Banco Santander (Brasil) S.A. Files 20-F for Fiscal Year Ended December 31, 2023

TL;DR

<b>Banco Santander (Brasil) S.A. has submitted its 2023 annual report on Form 20-F, detailing financial performance and corporate information.</b>

AI Summary

Banco Santander (Brasil) S.A. (BSBR) filed a Foreign Annual Report (20-F) with the SEC on February 26, 2024. Banco Santander (Brasil) S.A. filed its annual report on Form 20-F for the fiscal year ended December 31, 2023. The filing covers the period from January 1, 2023, to December 31, 2023. The company's principal executive offices are located in Sao Paulo, SP, Brazil. The filing includes financial data for the years 2020, 2021, and 2022, with specific details on issued capital, retained earnings, and other reserves. The report is filed under the Securities Exchange Act of 1934.

Why It Matters

For investors and stakeholders tracking Banco Santander (Brasil) S.A., this filing contains several important signals. This filing provides investors with a comprehensive overview of the company's financial position and operational results for the fiscal year 2023, enabling informed investment decisions. As a significant financial institution in Brazil, Banco Santander's 20-F filing offers insights into the performance of the Brazilian banking sector and its economic conditions.

Risk Assessment

Risk Level: low — Banco Santander (Brasil) S.A. shows low risk based on this filing. The filing is a standard annual report (20-F) and does not contain any immediate red flags or significant negative developments, indicating a routine disclosure.

Analyst Insight

Review the detailed financial statements and management discussion within the 20-F to understand Banco Santander's performance and outlook for 2024.

Key Numbers

• 2023-12-31 — Fiscal Year End (The end date of the reporting period)
• 2024-02-26 — Filing Date (The date the 20-F was filed with the SEC)
• 0001292814-24-000531 — Accession Number (Unique identifier for the SEC filing)

Key Players & Entities

• Banco Santander (Brasil) S.A. (company) — Filer of the 20-F report
• Sao Paulo, SP (location) — Location of the company's business address
• 0001292814-24-000531 (filing_id) — Accession number for the filing
• 2024-02-26 (date) — Filing date
• 2023-12-31 (date) — Fiscal year end date

FAQ

Industry Context

Banco Santander (Brasil) S.A. operates within the commercial banking sector in Brazil, a key market influenced by economic policies and consumer credit demand.

Regulatory Implications

The filing is made in accordance with SEC regulations for foreign private issuers, specifically Form 20-F, which requires annual disclosure of financial and business information.

What Investors Should Do

1. Analyze the company's financial statements for the fiscal year 2023, paying attention to revenue, net income, and key balance sheet items.
2. Review any disclosures regarding risk factors, legal proceedings, or changes in business operations.
3. Compare the 2023 results with previous years (2022, 2021) to identify trends and performance changes.

Key Dates

• 2024-02-26: Filing Date — Submission of the annual 20-F report for the fiscal year 2023.
• 2023-12-31: Fiscal Year End — The period covered by the financial statements in the report.

Year-Over-Year Comparison

This filing represents the annual disclosure for the fiscal year 2023, following previous filings for prior fiscal years.

Key Financial Figures

• $4.8413 — k," as of December 31, 2023, which was R$4.8413 to U.S.$1.00, or on the indicated dates
• $1 — ber 31, 2023, which was R$4.8413 to U.S.$1.00, or on the indicated dates (subject,
• $2 b — pital was reduced by a total amount of R$2 billion, without the cancellation of shar
• $57 billion — Brasil's share capital decreasing from R$57 billion as of December 31, 2020 to R$55 billion
• $55 billion — $57 billion as of December 31, 2020 to R$55 billion as of December 31, 2021, and we stopped

Filing Documents

• bsbrform20f_2023.htm (20-F) — 10800KB
• ex02-5.htm (EX-2.5) — 100KB
• ex11-2.htm (EX-11.2) — 36KB
• ex12-1.htm (EX-12.1) — 8KB
• ex12-2.htm (EX-12.2) — 7KB
• ex13-1.htm (EX-13.1) — 3KB
• ex13-2.htm (EX-13.2) — 3KB
• ex97-1.htm (EX-97.1) — 43KB
• image_001.jpg (GRAPHIC) — 179KB
• image_002.jpg (GRAPHIC) — 2KB
• image_020.jpg (GRAPHIC) — 2KB
• image_021.jpg (GRAPHIC) — 49KB
• bsbrform20f2023_001.jpg (GRAPHIC) — 21KB
• bsbrform20f2023_002.jpg (GRAPHIC) — 11KB
• bsbrform20f2023_003.jpg (GRAPHIC) — 34KB
• bsbrform20f2023_004.jpg (GRAPHIC) — 26KB
• bsbrform20f2023_005.jpg (GRAPHIC) — 18KB
• bsbrform20f2023_006.jpg (GRAPHIC) — 34KB
• bsbrform20f2023_007.jpg (GRAPHIC) — 24KB
• bsbrform20f2023_008.jpg (GRAPHIC) — 25KB
• bsbrform20f2023_009.jpg (GRAPHIC) — 2KB
• 0001292814-24-000531.txt (&nbsp;) — 46091KB
• bsbr-20231231.xsd (EX-101.SCH) — 515KB
• bsbr-20231231_cal.xml (EX-101.CAL) — 173KB
• bsbr-20231231_def.xml (EX-101.DEF) — 652KB
• bsbr-20231231_lab.xml (EX-101.LAB) — 1575KB
• bsbr-20231231_pre.xml (EX-101.PRE) — 1226KB
• bsbrform20f_2023_htm.xml (XML) — 12358KB

Item 18

Item 17 Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No table of contents Page Presentation of Financial and Other Information iii

Forward-Looking Statements

Forward-Looking Statements vii PART I 1

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 1 1A. Directors and Senior Management 1 1B. Advisers 1 1C. Auditors 1

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 1 2A. Offer Statistics 1 2B. Method and Expected Timetable 1

KEY INFORMATION

ITEM 3. KEY INFORMATION 1 3A. Selected Financial Data 1 3B. Capitalization and Indebtedness 9 3C. Reasons for the Offer and Use of Proceeds 9 3D. Risk Factors 9

INFORMATION ON THE COMPANY

ITEM 4. INFORMATION ON THE COMPANY 54 4A. History and Development of the Company 54 4B. Business Overview 61 4C. Organizational Structure 142 4D. Property, Plant and Equipment 145

UNRESOLVED STAFF COMMENTS

ITEM 4A. UNRESOLVED STAFF COMMENTS 145

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 145 5A. Operating Results 145 5B. Liquidity and Capital Resources 169 5C. Research and Development, Patents and Licenses, etc. 174 5D. Trend Information 174 5E. Critical Accounting Estimates 175

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 175 6A. Board of Directors and Board of Executive Officers 175 6B. Compensation 188 6C. Board Practices 193 6D. Employees 199 6E. Share Ownership 200 6F. Disclosure of a Registrant's Action to Recover Erroneously Awarded Compensation 202

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 202 7A. Major Shareholders 202 7B. Related Party Transactions 203 7C. Interests of Experts and Counsel 206

FINANCIAL INFORMATION

ITEM 8. FINANCIAL INFORMATION 206 8A. Consolidated Statements and Other Financial Information 206 8B. Significant Changes 215

THE OFFER AND LISTING

ITEM 9. THE OFFER AND LISTING 215 9A. Offering and Listing Details 215 9B. Plan of Distribution 218 9C. Markets 218 9D. Selling Shareholders 221 9E. Dilution 221 9F. Expenses of the Issue 221

ADDITIONAL INFORMATION

ITEM 10. ADDITIONAL INFORMATION 221 10A. Share Capital 221 10B. By-Laws 221 10C. Material Contracts 231 10D. Exchange Controls 231 i Table of Contents 10E. Taxation 233 10F. Dividends and Paying Agents 240 10G. Statement by Experts 241 10H. Documents on Display 241 10I. Subsidiary Information 241 10J. Annual Report to Security Holders 241

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 241

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 264 12A. Debt Securities 264 12B. Warrants and Rights 264 12C. Other Securities 264 12D. American Depositary Receipts 264 PART II 265

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 265

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 266

CONTROLS AND PROCEDURES

ITEM 15. CONTROLS AND PROCEDURES 266 15A. Disclosure Controls and Procedures 266 15B. Management's Annual Report on Internal Control over Financial Reporting 266 15C. Attestation Report of the Registered Public Accounting Firm 267 15D. Changes in Internal Control over Financial Reporting 267

[RESERVED]

ITEM 16. [RESERVED] 267 16A. Audit Committee Financial Expert 267 16B. Santander Brasil's Code of Ethical Conduct 267 16C. Principal Accountant Fees and Services 268 16D. Exemptions from the Listing Standards for Audit Committees 268 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers 269 16F. Change in Registrant's Certifying Accountant 269 16G. Corporate Governance 270 16H. Mine Safety Disclosure 273 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 273 16J. Insider Trading Policies 273 16K. Cybersecurity 273 PART III 277

FINANCIAL STATEMENTS

ITEM 17. FINANCIAL STATEMENTS 277

FINANCIAL STATEMENTS

ITEM 18. FINANCIAL STATEMENTS 277

EXHIBITS

ITEM 19. EXHIBITS 277 ii Table of Contents Presentation of Financial and Other Information General In this annual report, the terms "Santander Brasil," the "Bank," "we," "us," "our," "our company" and "our organization" refer to Banco Santander (Brasil) S.A. and its consolidated subsidiaries, unless otherwise indicated. References to "Banespa" mean Banco do Estado de So Paulo S.A. – Banespa, one of our predecessor entities. The term "Santander Spain" means Banco Santander S.A. References to "Santander Group" mean the worldwide operations of the Santander Spain conglomerate, as indirectly controlled by Santander Spain and its consolidated subsidiaries, including Santander Brasil. All references herein to the " real ," " reais " or "R

financial statements included elsewhere in this annual report

financial statements included elsewhere in this annual report. "SUSEP" means the Superintendence of Private Insurance ( Superintendncia de Seguros Privados ). "TJLP" means the Long-Term Interest Rate ( Taxa de Juros de Longo Prazo ), the interest rate applied by the BNDES for long-term financing (at the end of the period). "U.S. GAAP" means the generally accepted accounting principles in the United States. "UN" means the United Nations. "United States" or "U.S." means the United States of America. vi Table of Contents Forward-Looking This annual report contains estimates and forward-looking 4. Information on the Company—B. Business Overview" and "Item 5. Operating and Financial Review and Prospects." Some of the matters discussed concerning our business operations and financial performance include estimates and forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Our estimates and forward-looking statements are based mainly on our current expectations and estimates or projections of future events and trends, which affect or may affect our businesses and results of operations. Although we believe that these estimates and forward-looking statements are based upon reasonable assumptions, they are subject to certain risks and uncertainties and are made in light of information currently available to us. Our estimates and forward-looking statements may be influenced by the following factors, among others: general economic, political, social and business conditions in Brazil, including the impact of the current international economic environment and the macroeconomic conditions in Brazil; exposure to various types of inflation and interest rate risks, and the Brazilian government's efforts to control inflation and interest rates; exposure to the sovereign debt of Brazil; the effec

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 1A. Directors and Senior Management Not applicable. 1B. Advisers Not applicable. 1C. Auditors Not applicable.

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 2A. Offer Statistics Not applicable. 2B. Method and Expected Timetable Not applicable.

KEY INFORMATION

ITEM 3. KEY INFORMATION 3A. Selected Financial Data The following tables set forth the selected financial information of Santander Brasil for the years ended December 31, 2023, 2022 and 2021 derived from our audited consolidated financial should be read in conjunction "Item 5. Operating and Financial Review and Prospects," as well as our audited consolidated

financial statements and the related notes thereto included within this annual report

financial statements and the related notes thereto included within this annual report. In the year ended December 31, 2021, we revisited the accounting treatment of electric energy sales contracts, which no longer include the amount of the principal and, therefore, only the adjustments to fair value and interest determined in these transactions are recorded in equity accounts. Income Statement Data For the Year Ended December 31, 2023 2023 2022 2021 (in millions of U.S.$)(1) (in millions of R$) Interest and similar income 26,498 128,283 115,225 77,987 Interest expense and similar charges (16,813) (81,399) (67,722) (26,669) Net interest income 9,684 46,884 47,503 51,318 Income from equity instruments 5 22 38 90 Income from companies accounted for by the equity method 49 239 199 144 Fee and commission income 4,638 22,455 21,238 20,388 Fee and commission expense (1,408) (6,815) (6,362) (5,115) Gains (losses) on financial assets and liabilities (net) 564 2,730 4,153 222 Exchange differences (net) 220 1,065 546 (2,002) Other operating income (expenses) net (148) (716) (841) (1,119) 1 Table of Contents For the Year Ended December 31,

View Full Filing

View this 20-F filing on SEC EDGAR