Registration Document 2005 - Total.com

6
TOTAL and its shareholders
Shareholders
on May 31, 2000, and which ran from June 15, 2000,
to September 1, 2000, TotalFinaElf acquired 10,828,326 shares
of Elf Aquitaine in exchange for 14,437,768 new TotalFinaElf shares.
In a notice dated October 20, 2000, as a result of the offer,
PARISBOURSE SBF S.A. (now Euronext Paris S.A.) announced
its decision to delist Elf Aquitaine from the Premier Marché of
the Paris Stock Exchange. The delisting took effect on
November 3, 2000. Since November 6, 2000, the Elf Aquitaine
shares have been traded in the delisted shares section of the
regulated markets (“compartiment des valeurs radiées des marchés
réglementés”) and may be traded at a price fixed daily at 3:00 p.m.
In the United States, the trading of Elf Aquitaine American
Depositary Shares (ADSs) was discontinued by the New York
Main shareholders
Changes in the holdings of principal shareholders
136 TOTAL - Registration Document 2005
Stock Exchange (NYSE) on September 5, 2000. Elf Aquitaine’s ADS
program ended on September 18, 2000.
The delisting of Elf Aquitaine ADS was effective at market opening on
October 18, 2000, after approval by the US Securities and Exchange
Commission (SEC). On March 23, 2001, Elf Aquitaine requested the
termination of the registration of its common shares and ADS.
As of December 31, 2005, TOTAL S.A. held, directly and indirectly,
279,648,689 shares of Elf Aquitaine, taking into account the
10,635,767 treasury shares held by Elf Aquitaine. This represented
99.48% of Elf Aquitaine’s share capital (281,120,213 shares) and
534,967,009 voting rights, or 99.72% of the 536,473,076 total
voting rights.
The principal shareholders of TOTAL as of December 31, 2005, 2004 and 2003 are set forth in the table below:
As of December 31, 2005 2004 2003
(1) Compagnie Nationale à Portefeuille has declared to have increased its participation to more than a threshold of 5% of the TOTAL capital on July 28, 2005, through Groupe Bruxelles
Lambert and Kermadec S.A. (a 100% subsidiary of Compagnie Nationale à Portefeuille). Groupe Bruxelles Lambert is a company controlled jointly by the Desmarais family and
Frère-Bourgeois S.A. for the latter, mainly through its direct and indirect stake in Compagnie Nationale à Portefeuille.
(2) Based on the definition of the employee shareholders pursuant to Article L. 225-102 of the Commercial Code.
(3) American Depositary Shares listed on the New York Stock Exchange.
% of
capital
% of
voting
rights
% of
capital
% of
voting
rights
% of
capital
1. Principal shareholders represented on the Board of
Directors as of December 31, 2005 9.1 15.7 9.3 14.7 9.0 13.0
Groupe Bruxelles Lambert (1) 3.9 7.0 3.7 6.9 3.6 6.6
Compagnie Nationale à Portefeuille (1) 1.3 1.3 1.3 1.3 1.3 1.2
Areva 0.3 0.6 0.3 0.6 0.3 0.7
BNP Paribas 0.2 0.3 0.2 0.4 0.3 0.4
Société Générale 0.0 0.1 0.1 0.1 0.1 0.2
Group employees (2) 3.4 6.4 3.7 5.4 3.4 3.9
2. Other registered shareholders (excluding Group) 1.0 1.9 1.1 2.0 3.4 6.6
Total stable shareholders (1+2) 10.1 17.6 10.4 16.7 12.4 19.6
3. Intra-Group holdings 5.6 - 6.2 - 5.7 -
TOTAL S.A. 1.5 - 2.2 - 1.9 -
Total Nucléaire 0.1 - 0.1 - 0.1 -
Subsidiaries of Elf Aquitaine 4.0 - 3.9 - 3.7 -
4. Other bearer shareholders 84.3 82.4 83.4 83.3 81.9 80.4
of which, ADS holders (3) 7.5 7.3 5.9 5.9 5.7 5.6
% of
voting
rights