proved reserves. The costs of activities  
correspond essentially to the entrance fees and the bonus giving  
access to proved reserves. When the production starts, the  
capitalized exploration wells are depreciated using the  
unit-of-production method based on proved developed reserves.  
Foreign currency transactions  
Receivables and payables in foreign currency are converted into  
euros at the year-end exchange rate. Unrealized foreign exchange  
gains or losses are recognized in the balance sheets as “Currency  
translation adjustment asset or liability”. A provision for risks is  
recorded for unrealized foreign exchange losses, generated by  
individual positions.  
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.  
Financial instruments  
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.  
Loans to consolidated subsidiaries and equity affiliates are stated at  
their nominal value.  
As part of this policy, the Company may use 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.  
In the Exploration & Production 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.  
3
86  
REGISTRATION DOCUMENT 2017  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Notes to the Statutory Financial Statements  
NOTE 2  
Intangible assets and property, plant and equipment  
2017  
2016  
Depreciation,  
depletion and  
amortization  
and valuation  
allowances  
As of December 31,  
(
M€)  
Gross amount  
Net  
71  
Net  
117  
5
Headquarters  
261  
127  
99  
(190)  
(123)  
(50)  
(17)  
-
Software  
4
Proved mineral interests  
Other intangible assets  
Work in progress  
49  
54  
35  
18  
57  
-
-
1
(
a)  
Branch (A.D.G.I.L)  
528  
470  
58  
(236)  
(236)  
-
292  
234  
58  
365  
299  
66  
Proved mineral interests  
Unproved mineral interests  
TOTAL INTANGIBLE ASSETS  
789  
36  
(426)  
-
363  
36  
482  
36  
Land  
Buildings  
95  
(76)  
(283)  
(359)  
(785)  
19  
23  
Other  
373  
504  
1,293  
90  
92  
TOTAL PROPERTY, PLANT AND EQUIPMENT  
145  
508  
151  
633  
(b)  
TOTAL  
(
a) Branches’ depreciation, depletion and amortization related to commercial activity are accounted for as purchase cost of goods sold.  
b) As of December 31, 2016, aggregate cost, depreciation and valuation allowance amounted respectively to €1,458 million and €825 million.  
(
NOTE 3  
Subsidiaries and affiliates: investments and loans  
3
.1  
Changes in investments and loans  
2017  
Increases  
Decreases  
Gross amount  
at begining  
of year  
Currency  
translation  
monetary adjustment  
Gross  
amount at  
year-end  
Non  
monetary  
Non  
As of December 31,  
(
M€)  
Monetary  
Monetary  
(117)  
(
a)  
Investments  
93,931  
34,265  
698  
1,623  
2,321  
33  
-
-
(333)  
-
(885)  
94,545  
33,293  
(
b)  
Loans  
TOTAL  
(1,377)  
(1,494)  
128,196  
33  
(333)  
(885)  
127,838  
Analysis by segment  
Exploration & Production  
Gas, Renewables & Power  
Marketing & Services  
Refining & Chemicals  
Corporate  
4,394  
1,390  
805  
265  
-
-
-
(31)  
(27)  
(333)  
-
4,835  
1,628  
-
-
-
10  
6,354  
-
-
-
6,354  
27,543  
88,515  
128,196  
4
-
(72)  
-
-
-
27,475  
87,546  
127,838  
1,247  
2,321  
33  
33  
(1,364)  
(1,494)  
(885)  
(885)  
TOTAL  
(333)  
(
a) The variation of equity shares on December 31, 2017 is mainly comprised of:  
–
–
–
subscriptions to capital increases and assets disposals related to the creation of Total Global Services’ Branch;  
recapitalizations of intra-Group companies which belong to Exploration activity;  
subscription to the capital increase of Total Eren Holding for €238 million.  
(
b) Changes in loans mainly result from flows of funds from Total Finance and Total Treasury.  
REGISTRATION DOCUMENT 2017  
387  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Notes to the Statutory Financial Statements  
3
.2  
Changes in depreciation on investments and loans  
2017  
Currency  
translation  
adjustment  
As of December 31,  
(
M€)  
Begining of year  
3,980  
Allowances  
414  
Reversals  
Year-end  
4,378  
(
a)  
Investments  
(16)  
-
-
-
(
b)  
Loans  
TOTAL  
371  
65  
436  
4,351  
479  
(16)  
-
4,814  
Analysis by segment  
Exploration & Production  
Gas, Renewables & Power  
Marketing & Services  
Refining & Chemicals  
Corporate  
1,155  
279  
9
457  
-
-
-
-
-
-
-
1,612  
301  
9
22  
-
-
-
2,902  
6
-
-
(16)  
-
2,886  
6
TOTAL  
4,351  
479  
(16)  
4,814  
(
(
a) The variation on the investments allowances as of December 31, 2017 is mainly due to various provisions for €393 million on the Exploration activity.  
b) The variation of provisions on loans on December 31, 2017 is mainly due to the loans for the Exploration activity.  
3
.3  
Net investments and loans  
2017  
2016  
As of December 31,  
(
M€)  
Gross amount  
94,545  
Net allowances  
(4,378)  
Net  
90,167  
Net  
89,951  
Investments  
(
a)(b)  
Loans  
TOTAL  
33,293  
(436)  
32,857  
33,894  
(c)  
127,838  
(4,814)  
123,024  
123,845  
Analysis by segment  
Exploration & Production  
Gas, Renewables & Power  
Marketing & Services  
Refining & Chemicals  
Corporate  
4,835  
1,628  
(1,612)  
(301)  
(9)  
3,223  
1,327  
3,239  
1,111  
6,354  
6,345  
6,345  
27,475  
87,546  
127,838  
(2,886)  
(6)  
24,589  
87,540  
123,024  
24,641  
88,509  
123,845  
TOTAL  
(4,814)  
(a) As of December 31, 2017, the gross amount includes €32,882 million related to affiliates.  
(b) As of December 31, 2017, the gross amount is split into €26,555 million due in 12 months or less and €6,738 million due in more than 12 months.  
(c) As of December 31, 2016, gross amounts and net allowances amounted respectively to €128,196 million and €4,351 million.  
3
88  
REGISTRATION DOCUMENT 2017  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Notes to the Statutory Financial Statements  
NOTE 4  
Other non-current assets  
4.1  
Changes in other non-current assets  
2017  
Currency  
translation  
adjustment  
Gross  
amount at  
year-end  
Increases  
Decreases  
Gross amount  
at beginning  
of year  
Non  
monetary  
Non  
monetary  
As of December 31,  
(
M€)  
Monetary  
Monetary  
Investment portfolio  
Other non-current assets  
Deposits and guarantees  
TOTAL  
4
17  
7
-
16  
-
-
-
-
-
-
(16)  
(2)  
-
-
-
-
-
-
-
-
4
17  
5
28  
16  
(18)  
26  
4.2  
Net amounts of non-current assets  
2017  
2016  
As of December 31,  
(
M€)  
Gross amount  
Net allowances  
Net  
4
Net  
4
Investment portfolio  
4
17  
5
-
-
-
-
(
a)  
Other non-current assets  
Deposits and guarantees  
17  
5
17  
7
(b)  
TOTAL  
26  
26  
28  
(
(
a) As of December 31, 2017, the net amount is due in 12 months or less.  
b) As of December 31, 2016, gross amount and net amount were equivalent.  
NOTE 5  
Accounts receivable  
2017  
2016  
As of December 31,  
(
M€)  
Gross amount  
930  
Net allowances  
Net  
930  
Net  
930  
Accounts receivable  
Other operating receivables  
-
(2)  
1,422  
1,420  
2,350  
2,064  
2,994  
(a)(b)  
TOTAL  
2,352  
(2)  
(
(
a) Including €940 million related to affiliates as of December 31, 2017.  
b) Including €2,350 million due in 12 months or less and €2 million due in more than 12 months as of December 31, 2017.  
NOTE 6  
Marketable securities  
1
0
As of December 31, 2017, TOTAL S.A. holds 8,376,756 treasury shares TOTAL for a gross amount of €379 million.  
REGISTRATION DOCUMENT 2017  
389  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Notes to the Statutory Financial Statements  
NOTE 7  
Shareholders’ equity  
7
.1  
Common shares  
Share capital transactions are detailed as follows:  
Variation of the  
share capital  
AS OF DECEMBER 31, 2014  
2,385,267,525  
Shares issued in connection with:  
Capital increase reserved for Group employees  
10,479,410  
Capital increase within stock dividend (2014 remainder and first interim  
dividend for 2015)  
42,841,342  
1,469,606  
Exercise of TOTAL share subscription options  
(
a)  
AS OF DECEMBER 31, 2015  
Shares issued in connection with:  
2,440,057,883  
Capital increase within stock dividend (second interim dividend for 2015,  
third interim dividend for 2015, 2015 remainder and first interim dividend  
for 2016)  
88,401,329  
2,237,918  
Exercise of TOTAL share subscription options  
Reduction in share capital by cancellation of shares held by Group  
subsidiaries  
(100,331,268)  
2,430,365,862  
9,532,190  
(
b)  
AS OF DECEMBER 31, 2016  
Shares issued in connection with:  
Capital increase reserved for Group employees  
Capital increase within stock dividend (second interim dividend for 2016,  
third interim dividend for 2016, 2016 remainder and first interim dividend  
for 2017)  
86,442,256  
2,649,308  
Exercise of TOTAL share subscription options  
(
c)  
AS OF DECEMBER 31, 2017  
2,528,989,616  
(
(
(
a) Including 113,967,758 treasury shares and shares held by Group subsidiaries deducted from consolidated shareholders’ equity.  
b) Including 10,587,822 treasury shares deducted from consolidated shareholders’ equity.  
c) Including 8,376,756 treasury shares deducted from consolidated shareholders’ equity.  
was acknowledged on April 26, 2017. Moreover, the Board of  
Directors, during its meeting on April 26, 2017, based on the  
twenty-fourth resolution of the Combined General Meeting of May 24,  
Capital increase reserved for Group employees  
The Combined General Meeting of May 24, 2016, delegated to the  
Board of Directors in its twenty-third resolution, the authority to carry  
out, a capital increase, in one or more occasions within a maximum  
period of twenty-six months, reserved to members of a company or  
group savings plan of the Company.  
2
016, decided to grant 10,393 free shares to 2,086 beneficiaries  
subject to a continued employment condition during the five-year  
acquisition period that will end on April 26, 2022, as a deferred  
contribution.  
Pursuant to this delegation, the Board of Directors, during its meeting  
on July 26, 2017, decided to proceed with a capital increase  
reserved for employees and retirees of the Company that included a  
Capital increase by dividend paid in shares  
The Shareholders’ Meeting on May 26, 2017, approved the option for  
shareholders to receive the fourth quarter dividend for the fiscal year  
classic offering and  
a leveraged offering depending on the  
employees’ choice, within the limit of 18 million shares with  
immediate dividend rights. The Board of Directors has delegated all  
powers to the Chairman and Chief Executive Officer to determine the  
opening and closing of the subscription period and the subscription  
price. This capital increase, to be open in 2018, is expected to be  
completed before the General Meeting of 2018.  
2
016 in shares or in cash.  
Another resolution has been approved at the Shareholders’ Meeting  
on May 26, 2017, being that if one or more interim dividends are  
decided by the Board of Directors for the fiscal year 2017, then  
shareholders would have the option to receive each of this or these  
interim dividends in shares or in cash.  
In 2017, TOTAL S.A. proceeded with a capital increase reserved for  
employees and retirees of the Company which resulted in the  
subscription of 9,350,220 shares with a par value of €2.50 at a unit  
price of €38.10 and of the issuance of 181,970 shares with a par  
value of €2.50 granted as free shares. The issuance of the shares  
Terms of these operations are included in Note 9 – Shareholders’  
equity- to the Consolidated Financial Statements attached in the  
Registration Document.  
3
90  
REGISTRATION DOCUMENT 2017  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Notes to the Statutory Financial Statements  
Treasury shares (TOTAL shares held by TOTAL S.A.)  
As of December 31, 2017, TOTAL S.A. holds 8,376,756 of its own  
shares, representing 0.33% of its share capital, detailed as follows:  
TOTAL shares held by Group subsidiaries  
and cancellation shares.  
TOTAL S.A. did not cancel any shares in 2017  
▪
8,345,847 shares allocated to TOTAL share grant plans for Group  
employees; and  
In 2016, TOTAL S.A. reduced the Company's capital through the  
cancellation of shares.  
▪
30,909 shares intended to be allocated to new TOTAL share  
purchase option plans or to new share grant plans.  
At its meeting on December 15, 2016, and pursuant to the  
authorization of the Extraordinary Shareholders’ Meeting of May 11,  
2012, the Board of Directors of TOTAL S.A. decided to cancel  
100,331,268 shares held by Group subsidiaries that TOTAL S.A. had  
previously bought back off-market at price €47.495, from four of its  
These shares are deducted from the consolidated shareholders’  
equity.  
As of December 31, 2016, TOTAL S.A. held 10,587,822 of its own  
shares, representing 0.44% of its share capital, detailed as follows:  
1
00% indirectly controlled subsidiaries under the authorization  
described above  
▪
10,555,887 shares allocated to TOTAL share grant plans for Group  
employees; and  
This buyback of shares, immediately followed by their cancellation,  
means that Group affiliates no longer hold treasury shares as part of  
the policy to simplify the Group’s structures.  
▪
31,935 shares intended to be allocated to new TOTAL share  
purchase option plans or to new share grant plans.  
As of December 31, 2015 and 2014, TOTAL S.A. held indirectly  
through its subsidiaries 100,331,268 of its own shares, representing  
4.11% of its share capital as of December 31, 2015, 4.21% of its  
share capital as of December 31, 2014, detailed as follows:  
These shares were deducted from the consolidated shareholders’  
equity.  
As of December 31, 2015, TOTAL S.A. held 13,636,490 of its own  
shares, representing 0.56% of its share capital, detailed as follows:  
▪
2,023,672 shares held by a consolidated subsidiary, Total  
Nucléaire, 100% indirectly controlled by TOTAL S.A.; and  
▪
13,603,525 shares allocated to TOTAL share grant plans for Group  
employees; and  
▪
98,307,596 shares held by subsidiaries of Elf Aquitaine (Financière  
Valorgest, Sogapar and Fingestval), 100% indirectly controlled by  
TOTAL S.A.  
▪
32,965 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.  
These shares were deducted from the consolidated shareholders’  
equity.  
TOTAL S.A. did not cancel any shares in 2015.  
7
.2  
Reserves  
As of December 31,  
(
M€)  
2017  
3
2016  
3
2015  
3
Revaluation reserves  
Legal reserves  
Untaxed reserves  
Other reserves  
TOTAL  
740  
740  
740  
2,808  
383  
2,808  
384  
2,808  
384  
3,934  
3,935  
3,935  
1
0
REGISTRATION DOCUMENT 2017  
391  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Notes to the Statutory Financial Statements  
NOTE 8  
Contingency liabilities  
2017  
Gross amount  
at beginning  
of year  
Reversals on  
Currency  
translation  
adjustment  
Gross  
amount at  
year-end  
As of December 31,  
(
M€)  
Allowances  
Used  
Unused  
Provisions for financial risks  
8,022  
7,985  
37  
5
(854)  
(1)  
-
7,172  
7,131  
41  
Guarantee of the subsidiaries of Exploration  
&
Production activity  
-
5
(854)  
-
-
(1)  
-
-
Provisions for risks linked to loans and  
investments  
-
Provisions for operating risks and  
compensation expenses  
493  
223  
(132)  
(1)  
583  
Provisions for pensions benefits, and other  
(
a)  
benefits  
282  
12  
48  
-
(45)  
(2)  
-
-
-
285  
10  
Provisions for long-service medals  
Provisions for compensation expenses  
Other operating provisions  
-
-
196  
3
153  
22  
1
(85)  
-
264  
24  
-
-
(1)  
-
(b)  
Provisions for non-recurring items  
28  
(22)  
-
7
TOTAL  
8,543  
229  
(1,008)  
(1)  
(1)  
7,762  
(
(
a) See Note 9.  
b) Provision regarding a fiscal dispute from previous years.  
NOTE 9  
Employee benefits obligations  
TOTAL S.A. participates in death-disability, pension, early retirement  
and severance pay plans. Expenses for defined contribution and  
multi-employer plans correspond to the contributions paid.  
For defined benefit plans, commitments are determined using a  
prospective methodology called “projected unit credit method”. The  
commitment actuarial value depends on various parameters such as  
the length of service, the life expectancy, the employee turnover rate  
and the salary increase and discount rate assumptions.  
TOTAL S.A. recorded €285 million as a provision for pension benefits  
and other benefits as of December 31, 2017 and €282 million as of  
December 31, 2016.  
The actuarial assumptions used as of December 31, are the following:  
2
017  
2016  
1,60%  
Discount rate  
1,60%  
2,80%  
Average expected rate of salary increase  
Average residual life expectancy of operations  
4,70%  
10-20 years  
10-20 years  
TOTAL S.A. records a provision in its accounts for the net actuarial liability of the plan assets and the deferred 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€)  
2017  
229  
(35)  
2016  
255  
(35)  
Actuarial liability as of December 31,  
Deferred gains and losses to be amortized  
PROVISION FOR PENSION BENEFITS AND OTHER BENEFITS  
AS OF DECEMBER 31,  
194  
220  
3
92  
REGISTRATION DOCUMENT 2017  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Notes to the Statutory Financial Statements  
The Company’s commitment for pension plans covered through insurance companies amounts to:  
(
M€)  
2017  
611  
(431)  
180  
91  
2016  
675  
(479)  
196  
62  
Actuarial liability as of December 31,  
Plan assets  
NET COMMITMENT AS OF DECEMBER 31,  
Provision for pension benefits and other benefits as of December 31,  
NOTE 10 Loans  
Due dates as of December 31,  
Within  
1 year  
More than  
5 years  
(
M€)  
2017  
1 to 5 years  
2016  
Bonds  
€
2,500 2.25% Perpetual Non-Call 6 year 02/2021  
2,500  
2,500  
1,001  
1,750  
1,000  
-
-
-
-
-
2,500  
-
-
2,500  
-
2,500  
2,500  
1,138  
1,750  
1,000  
€
0
2,500 2.625% Perpetual Non-Call 10 year  
2/2025  
$
2
1,200 0.5% Non-Dilutive Convertible Bonds due  
022  
(
a)  
1,001  
1,750  
-
€
0
1,750 3.875% Perpetual Non-Call 6 year –  
5/2022  
-
€
0
1,000 2.708% Perpetual Non-Call 6.6 year –  
5/2023  
1,000  
€
1
1,500 3.369% Perpetual Non-Call 10 year –  
0/2026  
1,500  
177  
-
177  
-
-
1,500  
1,500  
166  
Accrued interest  
-
5,000  
-
TOTAL BONDS  
10,428  
27,976  
15,014  
53,418  
177  
5,251  
27,577  
-
10,554  
29,869  
18,540  
58,963  
(
b)  
Other loans  
399  
(
c)  
Current accounts  
15,014  
15,590  
-
TOTAL  
32,828  
5,000  
(
(
(
a) This loan was converted into floating rate debt by issuance of asset-backed swaps individually  
b) Including €27,975 million as of December 31, 2017 and €29,867 million as of December 31, 2016 related to affiliates.  
c) Including €15,014 million as of December 31, 2017 and €18,540 million as of December 31, 2016 related to affiliates.  
NOTE 11 Accounts payable  
As of December 31,  
(
M€)  
2017  
2016  
(a)  
(b)  
Suppliers  
1,133  
1,202  
Other operating liabilities  
4,278  
4,027  
(c)(d)  
TOTAL  
5,411  
5,229  
1
0
(
a) Excluding invoices not yet received (€531 million), the outstanding liability amounts to €602 million, of which:  
–
–
–
–
–
€553 million for invoices of foreign suppliers to foreign branches for which the payment schedule is as follows:  
€195 million within 1 month and €358 million payable no later than 6 months;  
€8 million non-Group for which the payment schedule is as follows:  
€2 million due on December 31, 2017 and €6 million payable no later than January 31, 2018;  
€41 million to the Group for which the payment schedule is as follows: €7 million due on December 31, 2017 and €34 million payable no later than January 31, 2018.  
(
b) Excluding invoices not yet received (€453 million), the outstanding liability amounts to €749 million, of which:  
–
–
–
–
–
€535 million for invoices of foreign suppliers to foreign branches for which the payment schedule is as follows:  
€156 million within 1 month and €379 million payable no later than 6 months;  
€8 million non-Group for which the payment schedule is as follows:  
€2 million due on December 31, 2016 and €6 million payable no later than January 31, 2017;  
€206 million to the Group for which the payment schedule is as follows: €17 million due on December 31, 2016 and €189 million payable no later than January 31,  
2017.  
(
(
c) Including €507 million in 2017 and €401 million in 2016 related to affiliates.  
d) Due in 12 months or less.  
REGISTRATION DOCUMENT 2017  
393  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Notes to the Statutory Financial Statements  
NOTE 12 Currency translation adjustments  
The application of the foreign currency translation method outlined in Note 1, currency translation adjustments asset and liability resulted in a net  
currency translation adjustment of €506 million as of December 31, 2017, mainly due to the revaluation of dollars loans.  
NOTE 13 Sales  
Rest of  
Europe  
North  
America  
Middle East &  
Africa Rest of world  
(
M€)  
France  
161  
-
Total  
7,085  
5,146  
1,939  
6,967  
6,876  
2,290  
FISCAL YEAR ENDED DECEMBER 31, 2017  
Hydrocarbon and oil products  
Technical support fees  
5,228  
5,015  
213  
23  
-
833  
-
840  
131  
709  
773  
124  
649  
161  
245  
-
23  
23  
-
833  
825  
-
FISCAL YEAR ENDED DECEMBER 31, 2016  
Hydrocarbon and oil products  
Technical support fees  
5,101  
4,818  
283  
245  
23  
825  
NOTE 14 Net operating expenses  
(
M€)  
2017  
(4,091)  
(1,601)  
(63)  
2016  
(4,117)  
(1,546)  
(45)  
Purchase cost of goods sold  
Other purchases and external expenses  
Taxes  
Personnel expenses  
TOTAL  
(1,200)  
(1,311)  
(7,019)  
(6,955)  
NOTE 15 Operating depreciation, amortization and allowances  
(
M€)  
2017  
2016  
Depreciation, valuation allowance and amortization on  
–
–
–
Property, plant and equipment and intangible assets  
Employee benefits  
(35)  
(201)  
-
(50)  
(164)  
-
Current assets  
SUBTOTAL 1  
(236)  
(214)  
Reversals on  
–
–
–
Property, plant and equipment and intangible assets  
Employee benefits  
-
124  
1
-
134  
1
Current assets  
SUBTOTAL 2  
125  
(111)  
135  
(79)  
TOTAL (1+2)  
3
94  
REGISTRATION DOCUMENT 2017  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Notes to the Statutory Financial Statements  
NOTE 16 Financial expenses and income  
(
M€)  
2017  
2016  
Financial expenses  
Interest expenses and other  
(613)  
(333)  
(946)  
(467)  
(869)  
Depreciation on investments and loans to subsidiaries and affiliates  
(a)  
SUBTOTAL 1  
(1,336)  
Financial income  
Net gain on sales of marketable securities and interest on loans to subsidiaries and affiliates  
Interest on short-term deposits and other  
23  
133  
18  
101  
(b)  
SUBTOTAL 2  
TOTAL (1+2)  
156  
119  
(790)  
(1,217)  
(
(
a) Including €(606) million as of December 31, 2017 and €(1,091) million as of December 31, 2016 related to affiliates.  
b) Including €40 million as of December 31, 2017 and €24 million as of December 31, 2016 related to affiliates.  
NOTE 17 Dividends  
(
M€)  
2017  
140  
2016  
111  
Exploration & Production  
Gas, Renewables & Power  
Marketing & Services  
Refining & Chemicals  
Corporate  
90  
80  
854  
1,466  
133  
14  
5,276  
6,374  
1,893  
3,683  
TOTAL  
NOTE 18 Net financial allowances and reversals  
(
M€)  
2017  
(458)  
(20)  
-
2016  
(763)  
-
Exploration & Production  
Gas, Renewables & Power  
Marketing & Services  
Refining & Chemicals  
Corporate  
5
16  
21  
847  
385  
854  
117  
TOTAL  
NOTE 19 Other financial expenses and income  
1
0
This net profit of €155 million is comprised entirely of foreign exchange profits.  
NOTE 20 Non-recurring income  
Non-recurring income is a profit of €215 million and it is mainly  
comprised of:  
▪
▪
▪
▪
Loss of €37 million on the disposal of a bond;  
Proceeds received for €201 million following a dispute settlement;  
Scholarships and grants payment for €16 million;  
▪
Profit on disposals amounting to €46 million detailed as follows:  
–
–
Profit of €16 million following the creation of Total Global  
Services Branch,  
Reversal of a provision on tax payables due for €21 million,  
regarding prior years.  
Profit of €30 million due to additional price related to 2015 Total  
Coal South Africa Pty Ltd disposal;  
REGISTRATION DOCUMENT 2017  
395  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Notes to the Statutory Financial Statements  
NOTE 21 Basis of taxation  
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 209-I). It is also  
taxed outside France on income from its direct operations abroad.  
▪
▪
▪
Total Marketing France;  
Total Raffinage Chimie;  
Total Marketing Services.  
The French tax rate consists of the standard corporation tax rate  
33.33%), plus additional and exceptional taxes applicable in  
017, which brings the overall income tax rate to 44.43%.  
Moreover, since January 1, 1992, TOTAL S.A. has elected the  
(
2
9
5%-owned French subsidiaries tax regime provided for by  
Articles 223 A et seq. 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 losses realized by these subsidiaries during the consolidation  
period are definitively acquired by the parent company.  
For the fiscal year 2017, TOTAL S.A. recorded a net tax profit of  
306 million in the income statement, which is split into a net tax  
€
income of €1,306 million from the payment of French subsidiaries  
under the tax consolidation scheme, a 3% tax refund on  
dividends and €1,000 million tax expense charged to foreign  
branches.  
The tax group consists of the parent Company and 191  
subsidiaries owned for more than 95% whose main contributors  
to the consolidated taxable income at December 31, 2017 are:  
TOTAL S.A. does not record deferred tax in its statutory financial  
statements; however, the main temporary differences are as  
follows:  
▪
▪
▪
TOTAL S.A.;  
Total Raffinage France;  
Total Petrochemicals France;  
As of December 31,  
(
M€)  
2017  
285  
506  
115  
906  
2016  
282  
Pension, benefits and other benefits  
Net currency translation adjustment  
Other, net  
680  
89  
TOTAL NET ASSETS  
1,051  
NOTE 22 Foreign exchange 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 market.  
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.  
An independent department from the dealing room 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.  
3
96  
REGISTRATION DOCUMENT 2017  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Notes to the Statutory Financial Statements  
NOTE 23 Off-balance sheet commitments  
As of December 31,  
(
M€)  
2017  
2016  
Commitments given  
Guarantees on custom duties  
Bank guarantees  
1,135  
12,518  
24,125  
202  
1,120  
13,351  
11,231  
28  
(
a)  
Guarantees given on other commitments  
Guarantees related to confirmed lines of credit  
(
b)  
Short-term financing plan  
18,341  
47,592  
103,913  
20,179  
52,038  
97,947  
(
b)  
Bond issue plan  
TOTAL OF COMMITMENTS GIVEN  
Commitments received  
Guarantees related to confirmed lines of credit  
Guarantees on confirmed authorized bank overdrafts  
Other commitments received  
9,571  
-
9,559  
-
236  
301  
TOTAL OF COMMITMENTS RECEIVED  
9,807  
9,860  
(
a) This item mainly includes the following commitments: shareholder agreements, financing guarantees, payment guarantees, and reservation of oil and gas transport and  
storage capacity guarantees.  
(
b) Guarantees of bond issues and short-term financing plans incurred by Total Capital, Total Capital International & Total Capital Canada. On the overall plan amount of  
€65,933 million, €45,017 million were incurred as of December 31, 2017 compared with €55,008 million as of December 31, 2016.  
Portfolio of financial derivative instruments  
The off-balance sheet commitments related to financial derivative instruments are set forth below.  
As of December 31,  
(
M€)  
2017  
2016  
Issue swaps  
(
a)  
Notional value  
1,001  
(125)  
1,138  
(159)  
(
b)  
Market value, accrued coupon interest  
(
(
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.  
NOTE 24 Average number of employees  
2
017  
2016  
5,179  
1,326  
397  
Managers  
4,872  
1,195  
237  
Supervisors  
Technical and administrative staff  
TOTAL  
1
0
6,304  
6,902  
REGISTRATION DOCUMENT 2017  
397  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Notes to the Statutory Financial Statements  
NOTE 25 Stock option, restricted share and free share plans  
2
5.1 TOTAL share subscription option plans  
Weighted  
average  
exercise  
price  
2
007 Plan  
2008 Plan  
2009 Plan  
2010 Plan  
2011 Plan  
Total  
(€)  
Date of the Shareholders’ Meeting  
05/11/2007 05/11/2007 05/11/2007 05/21/2010 05/21/2010  
07/17/2007 10/09/2008 09/15/2009 09/14/2010 09/14/2011  
(
a)  
Date of the award  
Exercise price  
Expiry date  
60.10 33.00  
42.90  
39.90  
38.20  
07/17/2015 10/09/2016 09/15/2017 09/14/2018 09/14/2019  
Number of options  
Existing options as of january 1, 2015 5,847,965 3,215,884 3,011,269  
3,701,218  
859,075  
16,635,411  
-
46.85  
-
Granted  
-
-
-
-
-
-
-
-
(
b)  
Cancelled  
Exercised  
(5,847,965)  
-
(5,847,965)  
(1,469,606)  
9,317,840  
-
60.10  
40.16  
39.58  
-
-
-
-
-
-
-
-
-
-
(654,382)  
(300,486)  
(377,972)  
(136,766)  
Existing options as of January 1, 2016  
2,561,502 2,710,783 3,323,246  
722,309  
Granted  
-
-
-
-
-
-
(b)  
Cancelled  
Exercised  
(1,794,304)  
-
(95,981)  
626,328  
-
(1,794,304)  
(2,237,918)  
5,285,618  
-
42.90  
40.30  
38.16  
-
(767,198)  
(931,730)  
(443,009)  
Existing options as of January 1, 2017  
-
-
-
-
1,779,053 2,880,237  
Granted  
-
(195,370)  
-
-
(
b)  
Cancelled  
Exercised  
-
(195,370)  
(2,649,308)  
39.90  
38.95  
(1,583,683)  
(929,865)  
(135,760)  
EXISTING OPTIONS AS OF  
DECEMBER 31, 2017  
-
-
-
1,950,372  
490,568  
2,440,940  
37.15  
(
(
a) The grant date is the date of the Board meeting awarding the share subscription options, except for the grant of October 9, 2008, which was decided by the Board on  
September 9, 2008.  
b) Out of the options canceled in 2015, 2016 and 2017, 5,847,965 options that were not exercised expired on July 17, 2015 due to the expiry of the 2007 plan, 1,794,304  
options that were not exercised expired on October 9, 2016 due to the expiry of the 2008 plan and 195,370 options that were not exercised expired on September 15,  
2017 due to expiry of 2009 plan.  
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  
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.  
Since the 2011 Plan, no new TOTAL share subscription option  
plan or TOTAL share purchase plan was decided.  
4
-year transfer restriction period does not apply to employees of  
3
98  
REGISTRATION DOCUMENT 2017  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Notes to the Statutory Financial Statements  
2
5.2 TOTAL performance shares grants  
2
013 Plan  
2014 Plan  
2015 Plan  
2016 Plan  
2017 Plan  
Total  
Date of the Shareholders’ Meeting  
Date of the award  
05/13/2011 05/16/2014 05/16/2014 05/24/2016 05/24/2016  
07/25/2013 07/29/2014 07/28/2015 07/27/2016 07/26/2017  
Date of the final award (end of the vesting  
period)  
07/26/2016 07/30/2017 07/29/2018 07/28/2019 07/27/2020  
07/26/2018 07/30/2019 07/29/2020 07/29/2021 07/28/2022  
Transfer authorized as from  
Number of performance shares  
Outstanding as of January 1, 2015  
Notified  
4,464,200  
4,486,300  
4,475,030  
-
4,761,935  
-
5,639,400  
5,679,949  
25,031,784  
8,909,490  
4,761,935  
(52,290)  
4,434,460  
-
-
-
4,761,935  
(1,430)  
-
-
-
Cancelled  
(28,230)  
(22,630)  
(49,940)  
4,402,460  
-
-
-
-
Finally granted  
(55,400)  
-
(105,340)  
Outstanding as of January 1, 2016  
4,350,830  
4,760,505  
-
-
-
13,513,795  
5,639,400  
(1,371,506)  
(3,048,894)  
14,732,795  
5,679,949  
(2,219,260)  
(2,210,040)  
Notified  
-
5,639,400  
(1,730)  
(110)  
-
(
a)  
Cancelled  
Finally granted  
(1,303,506)  
(37,100)  
(860)  
(29,170)  
(600)  
-
(
a)  
(3,047,324)  
-
Outstanding as of January 1, 2017  
-
-
-
-
-
4,364,500  
-
4,730,735  
-
5,637,560  
-
-
5,679,949  
(910)  
Notified  
Cancelled  
(2,157,820)  
(2,206,680)  
-
(31,480)  
(1,950)  
4, 697,305  
(29,050)  
(1,410)  
5,607,100  
Finally granted  
-
OUTSTANDING AS OF DECEMBER 31, 2017  
5,679,039 15,983,444  
(
a) The number of performance shares finally granted in 2016 has been adjusted by 226 performance shares granted in 2017.  
The performance shares, which are bought back by the Company on  
the market, are finally granted to their beneficiaries after a 3-year  
vesting period from the date of the grant. The final grant is subject to  
a continued employment condition and one performance condition  
for the 2013 and 2014 Plans and two performance conditions for the  
beginning and at the end of each three-year period (Q4 year  
N/Q4 year N-3). The dividend is considered as being reinvested on  
the closing price basis, on the ex-dividend date;  
▪
the Group ranking relative to those of its peers (ExxonMobil, Royal  
Dutch Shell, BP and Chevron), which is evaluated annually using  
the yearly variation in net cash-flow per share, in USD, as  
released by companies.  
2
015 and following Plans. Moreover, the transfer of the performance  
shares finally granted will not be permitted until the end of a 2-year  
holding period from the date of the final grant.  
Depending on TOTAL S.A.’s ranking, a grant rate is determined each  
year, for both criterion:  
2017 Plan  
st  
▪
▪
▪
▪
1
2
3
4
place: 180% of the grant;  
place: 130% of the grant;  
place: 80% of the grant;  
The Board of Directors decided on July 26, 2017 to proceed with  
Total performance share grants in favor of certain employees and  
executive directors of the Company or companies of the Group,  
subject to the fulfillment of the presence condition and of the two  
performance conditions.  
nd  
rd  
th  
th  
and 5 places: 0% of the grant.  
For both conditions, the average of the three “attribution rates” (on  
each of the three financial years on which the performance conditions  
are based), will be expressed in % and capped at 100%.  
The presence condition applies to all shares.  
The performance conditions, each of them respectively representing  
5
0% of the final grant rate, are as follows:  
The performance conditions apply for all shares granted to senior  
executives. The first 150 shares granted to non-senior executive are  
not subject to the performance conditions, but all shares beyond this  
threshold are subject to the performance conditions.  
▪
the Group ranking relative to those of its peers (ExxonMobil, Royal  
Dutch Shell, BP and Chevron) according to the Total  
Shareholder Return (TSR) criteria, which is evaluated annually  
using the average of closing prices over one quarter, in USD, at the  
1
0
REGISTRATION DOCUMENT 2017  
399  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Notes to the Statutory Financial Statements  
NOTE 26 Others  
Compensation for the administration  
and management bodies  
The aggregate amount of direct and indirect compensation of any  
kind received in 2017 from the French and foreign affiliates of the  
Group by the main executive officers of TOTAL in function as of  
December 31, 2017 (13 persons against 12 in 2016) amounted to  
Post closing events  
Acquisition of Maersk Oil  
On August 21, 2017, TOTAL SA (the Company) and the Danish  
company AP Møller  
– Maersk A/S settled a Share Transfer  
Agreement. The agreement concludes that AP Møller – Maersk  
brings to TOTAL the entire capital of its subsidiary, Maersk Olie og  
Gas A/S (Maersk Oil), in the context of a transaction in shares  
€
13.66 million in 2017 (compared to €11.98 million in 2016),  
including €10.45 million for the members of the Executive Committee  
7 persons). The variable bonus has represented 47.97% of this  
(contribution of securities) and in debt, with a cash payment  
(
counterpart, subject to the fulfillment of different precedent  
conditions.  
overall amount of €13.66 million.  
As of December 31, 2017, the main Group Executive Officers include  
the member of the Executive Committee and the four directors of the  
corporate functions members of the Group Performance  
Management Committee (Communication, Legal, Health Safety &  
Environment, Strategy & Climate), the Deputy Chief Financial Officer  
and the Treasurer of the Group.  
On February 7, 2018, the Board of Directors, first reviewed the  
auditors’ report regarding the valuation of the Contributed Securities,  
then approved the two following clauses under the precedent  
conditions stipulated in the Share Transfer Agreement which had not  
yet been fulfilled:  
▪
the contribution to the Company of 100% of the capital of Maersk  
Oil (the Contributed Securities) valued at €4,213,434,373.79,  
subject to the allocation to AP Møller – Maersk A/S of 97,522,593  
new shares of the Company with a nominal value of €2.5 each, to  
be issued with a whole aggregate premium of €3,969,627,891.29;  
The compensation allocated to the members of the Board of  
Directors relating to directors’ fees amount to €1.28 million in 2017  
(compared to €1.10 million in 2016).  
Pension benefits for the Group’s executive officers, for some  
members of the Board of Directors and for employees and former  
employees of the Group amount to €99.8 million as of December 31,  
▪
the valuation of the contribution and its financial remuneration.  
2
017 (compared to €99.3 millions in 2016). They include severance  
The acquisition will be officially established when the CEO  
acknowledges, by virtue of the authority vested in him by the Board  
of Directors, the final remuneration of the capital increase by the  
Contributed Securities.  
to be paid at the time of retirement, supplementary pension schemes  
and death-disability plans.  
Legal proceedings  
All legal proceedings involving TOTAL S.A. are included in Note 12.2  
–
Other risks and commitments – to the Consolidated Financial  
Statements attached to the Registration Document.  
4
00  
REGISTRATION DOCUMENT 2017  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Other financial information concerning the parent company  
1
0.4 Other financial information concerning  
the parent company  
10.4.1 Subsidiaries and affiliates  
%
of share  
capital  
Book value of  
investments  
Other  
share-  
hoders’  
equity  
owned by  
the  
Company  
Commitments  
Net Dividends &  
Sales income allocatedcontingencies  
As of December 31, 2017  
Share  
capital  
Loans &  
net advances  
(
M€)  
gross  
Subsidiaries  
Chartering and Shipping Services S.A.  
Elf Aquitaine S.A.S  
100.0  
100.0  
100.0  
100.0  
100.0  
100.0  
100.0  
100.0  
100.0  
100.0  
100.0  
100.0  
100.0  
100.0  
33.9  
12  
2,889  
33  
132  
40,292  
1,159  
880  
194  
-
92  
92  
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,285  
(31)  
-
-
46,905  
114  
46,905  
-
4,979  
79  
5
5,092  
-
Omnium Reinsurance Company S.A.  
Saft Groupe S.A.  
114  
-
179  
-
26  
961  
961  
744  
20  
-
Total China Investment Co Ltd  
Total E&P Angola Block 39  
Total E&P Côte d’Ivoire CI-514  
Total E&P Holding Ichthys  
Total E&P Iraq  
165  
148  
96  
140  
140  
459  
64  
-
55  
-
148  
-
-
-
-
95  
96  
-
-
3
-
-
91  
(26)  
84  
84  
-
(16)  
9
-
-
14  
(2)  
67  
67  
228  
-
-
Total E&P Madagascar  
Total E&P Maroc  
150  
75  
(151)  
(75)  
161  
-
-
-
-
-
-
75  
-
-
-
-
Total E&P Nigeria Deepwater G Ltd  
Total E&P Nurmunai  
-
7
147  
-
-
(15)  
-
-
-
120  
101  
471  
-
(116)  
(83)  
120  
-
-
-
-
Total E&P South East Mahakam  
Total Eren Holding  
101  
-
-
-
-
-
-
238  
238  
6
-
-
-
-
Total Gasandes  
100.0  
100.0  
53.2  
12  
148  
-
2
-
-
Total Gestion USA  
3,969  
65  
1,243  
8,826  
2,752  
(2)  
3,969  
4,446  
6,204  
2,855  
13,171  
3,188  
3,969  
4,446  
6,204  
2,855  
13,171  
473  
-
(32)  
2,260  
329  
(1)  
73  
442  
-
-
Total Holdings Europe  
Total Marketing Services  
Total Qatar  
-
-
-
100.0  
100.0  
100.0  
60.2  
324  
198  
934  
191  
31  
801  
-
-
-
-
-
-
-
Total Raffinage Chimie  
Total Raffinage France  
12,351  
915  
-
18,145  
212  
Total Refining & Chemicals  
Saudi Arabia S.A.S.  
100.0  
100.0  
100.0  
-
80  
16  
5
41  
80  
125  
80  
26  
545  
1
37  
(7)  
-
-
-
Total Solar  
6
5,070  
-
-
-
3
71,746  
-
-
-
Total Oil Trading S.A.  
9,900  
1,015  
9,900  
733  
-
-
(b)  
(a)(c)  
Other  
TOTAL  
-
440 32,747  
227  
6,374  
79,576  
94,550 90,171 33,292  
79,788  
(
(
(
a) Including Total Finance for €5,370 million and Total Treasury for €26,554 million.  
b) Including €65,933 million concerning Total Capital, Total Capital International and Total Capital Canada for bond issue and short-term financing plans.  
c) This item covers subsidiaries and affiliates whose gross value does not exceed 1% of the share capital.  
1
0
REGISTRATION DOCUMENT 2017  
401  
 
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Other financial information concerning the parent company  
10.4.2 Five-year financial data  
Share capital at year-end  
(
K€)  
2017  
2016  
2015  
2014  
2013  
Share capital  
6,322,474  
6,075,915  
6,100,145  
5,963,169  
5,944,195  
Number of common shares outstanding  
Number of future shares to issue:  
2,528,989,616 2,430,365,862 2,440,057,883 2,385,267,525 2,377,678,160  
–
share subscription options  
global free share plan  
2,440,940  
-
5,285,618  
-
9,317,840  
-
16,635,411  
-
25,356,113  
873,475  
–
Operation and income for the year  
(
K€)  
2017  
5,145,646  
38,000  
2016  
4,941,770  
51,080  
2015  
6,876,418  
43,000  
2014  
10,632,425  
49,600  
2013  
14,295,556  
61,000  
Net commercial sales  
Employee profit sharing  
Net income  
6,633,806  
14,156,336  
20,790,142  
6,665,233  
14,124,909  
4,142,392  
16,034,909  
20,177,301  
6,104,481  
14,072,820  
11,066,894  
10,905,797  
21,972,691  
6,080,872  
15,891,819  
6,044,542  
10,684,795  
16,729,337  
5,866,069  
10,863,268  
6,031,467  
10,291,083  
16,322,550  
5,661,590  
10,660,960  
Retained earnings before appropriation  
Income available for appropriation  
Dividends (including interim dividends)  
Retained earnings  
Earnings per share  
(
€)  
2017  
2016  
2015  
2014  
2013  
Income after tax, before depreciation, amortization  
(
a)  
and provisions  
2.54  
1.73  
6.41  
3.57  
3.06  
Income after tax and depreciation, amortization  
(
a)  
and provisions  
2.66  
2.48  
1.73  
2.45  
4.80  
2.44  
2.65  
2.44  
2.66  
2.38  
Net dividend per share  
Employees  
(
K€)  
2017  
6,304  
2016  
6,902  
2015  
7,076  
2014  
7,261  
2013  
7,193  
(
b)  
Average number of employees during the year  
Total payroll for the year  
896,087  
334,584  
963,311  
363,275  
863,280  
394,346  
1,045,114  
389,799  
1,007,778  
374,378  
Social security and other staff benefits  
(
(
a) 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.  
b) Including employees on end-of-career leave or taking early retirement (dispensations from work, 89 people in 2013, 89 people in 2014, 106 people in 2015, 130 people  
in 2016 and 168 people in 2017).  
4
02  
REGISTRATION DOCUMENT 2017  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
Other financial information concerning the parent company  
10.4.3 Proposed allocation of 2017 income  
(
Net dividend proposed: €2.48 per share)  
(
€)  
Income for the year  
6,633,805,882  
14,156,335,652  
20,790,141,534  
6,665,232,232  
Retained earnings before appropriation  
TOTAL AVAILABLE FOR ALLOCATION  
(a)  
2017 dividends: €2.48 per share  
Retained earnings  
14,124,909,302  
20,790,141,534  
TOTAL ALLOCATED  
(
a) The total dividend amount would be €6,665,232,232 based on a maximum number of shares entitled to a dividend for fiscal year 2017, i.e., 2,687,593,642.  
10.4.4 Statement of changes in share capital for the past five years  
Cash contributions  
Cumulative  
number of  
common shares  
of the Company  
Successive  
amounts of  
nominal capital  
For the year ended  
Issue/conversion  
premium  
(
K€)  
Par value  
2
2
2
013 CHANGES IN CAPITAL  
Exercise of share subscription options  
Capital increase reserved for Group Employees  
014 CHANGES IN CAPITAL  
2,357  
32,879  
5,917,190  
5,944,195  
2,366,875,945  
2,377,678,160  
27,005  
302,694  
Exercise of share subscription options  
Capital increase reserved for Group Employees  
015 CHANGES IN CAPITAL  
17,307  
1,667  
299,457  
-
5,961,502  
5,963,169  
2,384,600,950  
2,385,267,525  
Exercise of share subscription options  
Capital increase reserved for Group Employees  
Capital increase by dividend paid in shares  
016 CHANGES IN CAPITAL  
3,674  
26,198  
55,340  
353,812  
5,966,843  
5,993,041  
6,100,145  
2,386,737,131  
2,397,216,541  
2,440,057,883  
107,104  
1,538,248  
2
Exercise of share subscription options  
Capital increase by dividend paid in shares  
5,595  
84,584  
6,105,740  
6,326,743  
2,442,295,801  
2,530,697,130  
221,003  
3,125,703  
Reduction in share capital by cancellation of shares held  
by Group subsidiaries  
(250,828)  
(4,514,405)  
6,075,915  
2,430,365,862  
2017 CHANGES IN CAPITAL  
Exercise of share subscription options  
Capital increase reserved for Group Employees  
Capital increase by dividend paid in shares  
6,623  
23,830  
96,567  
331,955  
6,082,538  
6,106,368  
6,322,474  
2,433,015,170  
2,442,547,360  
2,528,989,616  
216,106  
3,492,082  
1
0
REGISTRATION DOCUMENT 2017  
403  
STATUTORY FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION OF TOTAL S.A.  
10  
Other financial information concerning the parent company  
4
04  
REGISTRATION DOCUMENT 2017  
Glossary  
The terms “TOTAL” and “Group” as used in this document refer to TOTAL S.A. collectively with all of its direct and indirect consolidated  
companies located in or outside of France. The term “Company” as used in this document exclusively refers to TOTAL S.A., which is the parent  
company of the Group.  
Abbreviations  
Units of measurement  
(1)  
€
:
euro  
b = barrel  
B = billion  
$
or dollar: U.S. dollar  
ADR:  
ADS:  
American depositary receipt (evidencing an ADS)  
boe = barrel of oil equivalent  
Btu = British thermal unit  
cf = cubic feet  
American depositary share (representing a share  
of a company)  
AMF:  
Autorité des marchés financiers  
2
CO eq = carbon dioxide equivalent  
d = per day  
(
French Financial Markets Authority)  
/
API:  
American Petroleum Institute  
compressed natural gas  
GWh = gigawatt hour  
k = thousand  
CNG:  
DACF:  
debt adjusted cash flow (refer to definition of operating  
cash flow before working capital changes w/o financial  
charges below)  
km = kilometer  
m = meter  
ERMI:  
European refining margin indicator of the Group  
(1)  
m³ (cm) = cubic meter  
M = million  
(
refer to definition below)  
FPSO:  
GHG:  
floating production, storage and offloading  
greenhouse gas  
MW = megawatt  
MWp = megawatt peak (direct current)  
t = (Metric) ton  
HSE:  
health, safety and the environment  
International Financial Reporting Standards  
IFRS:  
TWh = terawatt hour  
W = watt  
IPIECA:  
International Petroleum Industry Environmental  
Conservation Association  
LNG:  
LPG:  
liquefied natural gas  
/y = per year  
liquefied petroleum gas  
natural gas liquids  
Conversion table  
NGL:  
NGV:  
OML:  
ROE:  
ROACE:  
SEC:  
1
1
1
1
1
1
1
1
1
1
acre ≈ 0.405 hectares  
natural gas vehicle  
b = 42 U.S. gallons ≈ 159 liters  
b/d of crude oil ≈ 50 t/y of crude oil  
Bm³/y (1 Bcm) ≈ 0.1 Bcf/d  
km ≈ 0.62 miles  
oil mining license  
return on equity  
return on average capital employed  
United States Securities and Exchange Commission  
m³ ≈ 35.3 cf  
Mt of LNG ≈ 48 Bcf of gas  
Mt/y of LNG ≈ 131 Mcf/d of gas  
t of oil ≈ 7.5 b of oil (assuming a specific gravity of 37° API)  
(2)  
boe = 1 b of crude oil ≈ 5,396 cf of gas in 2017  
5,403 cf in 2016 and 5,390 cf in 2015)  
(
(
(
1) Liquid and gas volumes are reported at international standard metric conditions (15°C and 1 atm).  
2) Natural gas is converted to barrels of oil equivalent using a ratio of cubic feet of natural gas per one barrel. This ratio is based on the actual average  
equivalent energy content of TOTAL’s natural gas reserves during the applicable periods, and is subject to change. The tabular conversion rate is applicable  
to TOTAL’s natural gas reserves on a Group-wide basis.  
REGISTRATION DOCUMENT 2017  
405  
 
GLOSSARY  
A
C
acreage  
capacity of treatment  
Areas in which mining rights are exercised.  
Annual crude oil treatment capacity of the atmospheric distillation  
units of a refinery.  
adjusted results  
Results using replacement cost, adjusted for special items, excluding  
the impact of changes for fair value.  
carbon capture, use and storage (CCUS)  
Technologies designed to reduce GHG emissions by capturing (C)  
2
CO and then compressing and transporting it either to use (U) it for  
API degree  
various industrial processes (e.g., enhanced recovery of oil or gas,  
production of chemical products), or to permanently store (S) it in  
deep geological formations.  
Scale established by the API to measure oil density. A high API  
degree indicates light oil from which a high yield of gasoline can be  
refined.  
catalysts  
appraisal (delineation)  
Substances that increase a chemical reaction speed. During the  
refining process, they are used in conversion units (reformer,  
hydrocracker, catalytic cracker) and desulphurization units. Principal  
catalysts are precious metals (platinum) or other metals such as  
nickel and cobalt.  
Work performed after a discovery for the purpose of determining the  
boundaries or extent of an oil or gas field or assessing its reserves  
and production potential.  
asset retirement (site restitution)  
Companies may have obligations related to well-abandonment,  
dismantlement of facilities, decommissioning of plants or restoration  
of the environment. These obligations generally result from  
international conventions, local regulations or contractual obligations.  
coal bed methane  
Natural gas present in coal seams.  
cogeneration  
Simultaneous generation of electrical and thermal energies from a  
combustible source (gas, fuel oil or coal).  
associated gas  
Gas released during oil production.  
coker (deep conversion unit)  
Unit that produces light products (gas, gasoline, diesel) and coke  
through the cracking of distillation residues.  
association/consortium/joint venture:  
Terms used to generally describe a project in which two or more  
entities participate. For the principles and methods of consolidation  
applicable to different types of joint arrangements according to IFRS,  
refer to Note 1 to the Consolidated Financial Statements (point 7 of  
chapter 10).  
concession contract  
Exploration and production contract under which a host country  
grants to an oil and gas company (or a consortium) the right to  
explore a geographic area and develop and produce potential  
reserves. The oil and gas company (or consortium) undertakes the  
execution and financing, at its own risk, of all operations. In return, it  
is entitled to the entire production.  
B
barrel  
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.  
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.  
barrel of oil equivalent (boe)  
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.  
consortium  
biochemical conversion  
Conversion of carbon resources through biological transformation  
Refer to the definition above of “association/consortium/joint  
venture”.  
(
reactions involving living organisms). Fermentation of sugar into  
conversion  
ethanol is an example.  
Refining operation aimed at transforming heavy products (heavy fuel  
biofuel  
oil) into lighter or less viscous products (e.g., gasoline, jet fuels).  
Liquid or gaseous fuel that can be used for transport and produced  
from biomass, and meeting criteria of reducing GHG compared to the  
fossil reference.  
cost oil/gas  
In a production sharing contract, the portion of the oil and gas  
production made available to the contractor (contractor group) and  
contractually reserved for reimbursement of exploration,  
development, operation and site restitution costs (“recoverable”  
costs).  
biomass  
All organic matter from vegetal or animal sources.  
Brent  
The reimbursement may be capped by a contractual stop that  
corresponds to the maximum share of production that may be  
allocated to the reimbursement of costs.  
Quality of crude oil (38° API) produced in the North Sea, at the Brent  
fields.  
brownfield project  
Project concerning developed existing fields.  
cracking  
Refining process that entails converting the molecules of large,  
complex, heavy hydrocarbons 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. Cracking then produces ethylene and  
propylene, in particular.  
buyback  
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.  
4
06  
REGISTRATION DOCUMENT 2017  
crude oil  
ethane  
A mixture of compounds (mainly pentanes and heavier hydrocarbons)  
that exists in a liquid phase at original reservoir temperature and  
pressure and remains liquid at atmospheric pressure and ambient  
temperature.  
A colorless, odorless combustible gas of the alkanes class composed  
of two carbon atoms found in natural gas and petroleum gas.  
ethanol  
Also commonly called ethyl alcohol or alcohol, ethanol is obtained  
through the fermentation of sugar (beetroot, sugarcane) or starch  
D
(grains). Ethanol has numerous food, chemical and energy (biofuel)  
applications.  
Dated Brent  
A market term representing the minimum value of physical cargoes of  
ethylene/propylene  
th  
Brent, Forties, Oseberg, or Ekofisk crude oil, loading between the 10  
th  
Petrochemical products derived from cracking naphtha and used  
mainly in the production of polyethylene and polypropylene, two  
plastics frequently used in packaging, the automotive industry,  
household appliances, healthcare and textiles.  
and the 25 day forward. Dated Brent prices are used, directly and  
indirectly, as a benchmark for a large proportion of the crude oil that  
is traded internationally.  
debottlenecking  
Change made to a facility to increase its production capacity.  
F
desulphurization unit  
fair value  
Unit in which sulphur and sulphur compounds are eliminated from  
mixtures of gaseous or liquid hydrocarbons.  
Fair value is the price that would be received to sell an asset or paid  
to transfer a liability in a transaction under normal conditions between  
market participants at the measurement date.  
development  
Operations carried out to access the proved reserves and set up the  
technical facilities for extraction, processing, transportation and  
storage of the oil and gas: drilling of development or injection wells,  
platforms, pipelines, etc.  
farm-in (or farm-out)  
Acquisition (or sale) of all or part of a participating interest in an oil  
and gas mining property by way of an assignment of rights and  
obligations in the corresponding permit or license and related  
contracts.  
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.  
farnesane  
A hydrocarbon molecule containing 15 carbon atoms, which can be  
used to produce fuel or chemical compounds.  
FEED studies (front-end engineering design)  
E
Studies aimed at defining the project and preparing for its execution.  
In the TOTAL process, this covers the pre-project and basic  
engineering phases.  
effective tax rate  
(Tax on adjusted net operating income)/(adjusted net operating  
income – income from equity affiliates – dividends received from  
investments – impairment of goodwill + tax on adjusted net operating  
income).  
fossil energies  
Energies produced from oil, natural gas and coal.  
FPSO (floating production, storage and offloading)  
effect of changes in fair value  
Floating integrated offshore unit comprising the equipment used to  
produce, process and store hydrocarbons and offload them directly  
to an offshore oil tanker.  
The effect of changes in fair value presented as an adjustment item  
reflects, for some transactions, differences between internal  
measures of performance used by TOTAL’s executive committee and  
the accounting for these transactions under IFRS. 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 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, the future effects of which are recorded at fair  
value in the Group’s internal economic performance. IFRS precludes  
recognition of this fair value effect.  
G
greenfield project  
Project concerning fields that have never been developed.  
gross investments  
Investments including acquisitions and increases in non-current  
loans.  
energy mix  
H
The various energy sources used to meet the demand for energy.  
hydraulic fracturing  
Technique that involves fracturing rock to improve its permeability.  
ERMI (European Refining Margin Indicator)  
A Group indicator intended to represent the margin after variable  
costs for a hypothetical complex refinery located around Rotterdam in  
Northern Europe that processes a mix of crude oil and other inputs  
commonly supplied to this region to produce and market the main  
refined products at prevailing prices in this region. The indicator  
margin may not be representative of the actual margins achieved by  
the Group in any period because of TOTAL’s particular refinery  
configurations, product mix effects or other company-specific  
operating conditions.  
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.  
hydrocracker  
A refinery unit that uses catalysts and extraordinarily high pressure, in  
the presence of surplus hydrogen, to convert heavy oils into lighter  
fractions.  
REGISTRATION DOCUMENT 2017  
407  
I
net cash flow  
Cash flow from operating activities before working capital changes at  
replacement cost – net investments (including other transactions with  
non-controlling interests).  
inventory valuation effect  
The adjusted results of the Refining & Chemicals and Marketing &  
Services 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. 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 price  
differentials 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  
net financial debt  
Non-current financial debt, including current portion, current  
borrowings, other current financial liabilities less cash and cash  
equivalents and other current financial assets.  
net-debt-to-capital ratio  
(Net debt)/(net debt + adjusted shareholders’ equity).  
net-debt-to-equity ratio  
(Net debt)/(adjusted shareholders’ equity).  
(First-In, First-Out) and the replacement cost.  
net investments  
Gross investments – divestments – repayment of non-current loans –  
other operations with non-controlling interests.  
J
joint venture  
Refer to the definition above of “association/consortium/joint  
venture”.  
O
oil  
L
Generic term designating crude oil, condensates and NGL.  
lignocellulose  
oil and gas  
Lignocellulose is the main component of the wall of plant cells. It can  
be sourced from agricultural and farming wastes or by-products of  
wood transformation as well as dedicated plantations and constitutes  
the most abundant renewable carbon source on the planet. This  
abundance and its composition (very rich in polymerized sugars)  
makes it an excellent choice to produce biofuels. As a result, its  
conversion, whether by thermochemical (e.g., gasification) or  
biochemical techniques, is widely studied.  
Generic term which includes all hydrocarbons (e.g., crude oil,  
condensates, NGL, bitumen and natural gas).  
olefins  
Group of 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.), in the production of elastomers  
(
polybutadiene, etc.) or in the production of large chemical  
liquids  
intermediates.  
Liquids consist of crude oil, bitumen, condensates and NGL.  
OPEC  
LNG (liquefied natural gas)  
Organization of the Petroleum Exporting Countries.  
Natural gas, comprised primarily of methane, that has been liquefied  
by cooling in order to transport it.  
operating cash flow before working capital changes  
Cash flow from operating activities before changes in working capital  
at replacement cost.  
LNG train  
Facility for converting liquefying storing and off-loading natural gas.  
operating cash flow before working capital changes w/o  
financial charges (DACF)  
Cash flow from operating activities before changes in working capital  
at replacement cost, without financial charges.  
LPG (liquefied petroleum gas)  
Light hydrocarbons (comprised of butane and propane, belonging to  
the alkanes class and composed of three and four carbon atoms  
respectively) that are gaseous under normal temperature and  
pressure conditions and that are kept in liquid state by increasing the  
pressure or reducing the temperature. LPG is included in NGL.  
organic investments  
Net investments, excluding acquisitions, divestments and other  
operations with non-controlling interests.  
M
operated production  
Total quantity of oil and gas produced on fields operated by an oil  
and gas company.  
mineral interests  
Rights to explore for and/or produce oil and gas in a specific area for  
a fixed period. Covers the concepts of “permit”, “license”, “title”, etc.  
operator  
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 the joint venture that owns  
the refinery.  
N
naphtha  
Heavy gasoline used as a base in petrochemicals.  
natural gas  
Mixture of gaseous hydrocarbons, composed mainly of methane.  
P
natural gas liquids (NGL)  
permit  
A mixture of light hydrocarbons that exist in the gaseous phase at  
room temperature and pressure and are recovered as liquid in gas  
processing plants. NGL include very light hydrocarbons (ethane,  
propane and butane).  
Area contractually granted to an oil and gas company (or  
consortium) by the host country for a defined period to carry out  
exploration work or to exploit a field.  
a
4
08  
REGISTRATION DOCUMENT 2017  
GLOSSARY  
petcoke (or petroleum coke)  
proved undeveloped reserves  
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.  
Proved undeveloped oil and gas reserves are proved reserves that  
are expected to be recovered with new investments (new wells on  
undrilled acreage, or from existing wells where a relatively major  
expenditure is required for recompletion, surface facilities).  
polymers  
Molecule composed of monomers bonded together by covalent  
bonds, such as polyolefins obtained from olefins or starch and  
proteins produced naturally.  
proved and probable reserves (2P reserves)  
Sum of proved reserves and probable reserves. 2P reserves are the  
median quantities of oil and gas recoverable from fields that have  
already been drilled, covered by E&P contracts and for which  
technical studies have demonstrated economic development in a  
long-term price environment. They include projects developed by  
mining.  
pre-dividend organic breakeven  
Barrel price permitting the generation of cash flow that is equal to  
organic investments.  
price effect  
R
The impact of changing hydrocarbon prices on entitlement volumes  
from production sharing and buyback contracts and on economic  
limits.  
refining  
The various processes used to produce petroleum products from  
crude oil (e.g., distillation, reforming, desulphurization, cracking).  
production costs  
Costs related to the production of hydrocarbons in accordance with  
FASB ASC 932-360-25-15.  
renewable energies  
An energy source the inventories of which can be renewed or are  
inexhaustible, such as solar, wind, hydraulic, biomass and  
geothermal energy.  
production plateau  
Expected average stabilized level of production for a field following  
the production build-up.  
reserve life  
Synthetic indicator calculated from data published under ASC 932.  
Ratio of the proved reserves at the end of the period to the  
production of the past year.  
production sharing contract/agreement (PSC/PSA)  
Exploration and production contract under which a host country or,  
more frequently, its national company, transfers to an oil and gas  
company (the contractor) or a consortium (the contractor group) the  
right to explore a geographic area and develop the fields discovered.  
The contractor (or contractor group) undertakes the execution and  
financing, at its own risk, of all operations. In return, it is entitled to a  
portion of the production, called cost oil/gas, to recover its costs and  
investment. The remaining production, called profit oil/gas, is then  
shared between the contractor (contractor group), and the national  
company and/or host country.  
reserves  
Estimated remaining quantities of oil and gas and related substances  
expected to be economically producible, as of a given date, by  
application of development projects to known accumulations.  
reservoirs  
Porous, permeable underground rock formation that contains oil or  
natural gas.  
project  
resource acquisitions  
As used in this document, “project” may encompass different  
meanings, such as properties, agreements, investments,  
developments, phases, activities or components, each of which may  
Acquisition of a participating interest in an oil and gas mining property  
by way of an assignment of rights and obligations in the  
corresponding permit or license and related contracts, with a view to  
producing the recoverable oil and gas.  
also informally be described as  
a “project”. Such use is for  
convenience only and is not intended as a precise description of the  
term “project” as it relates to any specific governmental law or  
regulation.  
return on average capital employed (ROACE)  
Ratio of adjusted net operating income to average capital employed  
at replacement cost between the beginning and the end of the  
period.  
proved permit  
Permit for which there are proved reserves.  
return on equity (ROE)  
proved reserves (1P reserves)  
Ratio of adjusted consolidated net income to average adjusted  
shareholders’ equity (after distribution) between the beginning and the  
end of the period. Adjusted shareholders’ equity for a given period is  
calculated after distribution of the dividend (subject to approval by the  
Shareholders’ Meeting).  
Proved oil and gas reserves are those quantities of oil and gas,  
which, by analysis of geoscience and engineering data, can be  
estimated with certainty of 90% to be economically producible from a  
given date forward, from known reservoirs, and under existing  
economic conditions, operating methods, and government  
regulations, prior to the time at which contracts providing the right to  
operate expire, unless evidence indicates that renewal is reasonably  
certain, regardless of whether deterministic or probabilistic methods  
are used for the estimation.  
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.  
proved developed reserves  
Proved developed oil and gas reserves are proved reserves that can  
be expected to be recovered (i) through existing wells with existing  
equipment and operating methods or in which the cost of the  
required equipment is relatively minor compared to the cost of a new  
well; and (ii) through installed extraction equipment and infrastructure  
operational at the time of the reserves estimate if the extraction is by  
means not involving a well.  
shale gas  
Natural gas trapped in very compact, low-permeable rock.  
shale oil  
Oil in a source rock that has not migrated to a reservoir.  
REGISTRATION DOCUMENT 2017  
409  
GLOSSARY  
sidetrack  
U
Well drilled from a portion of an existing well (and not by starting from  
the surface). It is used to get around an obstruction in the original well  
or resume drilling in a new direction or to explore a nearby geological  
area.  
unconventional 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, methane  
hydrates, extra heavy oil, bitumen and liquid or gaseous  
hydrocarbons generated during pyrolysis of oil shale.  
silicon  
The most abundant element in 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, but other minerals or alloys may be used.  
unitization  
Creation of a new joint venture and appointment of a single operator  
for the development and production as single unit of an oil or gas field  
involving several permits/licenses or countries.  
special items  
unproved permit  
Due to their unusual nature or particular significance, certain  
transactions qualifying as “special items” are excluded from the  
business segment figures. In general, special items relate to  
transactions that are significant, infrequent or unusual. In certain  
instances, transactions such as restructuring costs or asset  
disposals, which are not considered to be representative of the  
normal course of business, may qualify as special items although they  
may have occurred in prior years or are likely to recur in following  
years.  
Permit for which there are no proved reserves.  
upgrader  
Refining unit where petroleum products, such as heavy oils, are  
upgraded through cracking and hydrogenation.  
steam cracker  
A petrochemical plant that turns naphtha and light hydrocarbons into  
ethylene, propylene, and other chemical raw materials.  
Sustainable Development Scenario (2°C)  
Major new scenario introduced in the World Energy Outlook 2017  
(WEO-2017) published by the International Energy Agency (IEA),  
which outlines an integrated approach to achieve the energy-related  
aspects of the UN Sustainable Development Goals (SDG):  
determined action on climate change (thus integrating the 2°C  
objective); universal access to modern energy by 2030; and a  
dramatic reduction in air pollution.  
T
thermochemical conversion  
Conversion of carbon energy sources (gas, coal, biomass, waste,  
CO ) through thermal transformation (chemical reactions controlled  
2
by the combined action of temperature, pressure and often of a  
catalyst). Gasification is an example.  
turnaround  
Temporary shutdown of a facility for maintenance, overhaul and  
upgrading.  
4
10  
REGISTRATION DOCUMENT 2017  
Cross-reference lists  
Registration Document cross-reference list, for use in identifying the information required by Annex 1  
of Regulation 809/2004/EC of 29 April 2004  
Registration Document 2017  
Information required by Annex 1  
of Regulation 809/2004/EC  
Relevant  
chapters  
Relevant  
paragraphs  
1.  
2.  
3.  
4.  
Persons responsible  
Statutory auditors  
p 1  
4
p 1  
4.4.5  
Selected financial information  
Risk Factors  
1
1.1.2 and 1.4.1.2  
3.1  
3
5.  
Information about the issuer  
5.1  
History and development  
1
1.2, 1.3.1 and 1.6  
1
7
1.6.1  
7.2.1  
5
.1.1  
.1.2  
Legal and commercial name  
1
7
1.6.1  
7.2.1  
5
Place of registration and registration number  
Date of incorporation and length of life  
1
7
1.6.1  
7.2.1  
5
5
.1.3  
.1.4  
Domicile, legal form, applicable legislation, country of incorporation, address  
and telephone number of registered office  
1
7
1.6.1  
7.2.1  
1
2
1.4 and 1.6.2  
2.1 to 2.6  
5.1.5  
Important events in the development of the business  
5.2  
Investments  
1
2
1.5.2  
2.5  
1
2
1.5.2  
2.5.1  
5.2.1  
Principal investments over the last three fiscal years  
1
2
1.5.2  
2.5.1  
5
5
.2.2  
.2.3  
Principal investments in progress  
Principal future investments  
2
2.5.2  
6.  
Business overview  
6.1  
Principal activities  
1
2
1.1.2.2  
2.1 to 2.4  
6
6
.2  
.3  
Principal markets  
1
2
1.1.2.2  
2.1 to 2.4  
Exceptional factors that have influenced the principal activities or principal  
markets  
1
2
1.4  
2.1 to 2.4  
6
.4  
.5  
Dependence on certain contracts  
2
3
2.1 to 2.4  
3.1.4  
6
Competitive position  
1
2
3
1.1.1.1  
2.1 to 2.4  
3.1.7  
7
7
7
.
Organizational structure  
1
1.6  
.1  
.2  
Issuer’s position within the Group  
Significant subsidiaries  
1
1.6.1  
1
8
1.6.1  
8.7 (Note 18)  
REGISTRATION DOCUMENT 2017  
411  
 
CROSS-REFERENCE LISTS  
Registration Document 2017  
Information required by Annex 1  
of Regulation 809/2004/EC  
Relevant  
chapters  
Relevant  
paragraphs  
8
.
Property, plant and equipment  
8.1  
Most significant tangible fixed assets  
2
8
2.1 to 2.4 and 2.7  
8.7 (Note 7)  
8.2  
Environmental issues affecting the most significant tangible fixed assets  
3
5
3.1.2 and 3.3  
5.2.2 and 5.2.3  
9
9
9
.
Operating and financial review  
Financial condition  
.1  
.2  
1
1.4.1  
Operating results  
1
8
0
1.4.1  
8.2  
10.2.1  
1
1
8
1.4.1 and 1.4.4  
8.7 (Notes 3, 4 and 5)  
9.2.1  
Significant factors materially affecting income from operations  
1
8
1.4.1  
9
.2.2  
.2.3  
Narrative description of changes in net sales or revenues  
8.7 (Notes 3, 4 and 5)  
9
External factors that have materially affected, or could materially affect operations  
1
1.4.1 and 1.4.4  
1
1
1
0.  
Capital resources  
0.1  
0.2  
Information concerning capital resources (both short and long term)  
Source, amounts and narrative description of cash flows  
1
1.4.2.1  
1
8
1.4.2.2  
8.5  
1
1
0.3  
0.4  
Borrowing requirements and funding structure  
1
1
1.4.2.3  
1.4.2.4  
Restrictions on the use of capital resources that have materially affected,  
or could materially affect, operations  
10.5  
Anticipated sources of funds needed for the principal future investments and  
major encumbrances on the most significant tangible fixed assets  
1
2
8
1.4.2.5  
2.5.2  
8.7 (Note 7)  
1
2
1.5.1  
2.6  
1
1.  
Research and development, patents and licenses  
Trend information  
1
2.  
12.1  
Most significant trends in production, sales and inventory and costs and selling  
prices since the end of the last fiscal year  
1
1.4.1.1 and  
1.4.4  
12.2  
Known trends, uncertainties, demands, commitments or events that are likely to  
have a material effect on prospects for the current fiscal year  
1
2
3
1.4.3 and 1.4.4  
2.5.2  
3.1, 3.2 and 3.4  
13.  
Profit forecasts or estimates  
n/a  
n/a  
1
1
1
4.  
Administrative, management and supervisory bodies and senior management  
4.1  
4.2  
Information about members of the administrative and management bodies  
4
4
4.1  
Conflicts of interests, understandings relating to nominations, restrictions on  
the disposal of holdings in the issuer’s securities  
4.1.1.2  
1
1
1
5.  
Remuneration and benefits  
5.1  
5.2  
Remuneration paid and benefits in kind granted by the issuer and its subsidiaries  
Amounts set aside or accrued to provide pension, retirement or similar benefits  
4
4.3  
4
8
0
4.3.2  
8.7 (Notes 8.4, 9 and 10)  
10.3 (Note 26)  
1
16.  
Board practices  
16.1  
Date of expiration of the current term of office, and date of commencement in  
office  
1
4
1.1.1.3  
4.1.1  
16.2  
Contracts with the issuer or any of its subsidiaries providing for benefits upon  
termination of such contracts  
4
4.3.2  
1
6.3  
6.4  
Information about the issuer’s audit committee and remuneration committee  
Compliance with the Corporate Governance regime in force in France  
4
4
4.1.2.3  
4.2  
1
4
12  
REGISTRATION DOCUMENT 2017  
CROSS-REFERENCE LISTS  
Registration Document 2017  
Relevant  
chapters  
Relevant  
paragraphs  
Information required by Annex 1  
of Regulation 809/2004/EC  
1
7.  
Employees  
17.1  
Number of employees at the end of the last three fiscal years; breakdown  
by geographic location and category of activity  
1
5
8
1.1.2.3  
5.1  
8.7 (Note 10)  
1
1
7.2  
7.3  
Shareholdings and stock options  
4
6
4.3.4  
6.4.2  
Arrangements for involving employees in the capital of the issuer  
4
5
4.3.4  
5.1  
1
1
1
8.  
Major shareholders  
8.1  
8.2  
Interests held above the threshold for notification (known interests)  
Major shareholders’ voting rights in excess of their share in the share capital  
6
6.4.1  
6
7
6.4.1  
7.2.4  
1
8.3  
8.4  
Control of the issuer by one or more shareholders  
n/a  
n/a  
n/a  
n/a  
1
Arrangements, known to the issuer, the operation of which may at a subsequent  
date result in a change in control of the issuer  
4
8
4.4.1  
8.7 (Note 8)  
19.  
Related party transactions  
Financial information concerning the issuer’s assets and liabilities, financial position  
and profits and losses  
2
2
2
2
2
0.  
0.1  
0.2  
0.3  
0.4  
Historical financial information  
7
n/a  
8
7.3  
n/a  
Pro forma financial information  
Consolidated annual financial statements  
Auditing of historical annual financial information  
8.2 to 8.7  
7
8
7.3.3  
8.1  
2
2
2
0.4.1 Auditing of the historical financial information  
10  
10.1  
0.4.2 Other information in the Registration Document that has been audited by the auditors  
4
4.5 and 4.6  
0.4.3 Financial information in the Registration Document that is not extracted from the issuer’s  
audited financial statements  
7
9
7.3.4  
9.1 to 9.3  
2
2
2
0.5  
Date of latest audited financial information  
Interim and other financial information  
December 31, 2017  
0.6  
0.6.1 Quarterly or half yearly financial information published since the date of the last audited  
financial statements  
n/a  
n/a  
n/a  
n/a  
2
0.6.2 Interim financial information covering the first six months of the fiscal year after the end  
of the last audited fiscal year  
20.7  
Dividend policy  
1
6
1.4.1.9  
6.2  
2
0.8  
0.9  
Legal and arbitration proceedings  
3
1
3.2  
2
Significant change in the issuer’s financial or commercial position  
1.4.4  
21.  
Additional information  
21.1  
Share capital  
7
8
7.1  
8.7 (Note 9)  
2
1.1.1 Issued capital and authorized capital  
1.1.2 Shares not representing capital  
10 10.3 (Note 7) and 10.4.2  
2
n/a  
n/a  
6
8
6.3.2.6  
8.7 (Note 9)  
21.1.3 Shares held by the issuer or its subsidiaries  
10 10.3 (Note 7) and 10.4.1  
4
7
4.4.2  
7.1.3  
21.1.4 Securities granting future access to the issuer’s share capital  
REGISTRATION DOCUMENT 2017  
413  
CROSS-REFERENCE LISTS  
Registration Document 2017  
Relevant  
chapters  
Relevant  
paragraphs  
Information required by Annex 1  
of Regulation 809/2004/EC  
2
1.1.5 Terms of any acquisition rights and/or obligations over capital issued but not paid,  
or any capital increase  
n/a  
n/a  
n/a  
n/a  
21.1.6 Capital of any member of the Group which is under option  
7
8
7.1.4  
8.7 (Note 9)  
10.3 (Note 7)  
2
2
2
2
1.1.7 History of the issuer’s share capital over the last three fiscal years  
10  
1.2  
Memorandum and Articles of Association  
1.2.1 Issuer’s objects and purposes  
7
7.2.2  
1.2.2 Provisions of statutes and charters with respect to the members of the administrative,  
management and supervisory bodies  
4
7
4.1.2.1  
7.2.3  
2
1.2.3 Rights, preferences and restrictions attached to each class of the existing shares  
1.2.4 Action necessary to change the rights of shareholders  
7
7
7.2.4  
7.2.5  
2
Manner in which annual general meetings of shareholders are called including  
1.2.5 the conditions of admission  
4
7
4.4.3  
7.2.6  
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  
4
7
4.4.4  
7.2.4  
21.2.7 Provisions of the statutes governing the ownership threshold above which share  
7
ownership must be disclosed  
7.2.8  
7.2.9  
n/a  
2
1.2.8 Conditions governing changes in the capital that are more stringent than is required by law  
7
2
2.  
Material contracts (other than contracts entered into in the ordinary course  
of business)  
n/a  
23.  
24.  
25.  
Third party information and statements by experts and declarations of any interest  
n/a  
6
n/a  
Documents on display  
Information on holdings  
6.6.1  
1
8
1
1.6.1  
8.7 (Note 18)  
10.4.1  
0
Registration Document cross-reference list, for use in identifying the information contained in the annual  
financial report  
The cross-reference list 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.  
Registration Document 2017  
Relevant  
chapters  
Relevant  
paragraphs  
Annual financial report  
Annual financial statements  
Consolidated Financial Statements  
10  
8
10.2 and 10.3  
8.2 to 8.7  
Cross-reference list  
hereafter  
Management Report (pursuant to the French Financial and Monetary Code)  
Declaration of persons responsible for the annual financial report  
p 1  
p 1  
Reports of the statutory auditors on the statutory financial statements  
and Consolidated Financial Statements  
8
10  
8.1  
10.1  
Statutory auditors’ fees  
4
4.4.5.2  
Board of Directors’ report on corporate governance (Article L. 225-37, last paragraph,  
of the French Commercial Code)  
Cross-reference list  
hereafter  
4
Auditors’ report on the Board of Directors’ report on corporate governance  
4
10  
4.5  
10.1  
(
Article L. 225-235 of the French Commercial Code)  
4
14  
REGISTRATION DOCUMENT 2017  
CROSS-REFERENCE LISTS  
Registration Document cross-reference list, for use in identifying the information contained in the Board  
of Directors’ management report mentioned in Article L. 225-100 of the French Commercial Code  
Registration Document 2017  
Board of Directors’ consolidated management report mentioned  
in Article L. 225-100 of the French Commercial Code  
Relevant  
chapters  
Relevant  
paragraphs  
1
Information regarding the activities of the Company and Group  
Information mentioned in Article L. 225-100-1 of the French Commercial Code  
1
2
Objective and comprehensive analysis of changes in the business, results and financial position of  
the Company and Group, and in particular the debt position, in light of the volume and complexity  
of the business  
1
1.4.1 and 1.4.2  
Key financial and, if applicable, non-financial performance indicators relating to the specific  
activities of the Company and Group, and in particular information regarding environmental and  
social issues  
1
2
5
1.1.2.2 and 1.4.1  
2.5.1  
5.1 to 5.3  
3
4
5
6
Description of the principal risks and uncertainties faced by the Company and Group companies  
1
3
1.4.3 and 1.4.4  
3.1  
Information on the financial risks related to the effects of climate change and overview of measures  
adopted by the Company to reduce them and implement a low carbon strategy in all its activities  
3
3
3.1 and 3.3  
3.3  
Main characteristics of the internal control and risk management procedures put in place relating  
to the preparation and processing of accounting and financial information  
Information on the Company’s objectives and policy relating to the hedging of each of the main  
categories of planned transactions for which hedge accounting is used  
2
3
1
2.2. and 2.5  
3.3  
Exposure to price, credit, liquidity and cash flow risks  
Information on the Company’s use of financial instruments  
1.4.2  
Information mentioned in Article L. 232-1 of the French Commercial Code  
Position of the Company and Group during the last fiscal year  
Company and Group foreseeable trends and outlooks  
1
8
1.4.1  
8.7 (Note 2)  
1
8
1.4.3  
8.7 (Note 2)  
1
8
1.4.4  
8.7 (Note 17)  
Significant changes since the end of the fiscal year  
1
2
1.5.1  
2.6  
Research and development activities  
Company's existing branch offices  
1
1.6.1  
Information mentioned in Article L. 225-102-1 of the French Commercial Code  
(consolidated information)  
Information on how the Company takes into account the social and environmental consequences  
of its activities, including the impact on climate change of its activities and the use of the goods  
and services that it produces  
5
3
5.1 to 5.3  
3.3.3  
Societal commitments in order to promote sustainable development and the circular economy,  
combat food waste and discrimination and promote diversity  
5
5
5.1 and 5.3  
5.1.3  
Collective agreements within the Company and impacts on the Company’s economic performance  
as well as on employees’ working conditions  
Information mentioned in Article L. 225-102-2 of the French Commercial Code  
(
polluting or high-risk - upper threshold in accordance with the Seveso regulation)  
Information on the Company’s industrial accident risk prevention policy, the Company’s ability to  
cover its civil liability vis-à-vis property and people due to the operation of such facilities and the  
means provided by the Company to manage the compensation of victims in the event of an  
industrial accident for which it is liable  
3
5
3.3  
5.2  
Information mentioned in Article L. 225-102-4 of the French Commercial Code  
Vigilance plan relating to the Company’s activities and all of the subsidiaries or companies  
controlled by the Company  
3
3.5  
Information mentioned in Articles L. 441-6-1 and D. 441-4 of the French Commercial Code  
5
.3.4.3  
5
8
10  
8.7 (Note 13)  
10.3 (Note 11)  
Information about payment terms of suppliers or customers  
REGISTRATION DOCUMENT 2017  
415  
CROSS-REFERENCE LISTS  
Registration Document 2017  
Board of Directors’ consolidated management report mentioned  
in Article L. 225-100 of the French Commercial Code  
Relevant  
chapters  
Relevant  
paragraphs  
Information mentioned in Article L. 511-6 of the French Monetary and Financial Code  
n/a  
n/a  
Amounts of all incidental loans with a term of less than two years made by the Company to  
microbusinesses, SMEs or intermediate-sized enterprises with which the Company has financial  
links that justify such a loan  
Statutory auditors’ declaration attached to the management report  
2
Information regarding the directors  
Information mentioned in Article L. 621-18-2 of the French Monetary and Financial Code  
and Article 223-26 of the General Regulation of the French Financial Markets Authority  
Summary of transactions in the Company’s stock carried out by the directors and persons mentioned  
in Article L. 621-18-2 of the French Monetary and Financial Code during the last fiscal year  
4
4
4.1.6  
4.3.4  
Information mentioned in Articles L. 225-197-1 and L. 225-185 of the French Commercial Code  
Statement of the shareholding retention obligations applied to directors until the end of their term  
of office by the Board of Directors at the time of the decision to grant free shares or stock options  
3
Legal, financial and tax information  
Information mentioned in Article L. 225-102 of the French Commercial Code  
Statement of employee shareholding on the last day of the fiscal year  
6
6
6.4.2  
Information mentioned in Article L. 233-6 of the French Commercial Code (significant  
acquisitions of shares in companies with registered offices in France)  
Acquisitions of shares in companies with registered offices in France representing more than one  
twentieth, one tenth, one fifth, one third or one half of the capital of these companies, or resulting  
in control of such companies, during the fiscal year  
6.4.1.4  
Information mentioned in Article L. 233-13 of the French Commercial Code  
(
share ownership, changes in major shareholders holdings and treasury shares)  
Identity of any individual or legal entity directly or indirectly holding more than one twentieth, one  
tenth, three twentieths, one fifth, one quarter, one third, one half, two thirds, eighteen twentieths  
or nineteen twentieths of the share capital or voting rights at the shareholders’ meetings of the  
Company  
6
6
6.4.1.1 and 6.4.1.2  
6.4.1.3  
Information on changes during the fiscal year  
Statement of the names of any controlled companies holding treasury shares and the share  
of the Company’s capital that they own  
n/a  
n/a  
Information mentioned in Articles L. 233-29, L. 233-30 and R. 233-19 of the French Commercial  
Code (reciprocal shareholdings)  
n/a  
n/a  
Disposal of shares by a company pursuant to Articles L. 233-29 and L. 233-30 of the French  
Commercial Code to adjust reciprocal shareholdings  
Information mentioned in Article L. 225-211 of the French Commercial Code relating to  
acquisitions and disposals of its own shares by the Company  
Number of shares purchased and sold during the fiscal year pursuant to Articles L. 225-208,  
L. 225-209, L. 225-209-2, L. 228-12 and L. 228-12-1 of the French Commercial Code, average  
purchase and sale price, amount of trading costs, number of shares held in the name of the  
Company at the end of the fiscal year and the value thereof at the purchase price, together with  
the par value thereof for each purpose, number of shares used, any reallocations thereof, and  
the fraction of the share capital they represent.  
6
6.3.2  
Information mentioned in Articles R. 228-90, R. 225-138 and R. 228-91 of the French  
Commercial Code relating to adjustment transactions  
n/a  
n/a  
Statement of conversion adjustments and adjustments to terms of issue or exercise  
of stock options or securities granting access to the share capital  
Information mentioned in Article L. 464-2 of the French Commercial Code  
(
injunctions or penalties for antitrust practices)  
Statement of injunctions or penalties for antitrust practices ordered by the French Competition  
Authority  
3
3.2  
4
16  
REGISTRATION DOCUMENT 2017  
CROSS-REFERENCE LISTS  
Registration Document 2017  
Board of Directors’ consolidated management report mentioned  
in Article L. 225-100 of the French Commercial Code  
Relevant  
chapters  
Relevant  
paragraphs  
Information mentioned in Article 243 bis of the French General Tax Code relating to the  
amounts of dividends distributed and the amount of distributed income  
Amounts of dividends distributed in the last three fiscal years and amount of distributed income in  
those fiscal years  
6
6.2  
8
10  
8.7  
Changes made to the method of presentation of the annual financial statements  
10.3 (Note 1)  
Observations made by the French Financial Markets Authority on proposed appointments  
and renewals of statutory auditors  
n/a  
n/a  
Table of results for each of the last five fiscal years, attached to the management report  
mentioned in Article L. 225-100 of the French Commercial Code  
Information mentioned in Article R. 225-102 of the French Commercial Code  
10  
10.4.2  
9.3  
Report on the payments made to governments  
Information mentioned in Article L. 225-102-3 of the French Commercial Code  
9
Registration Document cross-reference list, for use in identifying the information contained in the Board of  
Directors’ report on corporate governance produced pursuant to Article L. 225-37, last paragraph, of the  
French Commercial Code, attached to the management report mentioned in Article L. 225-100 of the French  
Commercial Code  
Registration Document 2017  
Board of Directors’ report on corporate governance  
produced pursuant to Article L. 225-37, last paragraph, of the French Commercial Code  
Relevant  
chapters  
Relevant  
paragraphs  
I. Information regarding the compensation of the management, administrative  
and supervisory bodies  
Information mentioned in Article L. 225-37-2 of the French Commercial Code  
Details of the components of compensation mentioned in Article L. 225-37-2, paragraph one  
(
principles and criteria for the determination, breakdown and allocation of the fixed, variable and  
extraordinary components of the total compensation (including in-kind benefits) attributable  
to the Chairman and Chief Executive Officer as a result of his duties)  
4
4
4.3.2.2  
4.3.2  
Statement that the payment of the variable and extraordinary components of the compensation  
attributable to the Chairman and Chief Executive Officer as a result of his duties is conditional on the  
approval by the Ordinary Shareholders’ Meeting of the components of the compensation of the  
Chairman and Chief Executive Officer pursuant to Article L. 225-100 of the French Commercial Code  
Draft resolution produced by the Board of Directors pursuant to Article L. 225-37-2 of the French  
Commercial Code (approval of the principles and criteria for the determination, breakdown and  
allocation of the fixed, variable and extraordinary components of the total compensation  
(
including in-kind benefits) attributable to the Chairman and Chief Executive Officer as a result  
of his duties)  
4
4.3.2.2  
Information mentioned in Article L. 225-37-3 of the French Commercial Code  
Total compensation (including in-kind benefits) paid by the Company to each corporate officers  
(mandataires sociaux) of TOTAL S.A. during the 2017 fiscal year (description distinguishing  
between the fixed, variable and extraordinary components of the total compensation and in-kind  
benefits and the criteria used to calculate them or the circumstances due to which they were  
attributed, with reference, if applicable, to the resolutions voted on under the conditions set out in  
Article L. 225-37-2 of the French Commercial Code)  
4
4.3.1 and 4.3.2.1  
n/a  
Statement, if applicable, of the application of the provisions of paragraph two of Article L. 225-45  
of the French Commercial Code.  
n/a  
Statement of the commitments of all kinds made by TOTAL S.A. in favor of its corporate officers  
(
mandataires sociaux), corresponding to the components of compensation, indemnities or in-kind  
benefits due or likely to be due upon acceptance, termination or change in their duties or after the  
discharge thereof, in particular pension commitments and other annuities  
4
4.3.1 and 4.3.2.1  
REGISTRATION DOCUMENT 2017  
417  
CROSS-REFERENCE LISTS  
Registration Document 2017  
Board of Directors’ report on corporate governance  
Relevant  
Relevant  
produced pursuant to Article L. 225-37, last paragraph, of the French Commercial Code  
chapters  
paragraphs  
II. Information regarding the composition and functioning of the management, administrative  
and supervisory bodies  
Information mentioned in Article L. 225-37-4 of the French Commercial Code  
1°  
List of all of the directorships and functions held at any company by each corporate officers  
mandataires sociaux) during the 2017 fiscal year  
(
4
4.1.1.1  
2°  
Agreements made, directly or through an intermediary, between, on the one hand, any corporate  
officers (mandataires sociaux) or shareholder holding more than 10% of TOTAL S.A.’s voting  
rights and, on the other hand, a company of which TOTAL S.A. directly or indirectly owns more  
than half of the capital, other than agreements related to its ordinary course of business and  
signed under normal conditions  
4
4
4.4.1  
4.4.2  
3
4
°
°
Summary table of valid delegations granted by the Shareholders’ Meeting with respect to capital  
increases, pursuant to Articles L. 225-129-1 and L. 225-129-2 of the French Commercial Code,  
showing the use made of such delegations during the 2017 fiscal year  
Statement of the choice made between the two forms of management set out  
in Article L. 225-51-1 of the French Commercial Code  
4
4
4
4
4.1.5.1  
4.1.1 and 4.1.2  
4.1.1.5  
5
6
7
8
°
°
°
°
Composition and preparation and organization of the work of the Board of Directors  
Application of the principle of balanced representation of men and women on the board  
Limits set by the Board of Directors concerning the powers of the Chief Executive Officer, if any  
4.1  
Declaration regarding the corporate governance code to which the Company voluntarily refers,  
and, if applicable, the reasons why any provision thereof has been set aside  
4
4.2  
9°  
Provisions of the bylaws governing shareholders’ participation in Shareholders’ Meetings  
(
particular conditions regarding shareholders’ participation in the shareholders’ meeting  
4
7
4.4.3  
7.2.6  
or provisions of the bylaws setting out such conditions)  
III. Information regarding factors likely to have an impact in the event of a public takeover  
or exchange offer  
Information mentioned in Article L. 225-37-5 of the French Commercial Code  
4
4.4.4  
4
18  
REGISTRATION DOCUMENT 2017  
REGISTRATION DOCUMENT 2017  
419  
4
20  
REGISTRATION DOCUMENT 2017  
This document is printed in compliance with ISO 14001:2004 for an environmental management system.  
Cover photography: M. Roussel © TOTAL  
see you on  
total.com  
TOTAL S.A.  
Registered Office:  
2
9
, place Jean Millier - La Défense 6  
2400 Courbevoie - France  
Share capital: 6,584,000,282.50 euros  
42 051 180 RCS Nanterre  
total.com  
Reception: +33 (0)1 47 44 45 46  
Investor Relations: +44 (0)207 719 7962  
North American Investor Relations: +1 (713) 483-5070  
5


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