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Registration document 2011 - tota - Total.com

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With regard to counterparty risks, credit limits and risk analysis<br />

processes are set and updated regularly, for each activity.<br />

The broad range of activities and countries in which the Group<br />

operate requires local analysis, by business segment, of the related<br />

legal, contractual and political risks. Compliance programs<br />

with regard to <strong>com</strong>petition and bribery law matters are implemented<br />

by the Group to ensure <strong>com</strong>pliance with applicable legislation.<br />

Business units are responsible for assessing their industrial and<br />

environmental risks and for implementing the regulatory requirements<br />

of the countries where they operate, as well as any relevant guidelines<br />

and re<strong>com</strong>mendations defined at the Group or business segment<br />

level. They are also responsible for actively monitoring changes<br />

in legislation, to <strong>com</strong>ply with local and international standards<br />

concerning industrial and environmental risk assessment<br />

and management. Risk assessments lead to the establishment<br />

of management measures to prevent and reduce environmental<br />

impact, minimize the risks of accidents, and contain their consequences.<br />

The “Risk Factors” section of this <strong>Registration</strong> Document<br />

(Chapter 4) contains a formal and extensive description of the<br />

principal risks faced by the Group and how the Group manages<br />

these risks and secures appropriate insurance coverage.<br />

1.10.3. Control activities<br />

Control activities and financial reporting systems, are designed<br />

to take into account the specific nature of these risks and the degree<br />

to which operational control is delegated to the business segments<br />

and entities.<br />

The General Management exercises operational control over TOTAL’s<br />

activities through the Executive Committee’s approval of<br />

investments and <strong>com</strong>mitments for projects, based on defined<br />

thresholds. These projects are subject to prior vetting by the Risk<br />

Committee (CORISK), whose assessments are transmitted to the<br />

Executive Committee.<br />

Control activities are primarily based on a strategic plan that is reviewed<br />

annually, an annual budget, monthly management financial reports<br />

with detailed analysis of differences between actual and budgeted<br />

expenditures, and a reconciliation between quarterly published<br />

consolidated financial statements and reporting.<br />

These processes are supervised by the Budget/Financial Control<br />

and Accounting Departments, which are part of the Finance<br />

Department, and are performed in <strong>com</strong>pliance with financial<br />

reporting standards, consistent and <strong>com</strong>pliant with the accounting<br />

standards used for the published financial statements. Financial<br />

indicators and the accounting methods used allow appropriate<br />

assessment of risks and return on average capital employed (ROACE).<br />

Moreover, the Group’s Accounting Department draws up a quarterly<br />

report of consolidated off-balance sheet <strong>com</strong>mitments as part<br />

of the closure of the consolidated financial statements. The financial<br />

reporting manual contains a procedure to identify and escalate<br />

off-balance sheet <strong>com</strong>mitments.<br />

The Group’s Accounting Department centralizes the interpretation<br />

of accounting standards applicable to the Group’s consolidated<br />

financial statements and distributes these standards through formal<br />

procedures and a financial reporting manual. It monitors the<br />

effective implementation of standards across TOTAL through periodic,<br />

formal <strong>com</strong>munication with functional managers in the business<br />

segments. The Department also periodically reports any exceptions<br />

to the Chief Financial Officer.<br />

Corporate governance 5<br />

Report of the Chairman of the Board of Directors<br />

The Treasury Department monitors and manages risks related to<br />

cash management activities and interest rate-related and foreign<br />

exchange-related financial instruments in accordance with strict<br />

rules defined by the General Management. Cash and cash<br />

equivalents, financial positions and financial instruments are<br />

centralized by the Treasury Department.<br />

Oil and gas reserves are reviewed by a <strong>com</strong>mittee of experts<br />

(the Reserves Committee), approved by the Exploration &<br />

Production’s senior management and then confirmed by the Group’s<br />

General Management.<br />

The Disclosure Committee, whose members are the managers<br />

of the main corporate departments, establishes and maintains<br />

procedures designed to ensure the quality and accuracy of external<br />

<strong>com</strong>munications intended for financial markets.<br />

At the profit center and entity level, control activities are organized<br />

around the principal operational processes: exploration and reserves,<br />

purchasing, capital expenditures, production, sales, oil, gas and<br />

petroleum product trading, inventories, human resources, financing<br />

and cash management.<br />

The Group has implemented a wide range of procedures<br />

and programs that help to prevent, detect and limit different types<br />

of fraud. This effort is supported by the business principles and<br />

rules of individual behavior described in the Code of Conduct and<br />

in procedures, charters and codes issued at the Group business<br />

segment level. The Group has also implemented a whistleblowing<br />

system that employees and third parties can use to report<br />

circumstances that might amount to fraud or other violations<br />

related to accounting and internal control.<br />

The Information Technology Department has developed and<br />

distributed governance and security rules that describe the<br />

re<strong>com</strong>mended infrastructure, organization and procedures to maintain<br />

information systems that are appropriate to the organization’s<br />

needs and to limit information security risks. These rules are<br />

implemented across the Group under the responsibility of the<br />

various business segments.<br />

Control activities to prevent industrial and environmental risks<br />

are implemented in the business units. External certification<br />

or third-party audits are conducted for some of the management<br />

systems related to this type of risk. More detailed information<br />

on the Group’s safety and environmental initiatives is provided<br />

in the Group’s Society and Environment report.<br />

1.10.4. Information and <strong>com</strong>munication<br />

Internal control procedures are defined at each of the three<br />

operational levels: general rules at the corporate level; sectorspecific<br />

procedures at the business line level; and others at the<br />

profit center and entity level. These procedures are circulated<br />

in memorandums and are also available on the Group’s intranet<br />

sites and, whenever they are <strong>com</strong>mon, those of the business lines.<br />

The principal procedures regarding financial controls established<br />

at the corporate level cover acquisitions and disposals, capital<br />

expenditure, financing and cash management, budget control<br />

and financial reporting. Disclosure controls and procedures are<br />

in place. At the operating levels, they mainly consist of procedures,<br />

guidelines and re<strong>com</strong>mendations covering safety and security<br />

(both industrial and information technology), health, the environment<br />

and sustainable development.<br />

The procedures for the business sectors primarily concern financial<br />

<strong>Registration</strong> Document <strong>2011</strong>. TOTAL 111

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