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Registration document 2011 - tota - Total.com

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the Board of Directors decided on July 30, 2009 to cancel<br />

24,800,000 shares accounted for as long-term securities in the<br />

parent <strong>com</strong>pany’s financial statements. This authorization will<br />

no longer be valid from the date of the Shareholders’ Meeting held<br />

to approve the financial statements for the year ended<br />

December 31, <strong>2011</strong>.<br />

Based on 2,363,767,313 shares outstanding as of December 31,<br />

<strong>2011</strong>, and until the end of the Shareholders’ Meeting called<br />

to approve the accounts for the financial year ending on<br />

December 31, <strong>2011</strong>, the Company may cancel a maximum<br />

of 236,376,731 shares up to and including December 31, <strong>2011</strong>,<br />

before reaching the cancellation threshold of 10% of share capital<br />

canceled during a 24-month period.<br />

3.2.5. Reallocation for other approved<br />

purposes during fiscal year <strong>2011</strong><br />

Shares purchased by the Company under the authorization granted<br />

by the Shareholders’ Meeting of May 16, 2008, or under previous<br />

authorizations, were not reallocated in <strong>2011</strong> to purposes other than<br />

those initially specified at the time of purchase.<br />

Summary table of transactions <strong>com</strong>pleted by the Company involving its own shares from March 1, <strong>2011</strong> to February 29, 2012 (a) :<br />

Number of shares - - Bought Forward Sold Forward<br />

- - calls purchases calls sells<br />

Number of shares - - - - - -<br />

Average maximum maturity date - - - - - –<br />

Average transaction price (€) - - - - - –<br />

Average exercise price - - - - - –<br />

Amounts (M€) - - - - - –<br />

(a) In <strong>com</strong>pliance with the applicable regulations as of February 29, 2012, the period indicated <strong>com</strong>menced the day after the date used as a reference for the publication of information<br />

regarding the previous program (<strong>Registration</strong> Document 2010).<br />

Moreover, 2,934,047 TOTAL shares were sold between March 1, <strong>2011</strong> and February 29, 2012 further to the final grant of shares as part of<br />

the share grant plans.<br />

As of February 29, 2012<br />

3.2.6. Conditions for the buyback<br />

and use of derivative products<br />

Between January 1, <strong>2011</strong> and February 29, 2012, the Company<br />

did not use any derivative products on the financial markets as part<br />

of the share buyback programs successively authorized by the<br />

Shareholders’ Meeting on May 21, 2010 and the Shareholders’<br />

Meeting on May 13, <strong>2011</strong>.<br />

3.2.7. Shares held in the name<br />

of the Company and its subsidiaries<br />

as of February 29, 2012<br />

TOTAL and its shareholders<br />

Share buybacks 6<br />

As of February 29, 2012, the Company held 9,221,513 treasury<br />

shares, representing 0.39% of TOTAL’s share capital. By law, the<br />

voting rights and dividend rights of these shares are suspended.<br />

After taking into account the shares held by Group subsidiaries<br />

that are entitled to a dividend but deprived of voting rights, the <strong>tota</strong>l<br />

number of TOTAL shares held by the Group as of February 29,<br />

2012 was 109,552,781, representing 4.63% of TOTAL’s share<br />

capital, <strong>com</strong>prised of, on the one hand, 9,221,513 treasury<br />

shares, including 6,711,356 shares held to cover restricted share<br />

grants and 2,510,157 shares to cover new share purchase option<br />

plans or new restricted share grants and, on the other hand,<br />

100,331,268 shares held by subsidiaries.<br />

Gross cumulated flows Open positions as of February 29, 2012<br />

Purchases Sales Open buy positions Open sell positions<br />

Percentage of share capital held by TOTAL S.A. 0.39%<br />

Number of shares held in portfolio (a) 9,221,513<br />

Book value of portfolio (at purchase price) (M€) 364<br />

Market value of the portfolio (M€) (b) 387<br />

Percentage of capital held by the entire Group (c) 4.63%<br />

Number of shares held in portfolio 109,552,781<br />

Book value of portfolio (at purchase price) (M€) 3,390<br />

Market value of the portfolio (M€) (b) 4,600<br />

(a) TOTAL S.A. did not buy back any shares during the 3 business days preceding February 29, 2012. As a result, TOTAL S.A. owns all the shares held in portfolio as of this date.<br />

(b) Based on a closing price of €41.99 per share as of February 29, 2012.<br />

(c) TOTAL S.A., <strong>Total</strong> Nucléaire, Financière Valorgest, Sogapar and Fingestval.<br />

<strong>Registration</strong> Document <strong>2011</strong>. TOTAL 147

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