AI assistant
Banco Santander (Brasil) S.A. — Proxy Solicitation & Information Statement 2011
Nov 14, 2011
30064_ffr_2011-11-14_070f03b1-4e6c-495f-b837-7b39d541e052.zip
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
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 November, 2011
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
BANCO SANTANDER (BRASIL) S.A.
Public-held Company with Authorized Capital
Taxpayer ID (“CNPJ/MF”) # 90.400.888/0001-42
Company Registry Number (“NIRE”) # 35.300.332.067
EXTRAORDINARY SHAREHOLDERS MEETING
CALL NOTICE
The shareholders of Banco Santander (Brasil) S.A. (the “ Company ”) are hereby invited, pursuant to article 124 of Law 6,404/76, for the Extraordinary Shareholders Meeting (“ ESM ”) to be held on December 16, 2011, at 11:00 a.m., at the Auditorium of the Company’s main place of business, at Avenida Presidente Juscelino Kubitschek, nº 2235 – 1 st mezzanine – Vila Olímpia - São Paulo/SP, to resolve on the following Agenda: to APPROVE the proposal for amendment of the Company’s Bylaws in order to adapt its provisions to the new Regulation of Level 2 of BM&FBovespa S.A. - Bolsa de Valores, Mercadorias e Futuros, pursuant to the proposal of the Company’s Board of Executive Officers and pursuant to the approval of its proposal by the Company’s Board of Directors, at the meetings held on November 9 and 10, 2011, respectively.
General Instructions :
-
Pursuant to Brazilian Securities & Exchange Commission (“ CVM ”) Instruction # 165/91, as amended by CVM Instruction # 282/98, the minimum percentage of voting shares necessary to request the multiple voting process in order to elect members of the Board of Directors is five per cent (5%);
-
Company’s shareholders or their legal representatives shall attend the ESM carrying their properly identification documents. In the event the shareholder is represented by an attorney, the shareholders shall deposit at the Company´s main place of business (address indicated below), at least seventy two (72) hours before ESM the power of attorney duly granted as required by law; and
-
The documents relating to the matters to be examined and discussed in the ESM are available for the shareholders (i) at the Company’s main place of business, at Avenida Presidente Juscelino Kubitschek, nº 2041 and 2235 - Bloco A - Vila Olímpia – São Paulo – SP, 9 th floor – Corporate Legal Department, where they can be consulted in business days, from 10:00 a.m. to 4:00 p.m., and also on its websites ( www.santander.com.br/ri and www.santander.com.br/acionistas ); (ii) at Brazilian Securities & Exchange Commission, at Rua Sete de Setembro, 111, 5 o floor Consultation Center, Rio de Janeiro/RJ or at Rua Cincinato Braga, 340, 2 o to 4 o floors, Ed. Delta Plaza, São Paulo/SP and on its website (www.cvm.gov.br) and (iii) at BM&F Bovespa S.A. – Securities, Commodities and Futures Exchange, at Rua XV de Novembro, 275 – São Paulo/SP and on its website (www.bmfbovespa.com.br).
São Paulo, November 10 th , 2011.
Celso Clemente Giacometti
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: November 14, 2011
| Banco Santander (Brasil) S.A. | |
|---|---|
| By: | / S / Amancio Acurcio Gouveia |
| Amancio Acurcio Gouveia Executive Officer |
| By: |
|---|
| Carlos Alberto Lopes Galan Vice - President Executive Officer |