SAUDI ARAMCO TOTAL REFINING & …

1 SAUDI ARAMCO TOTAL REFINING & PETROCHEMICAL company (SATORP) (A SAUDI Arabian Mixed Limited Liability company in development phase) CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013 AND INDEPENDENT AUDITOR S REPORT SAUDI ARAMCO TOTAL REFINING & PETROCHEMICAL company (SATORP) (A SAUDI Arabian Mixed Limited Liability company ) CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013 AND INDEPENDENT AUDITOR S REPORT 1 CONTENTS Page Independent auditor s report 2 Consolidated statement of financial position 3 Consolidated statement of operations 4 Consolidated statement of cash flows 5 Consolidated statement of changes in shareholders equity 6 Notes to the consolidated financial statements 7-23 SAUDI ARAMCO TOTAL REFINING & PETROCHEMICAL company (SATORP) (A SAUDI Arabian Mixed Limited Liability company ) Consolidated statement of operations (All amounts in thousands of SAUDI Riyals unless otherwise stated) 4 For the year ended 31 December Note 2013 2012 Income - - Operating expenses General and administrative expenses 14 (325,849) (374,250) Foreign exchange gains 532 118 Loss from operations (325,317) (374,132)

2 Finance income - - Net loss for the year (325,317) (374,132) Loss per share ( SAUDI Riyals): Loss from operations ( ) ( ) Net loss for the year ( ) ( ) Weighted average number of shares outstanding (in millions) The notes on pages 7 to 23 form an integral part of these consolidated financial statements. SAUDI ARAMCO TOTAL REFINING & PETROCHEMICAL company (SATORP) (A SAUDI Arabian Mixed Limited Liability company ) Consolidated statement of cash flows (All amounts in thousands of SAUDI Riyals unless otherwise stated) 5 For the year ended 31 December Note 2013 2012 Cash flows from operating activities Net loss for the year (325,317) (374,132) Adjustments for non-cash items: Depreciation and amortization 8,9 6,468 5,577 Changes in working capital: Advances and other receivables 387 15,090 Inventories 42,672 (99,101) Accounts payable (26,407) 31,131 Accrued and other liabilities 107,251 62,430 Accrued liabilities - related parties (5,041) (58,346) Net cash used in operating activities (199,987) (417,351) Cash flows from investing activities Additions to assets under construction (7,614,721) (12,770,346) Finance income capitalized (180) (243) Finance income received 180 243 Net cash used in investing activities (7,614,721) (12,770,346) Cash flows from financing activities Share capital contribution 3,562,500 1,125,000 Proceeds from borrowings 1,061,658 9,237,905 Proceeds from loans from shareholders 3,187,500 1,875,000 Net cash generated from financing activities 7,811,658 12,237,905 Net change in cash and cash equivalents (3,050) (949,792)

3 Cash and cash equivalents at beginning of year 17,549 967,341 Cash and cash equivalents at end of year 4 14,499 17,549 Non-cash transactions No transfers were made during the year from assets under construction to property plant and equipment (2012: SAUDI Riyals million) and intangible assets (2012: SAUDI Riyals million). The notes on pages 7 to 23 form an integral part of these consolidated financial statements. SAUDI ARAMCO TOTAL REFINING & PETROCHEMICAL company (SATORP) (A SAUDI Arabian Mixed Limited Liability company ) Consolidated statement of changes in shareholders equity (All amounts in thousands of SAUDI Riyals unless otherwise stated) 6 SAUDI ARAMCO TOTAL TOTAL Share capital Balance at 1 January 2012 1,523,438 914,062 2,437,500 Share capital contributed 703,125 421,875 1,125,000 Balance at 31 December 2012 2,226,563 1,335,937 3,562,500 Balance at 1 January 2013 2,226,563 1,335,937 3,562,500 Share capital contributed 2,226,562 1,335,938 3,562,500 Balance at 31 December 2013 4,453,125 2,671,875 7,125,000 Statutory reserve Balance at 1 January 2012 & 2013 and 31 December 2012 & 2013 - - - Accumulated losses Balance at 1 January 2012 (545,457) (321,740) (867,197) Net loss for the year (233,833) (140,299) (374,132)

4 Zakat - - - Income taxes - - - Balance at 31 December 2012 (779,290) (462,039) (1,241,329) Balance at 1 January 2013 (779,290) (462,039) (1,241,329) Net loss for the year (203,323) (121,994) (325,317) Zakat - - - Income taxes - - - Balance at 31 December 2013 (982,613) (584,033) (1,566,646) TOTAL shareholders equity at 31 December 2013 3,470,512 2,087,842 5,558,354 TOTAL shareholders equity at 31 December 2012 1,474,342 872,898 2,321,171 The notes on pages 7 to 23 form an integral part of these consolidated financial statements. SAUDI ARAMCO TOTAL REFINING & PETROCHEMICAL company (SATORP) (A SAUDI Arabian Mixed Limited Liability company ) Notes to the consolidated financial statements for the year ended 31 December 2013 (All amounts in thousands of SAUDI Riyals unless otherwise stated) 7 1. GENERAL INFORMATION SAUDI ARAMCO TOTAL REFINING & Petrochemical company (SATORP) ( the company ) and its subsidiary (collectively the Group ) are engaged in the construction of refinery facilities at Jubail II Industrial City, with the objective to manufacture and sell refined, petrochemical and other related hydrocarbon products.

5 The company is a SAUDI Arabian mixed limited liability company licensed under industrial investment license , issued by the SAUDI Arabian General Investment Authority on 25 Sha aban, 1429 H (26 August 2008) and was registered on 6 Ramadan, 1429H (6 September 2008) under commercial registration number 2055009745. The company s principal place of business and address of its registered office is Al Jubail 35741 7821, Al Jubail Industrial City. The Group is owned by SAUDI Arabian Oil company ( SAUDI ARAMCO ) and by TOTAL REFINING SAUDI Arabia SAS Limited ( TOTAL ) registered in France, a wholly owned subsidiary of TOTAL The Group is jointly controlled by SAUDI ARAMCO and TOTAL . The accompanying consolidated financial statements include the financial information of the company and its subsidiary Arabian ARAMCO TOTAL Services company ( AATSC ), a SAUDI closed joint stock company , that was incorporated on 21 Sha aban 1431H (2 August 2010).

6 The company has an ownership of in AATSC at 31 December 2013 (2012: ). On 9 October 2011, the Group issued Sukuk amounting to SAUDI Riyals 3, million at par value maturing on 20 December 2025. The Sukuk issuance bears a rate of return based on a market related margin payable semi-annually in arrears. The Sukuk repayments are semi-annual from 20 December 2014 through 20 December 2025. The Group is currently in its development stage and is in the process of constructing its refinery facility. The Group is carrying out testing of certain elements of the refinery, as a result of which inventories of feedstock, intermediate and refined products arose at the end of the year and shipments of heavy fuel oil and other refined products were made in the last two quarters of the year. The results of these activities were recognized within assets under construction in the Statement of financial position.

7 The Group is expected to commence commercial operations during 2014. At 31 December 2013, the TOTAL estimated project cost of the refinery facilities is SAUDI Riyals billion (2012: SAUDI Riyals billion). This includes development phase operating costs of SAUDI Riyals billion (2012: SAUDI Riyals 2 billion) and finance fees and interest costs of SAUDI Riyals billion (2012: SAUDI Riyals billion). To date the Group has incurred SAUDI Riyals billion of project related costs (2012: SAUDI Riyals billion). At 31 December 2013, the Group had capital commitments of SAUDI Riyals 1 billion (2012: SAUDI Riyals billion) (note ) and operating lease commitments of SAUDI Riyals million (2012: SAUDI Riyals million) (note ). At 31 December 2013, the Group s current liabilities exceeded its current assets by SAUDI Riyals billion (2012: SAUDI Riyals billion). Pursuant to Article of the Shareholders Agreement SAUDI ARAMCO and TOTAL shall continue to ensure that the Group is sufficiently funded to meet its anticipated operational and capital requirements (note 12).

8 The accompanying consolidated financial statements were authorized for issue by the Board of Directors on 20 February 2014. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all years presented. Basis of preparation The accompanying consolidated financial statements of the Group have been prepared under the historical cost convention on the accrual basis of accounting and in compliance with standards promulgated by the SAUDI Organization for Certified Public Accountants ("SOCPA"). SAUDI ARAMCO TOTAL REFINING & PETROCHEMICAL company (SATORP) (A SAUDI Arabian Mixed Limited Liability company ) Notes to the consolidated financial statements for the year ended 31 December 2013 (All amounts in thousands of SAUDI Riyals unless otherwise stated) 8 Critical accounting estimates and judgments The preparation of financial statements in conformity with accounting principles generally accepted in SAUDI Arabia requires the use of certain critical accounting estimates that affect the reported amounts of assets and liabilities at the date of the Statement of financial position and the reported amounts of expenses during the reporting period.

9 It also requires management to exercise its judgment in the process of applying the Group s accounting policies. Although these estimates are based on management s best knowledge of current events and actions, actual results ultimately may differ from those estimates. No significant estimates were made by management during the year. The critical judgement made by management in applying its accounting policies is in relation to the determination of the date of commencement of operations. At 31 December 2013 management considered the various units within the refinery to still be under commissioning as they are not operating as intended by management. Once the plant is operating as management originally intended, the Group will commence to depreciate the plant over its estimated useful life and will cease to capitalise borrowing costs. Such borrowing costs, along with operating costs and revenues, will be recognised in the Statement of operations.

10 Consolidation Investment in subsidiary Subsidiaries are entities over which the Group has the power to govern the financial and operating policies to obtain economic benefit generally accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases. Inter- company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated. Accounting policies of the subsidiary have been changed where necessary to ensure consistency with the policies adopted by the Group. Foreign currency translation (a) Functional and presentation currency The currency of the primary economic environment in which the Group operates is ( USD or the functional currency ).