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Banco Santander (BSBR)

Filed: 29 Jul 20, 8:00pm


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

 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
 
For the month of July, 2020

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

 
 

[Free English Translation]

BANCO SANTANDER (BRASIL) S.A.

Publicly held Company with Authorized Capital

Corporate Taxpayers ID (CNPJ/ME) No. 90.400.888/0001-42

Company Registration (NIRE) 35.300.332.067

 

 

CALL NOTICE – EXTRAORDINARY GENERAL MEETING - The shareholders are hereby called to attend the Extraordinary General Meeting (“EGM”) to be held on August 31, 2020, at 3 p.m., at the Banco Santander (Brasil) S.A. (“Santander Brasil” or “Company”) head offices, located in the City of São Paulo, State of São Paulo, at Avenida Presidente Juscelino Kubitschek No. 2235, 2nd mezzanine, Vila Olímpia, to resolve on the following Agenda:

 

(i)To ratify the hiring of PricewaterhouseCoopers Auditores Independentes, a specialized company responsible for preparing the competent appraisal reports (“Appraisal Reports”) of Bosan Participações S.A. (“Bosan”) and Banco Olé Consignado S.A. (“Banco Olé” and, jointly with Bosan, “Merged Companies”);

 

(ii)To approve the Appraisal Reports;

 

(iii)Toapprove the Private Instrument of Protocol and Justification of Merger of Bosan by the Company, entered into on July 29, 2020 ("Protocol and Justification of Bosan”);

 

(iv)To approve the merger of Bosan by the Company, pursuant to article 227 of Law No. 6,404/76, as amended (“Merger of Bosan”), under the terms of the Protocol and Justification of Bosan, with the consequent extinction of Bosan;

 

(v)To approve the Private Instrument of Protocol and Justification of Merger of Banco Olé by the Company, entered into on July 29, 2020 ("Protocol and Justification of Banco Olé”);

 

(vi)To approve the merger of Banco Olé by the Company, pursuant to article 227 of Law No. 6,404/76, as amended (“Merger of Banco Olé” and, jointly with Merger of Bosan, the “Mergers”), under the terms of the Protocol and Justification of Banco Olé, with the consequent extinction of Banco Olé; and

 

(vii)To authorize the managers of the Company to perform all necessary and/or convenient acts for the implementation of the Mergers.

 

Attention:

 

Considering the effects of the Covid-19 Pandemic (the new Coronavirus) and the measures taken by the health and government authorities to contain the spread of such disease at the time of publication of this Call Notice, the Company intensified the protocol and hygiene measures in the location of the EGM to have the shareholders who choose to appear in person.

 

Our recommendation to shareholders is to make use of remote voting instruments, either by the electronic means available or by sending written votes to the Company or granting standardized powers of attorney with voting guidance, according to instructions provided in the Manual of the Shareholders Meeting.

 

General Instructions:

 

1.The shareholders or their legal representatives should attend the EGM bringing the relevant identity documents. In the event of representation of a shareholder by means of a proxy, the shareholders shall deliver at the Company’s head office, no less than seventy-two (72) hours before the EGM, a power of attorney granted according to the law; and
 
 

[Free English Translation]

 

2.The documents related to the matters to be analyzed at the EGM are available to shareholders (i) at the Company’s head office, at Avenida Presidente Juscelino Kubitschek, No. 2041 and 2235 - Bloco A, Vila Olímpia, São Paulo/SP, 9th floor - Corporate Law Department, where they can be consulted, on business days, from 10:00 am to 4:00 pm, and also at its website (www.ri.santander.com.br – in Corporate Governance > Minutes and Shareholders Meetings); (ii) at the Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários), at Rua Sete de Setembro No. 111, 5th Floor, Consultation Center, Rio de Janeiro/RJ or at Rua Cincinato Braga No. 340, 2nd to 4th floors, Ed. Delta Plaza, São Paulo/SP and on its website (www.cvm.gov.br) and (iii) at the B3 S.A. – Brasil, Bolsa, Balcão, at Rua XV de Novembro No. 275, São Paulo/SP and on its website (www.b3.com.br).

 

3.Remote Voting Form: the Company implemented the remote voting system in accordance with CVM Instruction 481/09, enabling Shareholders to send remote voting form directly to the Company, to the bookkeeping or their respective custodian, according to the procedures described in the Manual for Participation in Shareholder´s meeting.

 

São Paulo, July 29, 2020 – Álvaro Antonio Cardoso de Souza - Chairman of the Board of Directors.

 
 

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: July 29, 2020
 
Banco Santander (Brasil) S.A.
By:
/SAmancio Acurcio Gouveia 
 
Amancio Acurcio Gouveia
Officer Without Specific Designation

 
 
By:
/SAngel Santodomingo Martell
 
Angel Santodomingo Martell
Vice - President Executive Officer