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.
Publicly-held Company with Authorized Capital
CNPJ/ME No. 90.400.888/0001-42
NIRE 35.300.332.067
NOTICE TO THE MARKET ON RELATED PARTY TRANSACTION
Banco Santander (Brasil) S.A., in compliance with Annex 30-XXXIII of CVM Ruling No. 480, of December 7, 2009, as amended, inform to the market the following about related-party transactions:
Name of the Parties | · Banco Santander (Brasil) S.A. (“Company”) · SANTANDER GLOBAL TECHNOLOGY AND OPERATIONS, S.L (“SGT”) |
Description of the Transaction | On January 1, 2020, the Parties entered into an Agreement, which is in full force, for the lease, execution and/or development of services and projects between SGT and the Company (“Framework Agreement”).
Thus, on November 1, 2021, the Parties entered into Annex 2020BSBRSL01-30 to the Framework Agreement ("Annex") in order to formalize the contracting of services related to cyber protection and response to cyber attacks. |
Relationship with the issuer | The Parties have as common, direct and indirect controller, as applicable, Banco Santander, S.A. (“Santander Spain”). |
Purpose of the transaction | The Annex signed between the Parties is intended to formalize the provision, by SGT, of services related to cyber protection and response to cyber attacks on systems and networks that support the Company's operations.
Among the services provided, the Company highlights: (i) network and cloud security; (ii) anti malware software; (iii) oversight of security alerts and monitoring; (iv) cyber threat monitoring and response services; (v) cyber incident management; and (vi) cyber forensic investigations. |
Main Terms and Conditions | The amount to be paid for the services will be €14,807,302.00 (fourteen million, eight hundred and seven thousand, three hundred and two euros) for the services provided from January 1, 2021 to December 31, 2021. |
Absence of withdrawal rights | Non applicable. |
Participation of the related party, its partners or administrators in the decision-making process and negotiation of the transaction | Santander Spain, its partners or managers did not participate in the decision or negotiation of the transaction with the Parties. |
Reasons why the issuer´s management considers that the transaction was carried out on an arm’s length basis or sets forth adequate compensation | The transaction observed commutative conditions, on a strictly commercial basis at an arm´s length basis, duly validated in accordance with parameters and methodologies practiced by the market and in previous transactions of the same nature carried out between the Company and other companies in the market. |
São Paulo, November 09, 2021.
Angel Santodomingo Martell
Investors Relations Officer
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 |