6-K/A 1 bsbr20140514_6ka.htm 2014 CALENDAR OF CORPORATE EVENTS bsbr20140514_6ka.htm - Generated by SEC Publisher for SEC Filing


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 
FORM 6-K/A
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
 
For the month of May, 2014

Commission File Number: 001-34476
 
BANCO SANTANDER (BRASIL) S.A.
(Exact name of registrant as specified in its charter)
 
Avenida Presidente Juscelino Kubitschek, 2041 and 2235
Bloco A – Vila Olimpia
São Paulo, SP 04543-011
Federative Republic of Brazil

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ___X___ Form 40-F _______

 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


 

 

2014 CALENDAR OF CORPORATE EVENTS

 

Company Name

Banco Santander (Brasil) S.A.

Central Office Address

Avenida Presidente Juscelino Kubitschek nº 2041 and 2235 – Bloco A, Vila Olímpia – CEP 04543-011 – São Paulo/SP

Internet Site

http://www.santander.com.br

Investors Relations Officer

 

Name: Carlos Alberto López Galán

E-mail: ri@santander.com.br

Telephone(s): +55 (11) 3553-3300

Responsible for Investor Relations Area

 

Name: Luiz Felipe Taunay Ferreira

E-mail: ri@santander.com.br

Telephone(s): +55 (11) 3553-3300

Publications (and locality) in which its corporate documents are published

Diário Oficial do Estado de São Paulo e Valor Econômico (São Paulo-SP)

The Company is subject to the arbitration of the Market Arbitration Chamber pursuant to the arbitration clause in the Company’s Bylaws

 

Annual Financial Statements and Consolidated Financial Statements, as of 12/31/2013 (BRGAAP – Portuguese and English version)

EVENT

DATE

Accessible to Stockholders and Submission to BM&F Bovespa, CVM and SEC

01/30/2014

Banco Santander Individual Publication - BRGAAP

01/31/2014

 

Annual and Consolidated Financial Statements, as of 12/31/2013 (IFRS)

EVENT

DATE

Accessible to Stockholders and Submission to BM&F Bovespa, CVM and SEC.

03/31/2014

 

Standardized Financial Statements (DFP), as of 12/31/2013 - BRGAAP Banco Santander - Individual

EVENT

DATE

Submission to BM&F Bovespa and CVM

01/30/2014

 

Standardized Financial Statements (DFP), as of 12/31/2013 – IFRS Banco Santander – Consolidated

EVENT

DATE

Submission to BM&F Bovespa and CVM

03/31/2014

 

Cash proceeds in the allocation of the result for fiscal year of 2013* (The distributions already made will be ratified at the Annual Shareholders’ Meeting)

Proceed

Event

Base-Date

Amount

(R$ Million)

Value in R$/1,000 Shares (Gross)

 

Pay Day

ON

PN

UNIT

Interest on Equity

03/27/2013

300,000,000.00

R$ 0.720049979

R$ 0.792054977

R$ 79.205497685

08/29/2013

Intermediary dividends

06/25/2013

650,000,000.00

R$ 1.560306559

R$ 1.716337215

R$ 171.633721501

08/29/2013

Intermediary dividends

09/26/2013

450,000,000.00

R$ 1.082149672

R$ 1.190364639

R$ 119.036463894

02/26/2014

Intermediary dividends

12/30/2013

285,196,062.83

R$ 0.686198574

R$ 0.754818432

R$ 75.481843187

02/26/2014

Interim dividends

12/30/2013

714,803,937.17

R$ 1.719860498

R$ 1.891846548

R$ 189.184654791

02/26/2014

* The distributions will be ratified at the Annual Shareholders’ Meeting to be held in 2014.

 

 

 

 

 


 

 

Cash proceeds in the allocation of the result for fiscal year of 2014

Proceed

Event

Base-Date

Amount

(R$ Million)

Value in R$/1,000 Shares

 

Pay Day From

ON

PN

UNIT

Intermediary dividends

3/26/2014;

and

3/28/2014

(Erratum)

99,807,335.16

R$ 0.240571396

R$ 0.264628536

R$ 26.462853607

08/28/2014

Interim dividends

3/26/2014;

and

3/28/2014

(Erratum)

120,192,664.84

R$ 0.289707336

R$  0.318678070

R$ 31.86780699

08/28/2014

 

Reference Form as of 12/31/2013

EVENT

DATE

Submission to BM&F Bovespa and CVM

05/30/2014

 

Annual Information – 20F, as of 12/31/2013

EVENT

DATE

Submission to SEC, CVM, NYSE and BM&F Bovespa.

04/30/2014

 

Quarterly Information – Consolidated Financial Statements – BR GAAP/IFRS

EVENT

DATE

Submission to BM&F Bovespa and CVM

 

Referring to 1st quarter of 2014

04/29/2014

Referring to 2nd quarter of 2014

07/31/2014

Referring to 3rd quarter of 2014

11/04/2014

 

Quarterly Information – Consolidated Financial Statements in English – BR GAAP/IFRS

EVENT

DATE

Submission to SEC, NYSE and accessible to stockholders

 

-    Referring to 1st quarter of 2014

04/29/2014

-    Referring to 2nd quarter of 2014

07/31/2014

-    Referring to 3rd quarter of 2014

11/04/2014

 

Extraordinary Shareholders’ Meeting

EVENT

DATE

Publication of the Call Notice

DOESP – 02/15/2014, 02/18/2014 e 02/19/2014

 

Valor Econômico 02/17/2014, 02/18/2014 e 02/19/2014

Submission of the Call Notice to BM&F Bovespa, CVM, SEC and accessible to stockholders

02/14/2014

General Shareholders’ Meeting

03/18/2014

Submission of the Minutes of the General Shareholders’ Meeting to BM&F Bovespa, CVM, SEC and accessible to stockholders

03/18/2014

EVENT

DATE

Publication of the Call Notice

DOESP – 05/08/2014, 05/09/2014 e 05/10/2014

 

Valor Econômico 05/08/2014, 05/09/2014 e 05/12/2014

Submission of the Call Notice to BM&F Bovespa, CVM, SEC and accessible to stockholders

05/07/2014

General Shareholders’ Meeting

06/09/2014

Submission of the Minutes of the General Shareholders’ Meeting to BM&F Bovespa, CVM, SEC and accessible to stockholders

06/09/2014

Annual and General Shareholders’ Meeting

EVENT

DATE

Publication of the Call Notice

DOESP – March 29th and April 1st and 2nd, 2014

Valor Econômico – March 31st and April 1st and 2nd, 2014

Submission of the Call Notice to BM&F Bovespa, CVM, SEC and accessible to stockholders accompanied by the Administrative Proposal.

03/28/2014

General Shareholders’ Meeting

04/30/2014

Submission of the Minutes of the General Shareholders’ Meeting to BM&F Bovespa, CVM, SEC and accessible to stockholders

04/30/2014

                                                                                                                                                                                                                                                                                                        


 

 

 

Board of Directors’ Meeting

EVENT

DATE

Board of Directors’ Meeting Analyze, discuss and resolve on (i) the issuance abroad of instruments eligible for inclusion in Tier I and Tier II of Santander’s regulatory capital [patrimônio de referência] (“Notes”) pursuant to CMN Resolution No. 4192 of March 1, 2013, as amended (“CMN Resolution 4192/13”), in the amount in US dollars equivalent to six billion Brazilian Reais (R$ 6,000,000,000.00), according to F-3ASR Registration Statement filed with the U.S. Securities and Exchange Commission – SEC (“Notes Program”), within the context of the plan for optimizing the composition of Santander’s regulatory capital, as disclosed in the Material Fact dated September 26, 2013; and (ii) the execution, delivery and performance of all documents to which Santander is a party and/or which are signed by or on behalf of Santander in relation to the issuance of Notes.

01/14/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

01/14/2014

EVENT

DATE

Board of Directors’ Meeting: (a)  To acknowledge of the activities conducted by the Audit Committee of the Company, as well as their interactions with the Company internal areas and the internal and the independent auditors of the Company and its main points of the attention resulting from meetings and contained in the Report of the Audit Committee for the Company’s Financial Statements for the fiscal year ended on December 31,2013; (b)  To approve the information of the fourth quarter of the year of 2013 and the Company´s Financial Statements, related to the half of the fiscal year ended in December 31,2013, followed by the Management Report, the balance sheet, the statements of profit and loss, independent auditor´s opinion, and the Report of the Audit Committee; (c) To approve the Tax Credit Realization Technical Study, related to the half of the fiscal year ended in December 31, 2013; (d)  To know the leaving of Mrs. Luciane Ribeiro, Executive Officer and of Mr. Pedro Paulo Longuini, Vice-President Executive Officer of the Company; and (e) To elect Mr. Mário Adolfo Libert Westphalen, as Company’s Officer without specific designation.

01/29/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

01/29/2014

EVENT

DATE

Board of Directors’ Meeting: (a)  To propose to the Shareholders Meeting the global remuneration of the Officers and Audit Committee’s members; (b)  To approve the Ombudsman Report related to the second semester of 2013 and the corrective measures as a result of complaints received, for purposes of sections V and VI of Article 33 of the Company’s Bylaws and of sections V and VI of Article 2 of Resolution # 3849 of March 25, 2010, issued by the National Monetary Council; (c) To acknowledge and to approve the policy and strategies of the Company in order to make sure that they are able to maintain appropriate and enough liquidity ratios, pursuant to the Resolution CMN #4090, of May 24, 2012, as well as the report with the structure and management of the liquidity ratios; and  (d) To know the economics-financials results of the Company relative to January, 2014.

02/26/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

02/26/2014

EVENT

DATE

Board of Directors’ Meeting: Approve the election of the members of the Company’s Audit Committee for a new term of office.

03/18/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

03/18/2014

EVENT

DATE

Board of Directors’ Meeting: (a)  Approve the election of a new member of the Company’s Audit Committee; (b)  Elect a new member to compose the Company’s Board Executive Officers; (c)  To know the Report of the Nomination and Remuneration Committee related to the period ended on December 31, 2013, as well as the main activities of the Company’s Nomination and Remuneration Committee, pursuant to Resolution # 3.921/2010, issued by the National Monetary Council; (d)  To approve the Company´s Financial Statements by standard under IFRS, referred to the fiscal year ended on December 31, 2013; (e)  To know the economics-financials results of the Company relative to February, 2014; (f)  To propose to general meeting to change the term of payment of dividends and interest on equity regarding the year of 2013 to not more than one hundred and eighty (180) days as of the date it was stated by the Company’s Board of Directors, pursuant to item X and XVIII of article 17 of the Company´s Bylaws; (g)  To approve the allocation and payment of Company’s dividends; e (h)  To approve the Report containing the policies and strategies for operational risk management, pursuant to Resolution 2.554/98 and 3.380/06, both issued by the National Monetary Council.

03/26/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

03/26/2014

EVENT

DATE

Board of Directors’ Meeting: To approve the Company´s Financial Statements by standard under IFRS, referred to the fiscal year ended on December 31, 2013.

03/27/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

03/27/2014

EVENT

DATE

Board of Directors’ Meeting: (a)  Re-ratify the resolution approved at the Board of Directors Meeting of the Company held on March 26, 2014 at 10:30 a.m., specifically with respect to item "e" on the agenda, namely: "(e) To approve the allocation and payment of Company’s dividends", and (b)  Ratify the other decisions taken at that meeting.

03/28/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

03/28/2014

EVENT

DATE

Board of Directors’ Meeting: (a)  To know the economics-financials results of the Company relative to the first quarter of the year 2014; (b)  To approve the Financial Statements relative to the first quarter of the year 2014; (c)  To know the economics-financials results of the Company relative to March, 2014; (d)  To approve the SEC Form 20-F; (e)  To approve the report, policies and strategies to the management of market risk; (f)  To approve the report, policies and strategies to the management of credit risk; (g)  To approve the Report of Description of Capital Structure Management; (h)  To approve the Model of Management and Control of Operational Risks of Santander Brasil; and (i)  Approve the conduction of Mrs. Maria Eugenia Andrade Santos Lopez to the position of Executive Officer of the Company; (j)  To approve Variable Compensation Model to the fiscal year 2014; (k) To approve the Deferral Rule for fiscal year 2014; (l)  To approve the Global Long Term Incentives Plan – “Plan 2014-2016”; (m)  To approve the Local Long Term Incentives Plan – “Special Granting of Units – Plan 2014-2016”; and (n)  To approve the interests payment on the perpetual subordinated notes of Tier I (“Tier I Notes”) issued on January 29, 2014.

04/28/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

04/28/2014

EVENT

DATE

Examine, discuss and decide on the establishment, in accordance with articles 14 , § 6° and 17, XXIX of the Company's Bylaws, of the independent special committee ("Special Independent Committee") responsible for advising the Board of Directors to review and prepare manifestation on the voluntary exchange offer ("Exchange Offer") of certificates of deposit of shares ("Units") or common shares or preferred shares of the Company by Brazilian Depositary Receipts (“BDR”) or American Depositary Shares ("ADSs") representing common shares of Banco Santander, S.A. ("Santander Spain"), according to the intention to carry the Exchange Offer manifested by Santander Spain and widely disseminated to the market through the Relevant Fact Notice of the Company dated as of April 29, 2014.

04/30/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

04/30/2014

EVENT

DATE

Board of Directors’ Meeting to deliberate about: (a)  the submission of the list of three specialized firms which will present to Santander proposals for elaborating an appraisal report on the economic value of the Company and of Banco Santander S.A. (“Santander Spain”), in connection with the voluntary exchange offer (“Exchange Offer”) of Units, common or preferred shares issued by the Company, for Brazilian Depositary Receipts (“BDRs”) or American Depositary Shares (“ADSs”), representing common shares issued by Santander Spain, and the subsequent exit of the Company from the Level 2 special listing segment of the São Paulo Stock Exchange (BM&FBOVESPA S.A. – Bolsa de Valores, Mercadorias e Futuros) (“Level 2”), to be submitted to the approval of the Company’s Shareholders Meeting; (b)  the submission to the shareholders of the Company of the appraisal report prepared by Goldman Sachs do Brasil Banco Múltiplo S.A. (“Goldman Sachs”), as per Santander Spain’s request, which was delivered to the Board of Directors of the Company by Santander Spain; and (c)  the call of an Extraordinary Shareholders Meeting of the Company in order to deliberate about the exit of the Company from the aforementioned Level 2, if the Exchange Offer is implemented, as well as about other issues mentioned in items (a) and (b) above.

07/06/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

07/06/2014

EVENT

DATE

Board of Directors’ Meeting

05/28/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

05/28/2014

EVENT

DATE

Board of Directors’ Meeting

06/25/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

06/25/2014

EVENT

DATE

Board of Directors’ Meeting

07/30/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

07/30/2014

EVENT

DATE

Board of Directors’ Meeting

08/27/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

08/27/2014

EVENT

DATE

Board of Directors’ Meeting

09/24/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

09/24/2014

EVENT

DATE

Board of Directors’ Meeting

10/28/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

10/28/2014

EVENT

DATE

Board of Directors’ Meeting

11/26/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

11/26/2014

EVENT

DATE

Board of Directors’ Meeting.

12/17/2014

Submission of the Minutes of the Board of Directors’ Meeting to BM&F Bovespa, CVM and Accessible to Stockholders.

12/17/2014

                                                                                                                                                                                                                                                                                                        


 

 

 

Quiet Period

EVENT

DATE

- Referring to 4th quarter of 2013

From 01/15/2014 to 01/29/2014

-    Referring to 1st quarter of 2014

From 04/10/2014 to 04/28/2014

-    Referring to 2nd quarter of 2014

From 07/16/2014 to 07/30/2014

-    Referring to 3rd quarter of 2014

From 10/20/2014 to 11/03/2014

 

Earnings Release – BR GAAP / IFRS

EVENT

DATE

- Referring to 4th quarter of 2013

01/30/2014

-    Referring to 1st quarter of 2014

04/29/2014

-    Referring to 2nd quarter of 2014

07/31/2014

-    Referring to 3rd quarter of 2014

11/04/2014

 

Conference Call and Webcast (in English and Portuguese)

EVENT

DATE

- Referring to 4th quarter of 2013

01/30/2014

-    Referring to 1st quarter of 2014

04/29/2014

-    Referring to 2nd quarter of 2014

07/31/2014

-    Referring to 3rd quarter of 2014

11/04/2014

 

Public Meeting with Analysts and Shareholders

EVENT

DATE

Public Meeting with Analysts and Shareholders

 

02/19/2014 – Rio de Janeiro - RJ

Salão Nobre – Centro de Convenções Bolsa de Valores do RJ

Mercado Street, 10 – Downtown

Time: 3:00 p.m. (Brasília’s time)

 

Public Meeting with Analysts and Shareholders

 

03/19/2014 – São Paulo – SP (Brazil)

Santander Tower

Presidente Juscelino Kubitschek Avenue, 2041 and 2235 – Block A

Time: 10:00  a.m.  (Brasilia’s Time)

 

 

Public Meeting with Analysts and Shareholders

 

08/26/2014 – Brasília – DF

 

 

Public Meeting with Analysts and Shareholders

 

08/27/2014 – Belo Horizonte – MG

 

 

Public Meeting with Analysts and Shareholders

 

11/12/2014 – Recife – PE

 

 

Public Meeting with Analysts and Shareholders

 

11/26/2014 – Porto Alegre – RS

 

 

 

 

SIGNATURE
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.
Date: May 14, 2014
 
Banco Santander (Brasil) S.A.
By:
/SAmancio Acurcio Gouveia 
 
Amancio Acurcio Gouveia
Officer Without Specific Designation

 
 
By:
/SCarlos Alberto Lopéz Galán
 
Carlos Alberto Lopéz Galán
Vice - President Executive Officer