Santander Brasil (BSBR) refreshes audit and innovation board committees
Filing Impact
Filing Sentiment
Form Type
6-K
Rhea-AI Filing Summary
Banco Santander (Brasil) S.A. reports that its Board of Directors met by conference call and elected new members to the Audit Committee and the Innovation and Technology Committee for new terms of office. The Audit Committee members are appointed for a one-year term, extending until the investiture of successors at the first Board meeting after the 2027 Ordinary Shareholders Meeting, and will only take office after their election is authorized by the Central Bank of Brazil, while current committee members remain in their roles until then. The Innovation and Technology Committee members were also elected for a term ending at the first Board meeting held after the 2027 Ordinary Shareholders Meeting.
Positive
- None.
Negative
- None.
Key Figures
Audit Committee term: One-year term
Innovation & Technology Committee term: Through post-2027 Board meeting
Regulatory references: CMN Resolutions 4.970/2021 and 4.910/2021
+1 more
4 metrics
Audit Committee term
One-year term
Extends until first Board meeting after 2027 Ordinary Shareholders Meeting
Innovation & Technology Committee term
Through post-2027 Board meeting
Valid until first Board meeting after 2027 Ordinary Shareholders Meeting
Regulatory references
CMN Resolutions 4.970/2021 and 4.910/2021
Conditions for Audit Committee members’ qualifications
Regulatory authorization
Central Bank of Brazil approval
Required before new Audit Committee members take office
Key Terms
Audit Committee, Innovation and Technology Committee, CMN Resolution No. 4,910/2021, CMN Resolution nº 4,970/2021, +1 more
5 terms
Audit Committee financial
"as members of the Audit Committee, for a one (1) year term"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Innovation and Technology Committee financial
"as members of the Innovation and Technology Committee, for a term valid until"
CMN Resolution No. 4,910/2021 regulatory
"technical qualified member, pursuant to Article 9, § 6 of CMN Resolution No. 4,910/2021"
CMN Resolution nº 4,970/2021 regulatory
"fulfill all the conditions set forth in CMN Resolution nº 4,970/2021"
Central Bank of Brazil regulatory
"shall only take office ... after authorization of their election by the Central Bank of Brazil"
FAQ
What governance change did Banco Santander (Brasil) S.A. (BSBR) disclose in this 6-K?
Banco Santander (Brasil) S.A. disclosed that its Board of Directors elected new members to the Audit Committee and the Innovation and Technology Committee for new terms. These elections refresh key advisory committees overseeing audit, innovation and technology matters at the bank.
What is the term of the new Audit Committee at Banco Santander (Brasil) S.A. (BSBR)?
The new Audit Committee members were elected for a one-year term that extends until the investiture of successors at the first Board of Directors meeting held after the 2027 Ordinary Shareholders Meeting. This links the committee’s mandate to the company’s regular shareholder meeting cycle.
When will the new Audit Committee members of Banco Santander (Brasil) S.A. (BSBR) take office?
The new Audit Committee members will only take office after the Central Bank of Brazil authorizes their election. Until that regulatory authorization is granted, the current members of the Audit Committee will remain in place and continue to perform their functions for the bank.
How long will the Innovation and Technology Committee members of BSBR serve?
The Innovation and Technology Committee members were elected for a term valid until the first Board of Directors meeting held after the 2027 Ordinary Shareholders Meeting. Their mandate is therefore aligned with the company’s post-2027 ordinary shareholder meeting governance schedule.
What regulatory conditions apply to BSBR’s newly elected Audit Committee members?
The newly elected Audit Committee members stated they meet all conditions of CMN Resolution No. 4,970/2021 and CMN Resolution No. 4,910/2021. They must also obtain authorization from the Central Bank of Brazil before assuming their positions on the committee.
Did Banco Santander (Brasil) S.A. (BSBR) maintain continuity in its Audit Committee during the transition?
Yes. The minutes state that current Audit Committee members will remain in their functions until the Central Bank of Brazil authorizes the election of the newly appointed members. This arrangement is intended to ensure continuity of the committee’s oversight activities.