SECURITIES AND EXCHANGE COMMISSION
Commission File Number: 001-34476
Bloco A – Vila Olimpia
São Paulo, SP 04543-011
Federative Republic of Brazil
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BANCO SANTANDER (BRASIL) S.A.
Public Company with Authorized Capital
Corporate Taxpayer ID (CNPJ/ME) No. 90.400.888/0001-42
Company Registration (NIRE) No. 35.300.332.067
Minutes of the Board of Directors Meeting
held on December 17, 2021
DATE, TIME AND PLACE: On December 17, 2021, at 3:30 p.m., by videoconference, the Board of Directors of the Company has met, with the attendance of all of its members.
CALL NOTICE: The call was waived in view of the attendance of all members of the Board of Directors.
MEETING BOARD: Álvaro Antônio Cardoso de Souza, President. Daniel Pareto, Secretary.
AGENDA: In continuity with the approval of the Succession Plan of the Company's senior management resolved on July 28, 2021, resolve on: (i) the appointment of Mr. Sérgio Agapito Lires Rial, to the positions of Coordinator of the Nomination and Governance Committee and member of the Compensation and Risks and Compliance Committees of the Company; (ii) the dismissal of Messrs. Mario Roberto Opice Leão and Carlos Rey de Vicente from the positions of members of the Company's Sustainability Committee; and (iii) the appointment of Mrs. Andrea Marques de Almeida and Messrs. Álvaro Antônio Cardoso de Souza and Luiz Masagão Ribeiro Filho as members of the Company's Sustainability Committee.
RESOLUTIONS: Made the necessary clarifications, the members of the Board of Directors unanimously APPROVED:
(i) to appoint, with effect from January 1, 2022, pursuant to article 14, paragraph 6, of the Company's Bylaws and the favorable recommendation of the Nomination and Governance Committee, for a supplementary term until the investiture of those elected in the First Meeting of the Board of Directors to be held after the Annual General Meeting of 2023, Mr. Sérgio Agapito Lires Rial, Brazilian, single, economist, holder of Identity Card RG No. 04.621.473-0 IFP/RJ, enrolled with the CPF /ME under No. 595.644.157-72, for the positions of Coordinator of the Nomination and Governance Committee and as a member of the Compensation, Risks and Compliance Committees of the Company;
(ii) to dismiss, with effect from January 1, 2022, Messrs. Mario Roberto Opice Leão, Brazilian, married, engineer, holder of Identity Card RG nº 24752106 SSP/SP, enrolled with the CPF/ME under nº 248.745.618-37, and Carlos Rey de Vicente, Spanish, married, lawyer, holder of the Identity Card for Foreigners RNE No. V952766-Z, enrolled with the CPF/ME under No. 236.413.938-41, of the positions of Committee members of the Company's Sustainability. The board members thanked Messrs. Mario Roberto Opice Leão and Carlos Rey de Vicente for their valuable contributions to the Company throughout the period in which they were part of the Sustainability Committee; and
(iii) appoint, with effect from January 1, 2022, pursuant to article 14, paragraph 6, of the Company's Bylaws and the favorable recommendation of the Nomination and Governance Committee, for a supplementary term until the investiture of those elected in the first Meeting of the Board of Directors to be held after the Annual General Meeting of 2023, Ms. Andrea Marques de Almeida, Brazilian, divorced, engineer, holder of Identity Card RG nº. 07.648.624-0, registered with the CPF/ME under no. 014.701.357-79, Mr. Álvaro Antônio Cardoso de Souza, Portuguese, married, economist, holder of the identity card RNE nº W401505-E, enrolled with the CPF/ME under nº 249.630.118-91 and Mr. Luiz Masagão Ribeiro Filho, Brazilian, married, business administrator, holder of Identity Card RG nº 24.105.527-1 SSP/SP, enrolled with the CPF/ME under nº 214.670.788-75, as members of the Company's Sustainability Committee.
ADJOURNMENT: There being no further matters to be resolved, the Meeting was finalized, and these minutes have been prepared, which were read, approved, and signed by all the attendees. Board: Álvaro Antônio Cardoso de Souza, Chairman. Daniel Pareto, Secretary. Signatures: Mr. Álvaro Antônio Cardoso de Souza – Chairman; Mr. Sergio Agapito Lires Rial – Vice Chairman; Deborah Stern Vieitas, Deborah Patricia Wright, José Antonio Alvarez Alvarez, José de Paiva Ferreira, José Antonio Garcia Cantera, Marília Artimonte Rocca and Pedro Augusto de Melo – Directors.
I certify that this is a true transcript of the minutes recorded in the Minutes of the Board of Directors Meetings Book of the Company.
Daniel Pareto
Secretary
Banco Santander (Brasil) S.A. | ||
By: | /S/ Amancio Acurcio Gouveia | |
Amancio Acurcio Gouveia Officer Without Specific Designation | ||
By: | /S/ Angel Santodomingo Martell | |
Angel Santodomingo Martell Vice - President Executive Officer |