Registration document 2011 - tota - Total.com

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2 Business 50 overview Organizational structure The Supply & Marketing division has a more than $1 billion capital expenditure budget (1) for 2012, to finance in particular the service station network, logistics, specialty production and storage facilities (lubricants, LPG, etc.), and a number of storage facilities on customers’ premises. The majority of the Supply & Marketing budget will be allocated to growth areas (Africa, the Middle East, Asia, and Latin America). Beyond 2012, TOTAL plans to make sustained investments to support the growth of its activities, prioritizing the Upstream segment. TOTAL self-finances most of its capital expenditure from cash flow from operations (see the consolidated statement of cash flow, Chapter 9, point 5), which is essentially increased by accessing the bond market on a regular basis, when conditions on the financial markets are favorable (see Note 20 to the Consolidated Financial Statements, Chapter 9, point 7). However, capital expenditure for joint ventures between TOTAL and external partners are generally funded through project financing. 6. Organizational structure 6.1. Position of the Company within the Group TOTAL S.A. is the Group’s parent company. As of December 31, 2011, there were 870 consolidated subsidiaries, of which 783 were fully consolidated and 87 were accounted for under the equity method. The decision of TOTAL S.A.’s major subsidiaries to declare dividends is made by their relevant shareholders’ meetings and is subject to the provisions of applicable local laws and regulations. As of December 31, 2011, there is no restriction under such provisions that would materially restrict the distribution to TOTAL S.A. of the dividends declared by those subsidiaries. As of December 31, 2011, the Group’s businesses were organized as indicated on the chart in paragraph 8 of this Chapter. In October 2011, the Group announced a proposed reorganization of its Downstream and Chemicals segments. The procedure for 6.2. Major subsidiaries A list of the major subsidiaries directly or indirectly held by the Company is given in Note 35 to the Consolidated Financial Statements (Scope of Consolidation) in Chapter 9, point 7 of this Registration Document. TOTAL. Registration Document 2011 For 2012, the Group has also announced that it wishes to divest certain assets from its portfolio, and its budget provides for asset disposals worth over $4 billion more than planned acquisitions. In February 2012, TOTAL announced that it had signed an agreement to sell its Colombian subsidiary which holds stakes in the Cusiana mature oil field and the OAM and ODC pipelines in Colombia. As part of certain project financing arrangements, TOTAL S.A. has provided guarantees. These guarantees (“Guarantees given on borrowings”) as well as other information on off-balance sheet commitments and contractual obligations for the Group appear in Note 23 to the Consolidated Financial Statements (Chapter 9, point 7). The Group does not currently consider that these guarantees, or any other off-balance sheet arrangements of TOTAL S.A. nor any other members of the Group, currently have or are reasonably likely to have in the future a material effect on the Group’s financial situation, revenues or expenses, liquidity, capital expenditure or capital resources. informing and consulting with employee representatives took place and the reorganization became effective on January 1, 2012. This led to organizational changes, with the creation of: – a Refining & Chemicals segment, a large industrial center that encompasses refining, petrochemicals, fertilizers and specialty chemicals operations. This segment also includes trading and shipping activities; – a Supply & Marketing segment, which is dedicated to worldwide supply and marketing activities in the oil products field. The Group’s businesses receive assistance from corporate divisions (Finance, Legal, Ethics, Insurance, Strategy & Business Intelligence, Human Resources and Communications) that are grouped within the parent company, TOTAL S.A. (1) Including net investments in equity affiliates and non consolidated companies, excluding acquisitions and divestments, based on €1=$1.40 for 2012.
7. Property, plant and equipment TOTAL has freehold and leasehold interests in over 130 countries throughout the world. Operations in properties, oil and gas fields or any other industrial, commercial or administrative facility, as well as the production capacities and utilization rates of these facilities, are described in this Chapter for each business segment (Upstream, Downstream, Chemicals). A summary of the Group’s property, plant and equipment and their main related expenses (depreciation and impairment) is included in Note 11 to the Consolidated Financial Statements (section 9). Business overview 2 Property, plant and equipment Minimum royalties from finance lease agreements regarding properties, service stations, vessels and other equipment are given in Note 22 to the Consolidated Financial Statements (Chapter 9). Information about the Company’s environmental policy, in particular that related to the Group’s industrial sites or facilities, is presented in Chapter 12 - Corporate social responsibility of this Registration Document. Registration Document 2011. TOTAL 51
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Registration Document 2011
Page 3 and 4: Registration Document 2011 This tra
Page 5 and 6: Key figures 1. Operating and market
Page 7 and 8: Sales Adjusted net income (Group sh
Page 9 and 10: Shareholder base Estimates as of No
Page 11 and 12: Business overview Business overview
Page 13 and 14: 2. Upstream TOTAL’s Upstream segm
Page 15 and 16: As of December 31, 2009, TOTAL’s
Page 17 and 18: 2.3. Presentation of production act
Page 19 and 20: Indonesia 1968 Myanmar 1992 Thailan
Page 21 and 22: United Kingdom 1962 Middle East U.A
Page 23 and 24: In Kenya, TOTAL acquired in Septemb
Page 25 and 26: In the United States, the Group’s
Page 27 and 28: The next two wells, which were expl
Page 29 and 30: is expected to be transported to Ru
Page 31 and 32: - In addition to Alwyn and the Cent
Page 33 and 34: 2.6. Number of net oil and gas well
Page 35 and 36: Asia Yadana Yadana (Myanmar) Ban-I
Page 37 and 38: 2.9.3. Marketing To unlock value fr
Page 39 and 40: As of January 2012, TOTAL owns 66%
Page 41 and 42: 3. Downstream The Downstream segmen
Page 43 and 44: The heavy conversion process of thi
Page 45 and 46: In Northern, Central and Eastern Eu
Page 47 and 48: The oil markets had ended 2010 sign
Page 49 and 50: 4.1. Base Chemicals The Base Chemic
Page 51 and 52: 4.1.2. Fertilizers Through its Fren
Page 53: 5. Investments 5.1. Major investmen
Page 57 and 58: Finance Refining & Marketing Financ
Page 59 and 60: Crude Oil Trading Finance Trading &
Page 61 and 62: Management Report The Management re
Page 63 and 64: - a Refining & Chemicals segment, a
Page 65 and 66: 1.2.4. Investments - divestments In
Page 67 and 68: 1.6. TOTAL S.A. 2011 results Net in
Page 69 and 70: 2.5. Anticipated sources of financi
Page 71 and 72: 3.6. Environment Environmental issu
Page 73 and 74: Risk factors Risk factors 4 1. Fina
Page 75 and 76: Trading & Shipping : value-at-risk
Page 77 and 78: 1.8. Sensitivity analysis on intere
Page 79 and 80: 1.10. Liquidity risk TOTAL S.A. has
Page 81 and 82: Customer receivables are subject to
Page 83 and 84: 2.2. Management and monitoring of i
Page 85 and 86: egions, causing substantial decline
Page 87 and 88: 3.4. Activities in Cuba, Iran, Suda
Page 89 and 90: and service contracts. In 2011, TOT
Page 91 and 92: 4.3. Insurance policy The Group has
Page 93 and 94: Corporate governance Corporate gove
Page 95 and 96: Chairman of the Nominating & Govern
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Page 99 and 100: du Territoire et de l’Action Rég
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6. COMMITTEES OF THE BOARD OF DIREC
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1.5.2. Compensation Committee Rules
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The term of office of the members o
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- examination of ethical issues (co
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1.8. Director independence At its m
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With regard to counterparty risks,
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Variable compensation is determined
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3. General Management 3.1. Manageme
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4.4. Fees received by the statutory
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total gross compensation as Chairma
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Chairman and Chief Executive Office
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The acquisition rate: - is equal to
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5.7.3. Directors’ fees and other
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5.8. TOTAL stock option grants Corp
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If all the outstanding stock option
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Corporate governance 5 Compensation
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The grant of these performance shar
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6. Employees, share ownership 6.1.
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6.3.1. Summary of transactions in t
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TOTAL and its shareholders TOTAL an
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1.2. Share performance TOTAL share
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1.2.7. TOTAL share price over the p
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2.2. Dividend payment BNP Paribas S
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the Board of Directors decided on J
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- delivered to the holders of secur
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4.4. Major shareholders 4.4.1. Chan
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4.6. Shares held by members of the
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However, there are certain exceptio
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6.4. Registered shareholding TOTAL
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Financial information Financial inf
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4. Dividend policy The Company’s
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criminal chamber of the Court of Ap
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In October 2010, the Prosecutor’s
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General information General informa
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delegations of authority granted by
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1.4. Potential share capital as of
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2.3. Provisions of the by-laws gove
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2.6. Shareholders’ meetings 2.6.1
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In 2011, TOTAL’s holdings in Sano
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Consolidated Financial Statements T
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2. Consolidated statement of income
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4. Consolidated balance sheet TOTAL
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6. Consolidated statement of change
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Non-monetary contributions by ventu
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Intangible assets are carried at co
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when market data are not directly a
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- In June 2011, the IASB issued rev
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Since the acquisition date, sales a
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4) Business segment information Fin
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For the year ended December 31, 201
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Adjustments to net income, Group sh
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7) Other income and other expense F
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The net deferred tax variation in t
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11) Property, plant and equipment C
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12) Equity affiliates: investments
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In Group share, the main financial
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15) Inventories As of December 31,
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17) Shareholders’ equity Number o
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As of December 31, 2011, paid-in su
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The experience actuarial (gains) lo
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19) Provisions and other non-curren
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20) Financial debt and related fina
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Bonds after fair value hedge (M€)
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Bonds after cash flow hedge and fix
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C) Net-debt-to-equity ratio For its
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23) Commitments and contingencies A
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guarantees. As of December 31, 2011
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25) Share-based payments A) TOTAL s
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condition. This condition states th
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- varies on a straight-line basis b
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The following table summarizes SunP
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27) Statement of cash flows A) Cash
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As of December 31, 2010 (M€) Asse
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Assets and liabilities from financi
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As of December 31, 2010 (M€) Asse
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D) Fair value hierarchy The fair va
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As of December 31, 2009 Consolidate
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As part of its gas, power and coal
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As a result of this policy, the imp
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The following table sets forth fina
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its assets (as calculated under the
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e paid to those affected by the pol
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33) Other information Research and
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The business segments are identifie
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Supplemental oil and gas informatio
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1.3. Proved undeveloped reserves As
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(in million barrels of oil equivale
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Supplemental oil and gas informatio
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1.4.4. Changes in gas reserves Supp
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1.5. Results of operations for oil
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1.6. Cost incurred The following ta
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The standardized measure of discoun
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1.9. Changes in the standardized me
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2011 Natural gas production availab
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TOTAL S.A. The statutory Financial
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To be eligible for this supplementa
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3. Statutory Financial Statements o
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3.3. Statement of cash flow For the
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4. Notes to the Statutory Financial
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4) Other non-current assets A) Chan
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TOTAL shares held by the Group subs
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11) Translation adjustment The appl
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21) Commitments As of December 31 (
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- is equal to 100% if the average R
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D) TOTAL performance share grant Th
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24) Others Compensation for the adm
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5.2. Five-year financial data Share
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6. Consolidated financial informati
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Corporate social responsibility Cor
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TOTAL also hired 3,321 employees on
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1.5. Equal opportunity From recruit
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2.1. Occupational health and safety
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TOTAL particularly monitors hazardo
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The Group has therefore taken proac
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Social and economic development of
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commitment for TOTAL, adopting a pr
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4.3. TOTAL and new energies Althoug
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The selected sites and subsidiaries
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Assurance Opinion Completeness of d
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Glossary A Acreage Areas in which m
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MTO/OCP MTO (Methanols to Olefins)
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Cross reference lists Registration
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17. Employees 17.1. Number of emplo
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Registration Document concordance t
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PEFC/10-31-2043 This brochure is pr
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Registration document 2011 - tota - Total.com

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