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6-K Filing
Banco Santander (BSBR) 6-KCurrent report (foreign)
Filed: 5 Aug 22, 5:25pm
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes _______ No ___X____
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes _______ No ___X____
Indicate by check mark whether by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes _______ No ___X____
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
[Free English Translation]
BANCO SANTANDER (BRASIL) S.A.
Public Company with Authorized Capital
Corporate Taxpayer´s Registry No. 90.400.888/0001-42
Company Registry No. 35.300.332.067
Minutes of the Board of Directors Meeting held on August 05, 2022
DATE, TIME AND PLACE: On August 05, 2022, at 10 a.m., by conference call, the Board of Directors of Banco Santander (Brasil) S.A. (“Company” or “Santander”) have met, with the attendance of all of its members.
CALL NOTICE AND ATTENDANCE: The call was waived in view of the attendance of all members of the Board of Directors.
MEETING BOARD: Sérgio Agapito Lires Rial, Chairman. Daniel Pareto, Secretary.
AGENDA: To approve the proposal for declaration and payment of Interest Equity, pursuant to the Company’s Executive Board proposal.
RESOLUTIONS: The proposal of the Company's Board of Executive Officers was presented to the Board of Directors, as per the meeting held on this date, ad referendum of the Ordinary General Meeting of the shareholders to be held until April 30, 2023, for the declaration and payment of Interest on Company’s Equity, pursuant to articles 17, item XVIII and 37, second paragraph, of the Company's Bylaws based on the balance of the Dividend Equalization Reserve, as per the balance sheet of July 31, 2022, in the gross amount of R$ 1,700,000,000.00 (one billion and seven hundred million reais), corresponding to R$ 0.21774739699 per common share, R$ 0.23952213669 per preferred share and R$ 0.45726953368 per Unit, which, after the deduction of the amount related to the Income Tax Withheld at Source (“IRRF”), pursuant to the laws in force, result the net amount corresponding to R$ 1,445,000,000.00 (one billion, four hundred and forty five million reais), corresponding to R$ 0.18508528744 per common share, R$ 0.20359381618 per preferred share and R$ 0.38867910362 per Unit, except for immune and/or exempt shareholders.
The matter was discussed and approved by all the attending Directors.
It remained formalized that (i) the shareholders registered on the Company’s records by the end of August 12th, 2022 (including) will be entitled to the Interest on Equity hereby approved. Therefore, as of August 15th, 2022 (including), the Company’s shares shall be traded “Ex-Interest on Equity”; (ii) the Interest on Equity hereby approved (a) shall be fully considered within the amount of the mandatory dividends to be distributed by the Company for the year 2022; and (b) shall be paid on September 6th, 2022, with no compensation of monetary restatement; (iii) the amount of Interest on Equity proposed in the base-year fits the limits settled in the tax legislation; (iv) the Board of Directors authorized the Executive Board to take the actions necessary for the release of the proper “Notice to Shareholders”, to disclose to market the resolution just taken; and (v) the support documents of the mentioned declaration and payment of Interest on Equity shall be kept filed at the Company’s headquarters.
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[Free English Translation]
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: Sérgio Agapito Lires Rial, President. Daniel Pareto, Secretary. Signatures: Mr. Sérgio Agapito Lires Rial – Chairman; Deborah Patricia Wright, Deborah Stern Vieitas, José Antonio Alvarez Alvarez, José de Paiva Ferreira, José Garcia Cantera, Marília Artimonte Rocca and Pedro Augusto de Melo – Directors. São Paulo, August 05, 2022.
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
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Banco Santander (Brasil) S.A. | ||
By: | /S/ Andrea Marques de Almeida | |
Andrea Marques de Almeida Executive Vice-President | ||
By: | /S/ Angel Santodomingo Martell | |
Angel Santodomingo Martell Vice - President Executive Officer |