Obligation Santander Bank 8% ( US05966UAR59 ) en BRL

Santander Bank

100 % ⇌

Bresil

US05966UAR59 ( en BRL )

8% par an ( paiement annuel )

18/03/2016 - Obligation échue

Prospectus brochure de l'obligation Banco Santander US05966UAR59 en BRL 8%, échue

300 000 BRL

1 250 000 000 BRL

05966UAR5

N/A

Banco Santander est une banque multinationale espagnole, l'une des plus grandes institutions financières du monde, opérant dans plusieurs pays d'Europe, d'Amérique et d'Asie.

L'Obligation émise par Santander Bank ( Bresil ) , en BRL, avec le code ISIN US05966UAR59, paye un coupon de 8% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 18/03/2016

INFORMATION MEMORANDUM

Banco Santander (Brasil) S.A.
(a company incorporated under the laws of the Federative Republic of Brazil),
acting through its principal office in Brazil or acting through its Grand Cayman Branch
U.S.$10,000,000,000 Global Medium-Term Note Program
Banco Santander (Brasil) S.A., acting through its principal office in Brazil or through its Grand Cayman Branch ("Santander", "we" or the "Issuer"),
may from time to time issue medium-term notes (the "Notes") pursuant to the Global Medium-Term Note Program described herein (the "Program")
denominated in U.S. dollars or such other currencies or currency units as may be set forth in final terms (each, a "Final Terms") to this information
memorandum subject to all legal and regulatory requirements applicable to issuances in particular currencies. The Notes will have maturities of seven
calendar days or more from their date of issue as set forth in the applicable Final Terms. The maximum nominal amount of all Notes from time to time
outstanding will not exceed U.S.$10,000,000,000 (or the equivalent, calculated as described herein, in other currencies or currency units), subject to any duly
authorized increase. All references herein to the Program should be read to take into account such increases. The Notes may bear interest on a fixed or
floating rate basis, be issued on a fully discounted basis and not bear interest, or be indexed. The Notes may be issued in bearer or registered form. The
Notes will be unsecured and unsubordinated obligations of the Issuer and will rank pari passu with all other present and future unsecured and
unsubordinated obligations of the Issuer.
All Notes denominated in the same currency, having the same maturity date, bearing interest, if any, on the same basis and at the same rate and the
terms of which are otherwise identical, except for the issue date, interest commencement date and/or the issue price and, in respect of a series of Currency
Constraint Notes (as defined herein) and related Exchanged Notes (as defined herein), the Specified Principal Payment Currency (as defined herein) and
Specified Interest Payment Currency (as defined herein) (if applicable) and the related payment provisions, will constitute a series (each, a "Series"). Each
Series shall be all in bearer form or all in registered form and may be issued in one or more tranches (each, a "Tranche") on different issue dates and at
different issue prices but on terms otherwise identical (except in relation to interest commencement dates and matters related thereto and matters related to
the Currency Constraint provisions (if applicable) described herein). The aggregate nominal amount, any interest rate or interest calculation, the issue price,
and any other terms and conditions not contained herein with respect to each Series or Tranche of Notes will be established at the time of issuance and set
forth in the applicable Final Terms.
The Notes may be offered by the Issuer directly or through one or more of the dealers listed below and any other dealer appointed from time to time by
the Issuer (each, a "Dealer") on a continuous basis or through syndicated placements. The applicable Final Terms will specify the Dealer, Dealers or
syndicate of Dealers through which the Notes of a particular Series will be offered. Notes may also be sold to a Dealer or Dealers as principal, at negotiated
discounts or otherwise, and Notes may be sold to or through syndicates of financial institutions for which a Dealer will act as lead manager.
See "Risk Factors" beginning on page 22 for a discussion of certain factors to be considered in connection with an investment in the Notes.
Application has been made to admit the Program for listing on the Official List of the Luxembourg Stock Exchange and to trading on the
Euro MTF market. Santander may apply to, but is not obliged to, admit the Notes to be issued under the Program to listing on the Official List of
the Luxembourg Stock Exchange and to trading on the Euro MTF market. The Final Terms applicable to a Series will specify whether or not
Notes of such Series have been admitted to listing on the Official List of the Luxembourg Stock Exchange and to trading on the Euro MTF market.
In case the Notes are not admitted to listing on the Official List of the Luxembourg Stock Exchange and to trading on the Euro MTF market,
Santander is not obliged to list the Notes on any other stock exchange.
This information memorandum constitutes a base prospectus for the purposes of listing Notes on the Luxembourg Stock Exchange and
trading on the Euro MTF market, in accordance with the Luxembourg law dated July 10, 2005 on Prospectuses for Securities, and is valid for a
period of one year from the date of this information memorandum. It should be read and construed together with any Final Terms and any
supplemental information memorandum and with any documents incorporated by reference herein. Information in this information memorandum
replaces and supersedes any information in the information memorandum of Santander dated March 30, 2011, as well as in any and all
Supplemental Information Memorandums prepared in connection therewith, and should only be used as a base for the Notes to be issued under the
Program as set forth in the Final Terms, attached hereto.
_________________
WE HAVE NOT REGISTERED AND WILL NOT REGISTER THE NOTES UNDER THE UNITED STATES SECURITIES ACT OF 1933,
AS AMENDED (THE "SECURITIES ACT"). ACCORDINGLY, THE NOTES ARE BEING OFFERED AND SOLD ONLY (I) IN THE UNITED
STATES TO QUALIFIED INSTITUTIONAL BUYERS AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT AND (II) OUTSIDE
THE UNITED STATES TO NON-U.S.
PERSONS IN ACCORDANCE WITH REGULATION
S UNDER THE SECURITIES ACT
("REGULATION S"). BECAUSE THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT,
THEY ARE SUBJECT TO CERTAIN RESTRICTIONS ON RESALES AND TRANSFERS DESCRIBED UNDER "SUBSCRIPTION AND
SALE" AND "TRANSFER RESTRICTIONS."
Global Arranger
Santander Investment Limited
Dealers
Santander Investment Limited
Santander Investment Securities Inc.
The date of this information memorandum is April 5, 2012.

(This page intentionally left blank)

THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES
ACT OR ANY STATE SECURITIES LAWS AND THE NOTES MAY INCLUDE NOTES IN BEARER
FORM THAT ARE SUBJECT TO U.S. TAX LAW REQUIREMENTS. THE NOTES MAY NOT BE
OFFERED, SOLD OR, IN THE CASE OF BEARER NOTES, DELIVERED DIRECTLY OR INDIRECTLY
WITHIN THE UNITED STATES OR TO OR FOR THE ACCOUNT OR BENEFIT OF U.S. PERSONS (AS
DEFINED IN REGULATION S), EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A
TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES
ACT. SEE "SUBSCRIPTION AND SALE."
THE NOTES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE UNITED STATES
SECURITIES AND EXCHANGE COMMISSION, ANY STATE SECURITIES COMMISSION IN THE
UNITED STATES OR ANY OTHER REGULATORY AUTHORITY, AND NONE OF THE FOREGOING
AUTHORITIES HAS PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OF NOTES
OR THE ACCURACY OR ADEQUACY OF THIS INFORMATION MEMORANDUM. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.
IN CONNECTION WITH THE ISSUE OF ANY TRANCHE OF NOTES, THE DEALER OR
DEALERS (IF ANY) NAMED AS THE STABILIZING MANAGER(S) (OR PERSONS ACTING ON
BEHALF OF ANY STABILIZING MANAGER(S)) IN THE APPLICABLE FINAL TERMS MAY OVER-
ALLOT NOTES OR EFFECT TRANSACTIONS WITH A VIEW TO SUPPORTING THE MARKET
PRICE OF THE NOTES AT A LEVEL HIGHER THAN THAT WHICH MIGHT OTHERWISE PREVAIL.
HOWEVER, THERE IS NO ASSURANCE THAT THE STABILIZING MANAGER(S) (OR PERSONS
ACTING ON BEHALF OF A STABILIZING MANAGER) WILL UNDERTAKE STABILIZATION
ACTION. ANY STABILIZATION ACTION MAY BEGIN ON OR AFTER THE DATE ON WHICH
ADEQUATE PUBLIC DISCLOSURE OF THE TERMS OF THE OFFER OF THE RELEVANT
TRANCHE OF NOTES IS MADE AND, IF BEGUN, MAY BE ENDED AT ANY TIME, BUT IT MUST
END NO LATER THAN THE EARLIER OF 30 DAYS AFTER THE ISSUE DATE OF THE RELEVANT
TRANCHE OF NOTES AND 60 DAYS AFTER THE DATE OF THE ALLOTMENT OF THE RELEVANT
TRANCHE OF NOTES. ANY STABILIZATION ACTION OR OVER-ALLOTMENT SHALL BE
CONDUCTED IN ACCORDANCE WITH ALL APPLICABLE LAWS AND REGULATIONS.
NOTICE FOR NEW HAMPSHIRE RESIDENTS ONLY: NEITHER THE FACT THAT A
REGISTRATION STATEMENT OR AN APPLICATION FOR A LICENSE HAS BEEN FILED UNDER
CHAPTER 421-B OF THE NEW HAMPSHIRE REVISED STATUTES (THE "RSA") WITH THE STATE
OF NEW HAMPSHIRE NOR THE FACT THAT A NOTE IS EFFECTIVELY REGISTERED OR A
PERSON IS LICENSED IN THE STATE OF NEW HAMPSHIRE CONSTITUTES A FINDING BY THE
SECRETARY OF STATE THAT ANY DOCUMENT FILED UNDER RSA 421-B IS TRUE, COMPLETE
AND NOT MISLEADING. NEITHER ANY SUCH FACT NOR THE FACT THAT AN EXEMPTION OR
EXCEPTION IS AVAILABLE FOR A NOTE OR A TRANSACTION MEANS THAT THE SECRETARY
OF STATE HAS PASSED IN ANY WAY UPON THE MERITS OR QUALIFICATIONS OF, OR
RECOMMENDED OR GIVEN APPROVAL TO, ANY PERSON, NOTE OR TRANSACTION. IT IS
UNLAWFUL TO MAKE, OR CAUSE TO BE MADE, TO ANY PROSPECTIVE PURCHASER,
CUSTOMER OR CLIENT ANY REPRESENTATION INCONSISTENT WITH THE PROVISIONS OF
THIS PARAGRAPH.
__________________
In this information memorandum, the terms "Santander Brasil", "Santander", the "Santander Brasil Group", the
"Bank", "we", "us", "our" and "our company" mean Banco Santander (Brasil) S.A. and its consolidated subsidiaries
(including, as from August 30, 2008, the entities of Banco Real), unless otherwise indicated or the context otherwise
requires. References to "Banco Real" mean Banco ABN AMRO Real S.A. and ABN AMRO Brasil Dois
Participações S.A. and their respective consolidated subsidiaries, unless otherwise indicated. References to
"Banespa" mean Banco do Estado de São Paulo S.A. --Banespa, one of our predecessor entities. The terms
"Santander Spain" and "our parent" mean Banco Santander, S.A. References to "Santander Group" or "Grupo
Santander" mean the worldwide operations of the Santander Spain conglomerate, as indirectly controlled by
Santander Spain and its consolidated subsidiaries, including Santander Brasil.
i

PROSPECTIVE PURCHASERS OF THE NOTES SHOULD BE AWARE THAT THE NOTES ARE
NOT GUARANTEED BY, NOR DO THEY CONSTITUTE AN OBLIGATION OF, BANCO SANTANDER,
S.A. OR ANY ENTITIES CONTROLLED BY IT OTHER THAN SANTANDER.
Notes offered hereby may be issued in registered form, without interest coupons ("Registered Notes"), or in
bearer form, with or without interest coupons ("Bearer Notes"), as specified in the applicable Final Terms. Notes
initially sold to qualified institutional buyers ("QIBs") will, unless otherwise specified, be available only in book-
entry form, and will be represented by a Registered Note in the form of a restricted global note certificate (the "DTC
Restricted Global Note") deposited on or about the issue date as specified in the applicable Final Terms with or on
behalf of The Depository Trust Company ("DTC") and will be registered in the name of its nominee. Registered
Notes sold outside the United States in reliance on Regulation S will, unless otherwise specified, be available only in
book-entry form and will be represented by either (i) an unrestricted global note certificate (a "DTC Unrestricted
Global Note") deposited on or about the issue date as specified in the applicable Final Terms with or on behalf of
DTC for the accounts of its direct and indirect participants, including Euroclear Bank S.A./N.V. ("Euroclear") and
Clearstream Banking, société anonyme ("Clearstream, Luxembourg"), or (ii) an international global note certificate
(an "International Global Note Certificate") deposited with a common depositary located outside the United States
(a "Common Depositary") for Euroclear and Clearstream, Luxembourg. On or prior to the 40th day after the later of
the commencement of the offering and the date of delivery of the Notes of each Series, beneficial interests in a DTC
Unrestricted Global Note representing Notes of such Series may be held only through Euroclear or Clearstream,
Luxembourg. Bearer Notes will, unless otherwise specified, only be sold outside the United States to non-
U.S. persons in reliance on Regulation S and will, unless otherwise specified, initially be represented by a temporary
global Note (a "Temporary Global Note") without interest coupons, deposited with or on behalf of a Common
Depositary for Euroclear and Clearstream, Luxembourg. Beneficial interests in such Temporary Global Note shall
be exchangeable for beneficial interests in a Permanent Global Note (as defined herein) in bearer form in an equal
aggregate nominal amount, not earlier than the 40th day after the applicable closing date, upon certification of non-
U.S. beneficial ownership in the form required by U.S. tax laws. See "Book-Entry; Delivery and Form--Bearer
Notes."
The obligations of the Issuer in respect of the Notes are not in any way guaranteed by any government or any
agency or political subdivision thereof. The Dealers make no representations or warranties, express or implied, as to
the accuracy or completeness of the information contained or incorporated by reference in this information
memorandum.
The Issuer has not authorized the making or provision of any representation or information regarding the Issuer
or the Notes other than as contained or incorporated by reference in this information memorandum, the Trust Deed
(as defined herein), the Dealer Agreement (as defined herein), the Agency Agreement (as defined herein) or any
Final Terms, or as approved for such purpose by the Issuer. Any such representation or information should not be
relied upon as having been authorized by the Issuer or the Dealers. Neither the delivery of this information
memorandum, any supplement hereto and any Final Terms, nor any sale made hereunder shall, in any circumstance,
create any implication that there has been no change in the affairs of the Issuer since the date hereof or that the
information contained herein is correct as of any date subsequent to the date as of which it is given herein. No
person is or has been authorized to give any information or to make any representation not contained in or not
consistent with this information memorandum or any other information supplied in connection with the Program or
the Notes or any information made public by the Issuer and if given or made, such information or representation
must not be relied upon as having been authorized by the Issuer or any of the Dealers.
This information memorandum can be used only for the purposes for which it has been published. This
information memorandum does not constitute an offer to sell in any jurisdiction to any person to whom it is unlawful
to make the offer or solicitation in such jurisdiction, nor does this information memorandum constitute an invitation
to purchase any Notes and should not be considered as a recommendation by the Issuer or the Dealers that any
recipient of this information memorandum should purchase any Notes. The distribution of this information
memorandum or any part of it, including any Final Terms, and the offer and sale of the Notes in certain jurisdictions
may be restricted by law. Persons into whose possession this information memorandum comes are required by the
Issuer and the Dealers to inform themselves about and to observe any such restrictions. For a description of certain
further restrictions on offers and sales of Notes and on distribution of this information memorandum and other
offering material relating to the Notes, see "Subscription and Sale."
ii

We are not making any representation to any purchaser of the Notes regarding the legality of an investment in
the Notes by such purchaser under any laws or regulations. You should not consider any information in this
information memorandum to be legal, business or tax advice. You should consult your own attorney, business
advisor and tax advisor for legal, business and tax advice regarding an investment in the Notes.
The Notes will not be offered or sold to persons in the United Kingdom, except in circumstances which have
not resulted and will not result in an offer to the public in the United Kingdom other than in the circumstances set
out in section 86 of the Financial Services and Markets Act 2000, as amended (the "FSMA"). The Initial Purchaser
has complied and will comply with all provisions of the FSMA, with respect to anything done by it in relation to the
Notes in, from or otherwise involving the United Kingdom. This information memorandum must not be acted on or
relied on by persons who are not relevant persons. Any investment or investment activity to which this
communication relates shall be available only to relevant persons and will be engaged in only with relevant persons.
This information memorandum has been prepared on the basis that, except to the extent sub-paragraph (ii)
below may apply, any offer of Notes in any Member State of the European Economic Area (each, a "Relevant
Member State") which has implemented European Council Directive 2003/71/EC, as amended from time to time,
including pursuant to Directive 2010/73/EC (to the extent implemented in a relevant Member State) (the "Prospectus
Directive"), will be made pursuant to an exemption under the Prospectus Directive, as implemented in that Relevant
Member State, from the requirement to publish a prospectus for offers of Notes. Accordingly any person making or
intending to make any offer of Notes in that Relevant Member State may only do so (i) in circumstances in which no
obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus
Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to
such offer, or (ii) if a prospectus for such offer has been approved by the competent authority in that Relevant
Member State or, where appropriate, approved in another Relevant Member State and notified to the competent
authority in that Relevant Member State and (in either case) published, all in accordance with the Prospectus
Directive, provided that any such prospectus has subsequently been completed by the applicable Final Terms which
specify that offers may be made other than pursuant to Article 3(2) of the Prospectus Directive in that Relevant
Member State and such offer is made in the period beginning and ending on the dates specified for such purpose in
such prospectus or the relevant Final Terms, as applicable. Except to the extent sub-paragraph (ii) above may apply,
neither the Issuer nor any Dealer have authorized, nor do they authorize, the making of any offer of Notes in
circumstances in which an obligation arises for the Issuer or any Dealer to publish or supplement a prospectus for
such offer.
The Notes will not be registered with the Brazilian Securities Commission (Comissão de Valores Mobiliários),
or CVM. Any public offering or distribution, as defined under Brazilian laws and regulations, of the Notes in Brazil
is not legal without such prior registration under Law 6,385, of December 7, 1976, as amended. If a Brazilian
resident acquires any Note, such Note can neither circulate in Brazil in bearer form nor be repaid in Brazil in a
currency other than the Brazilian currency at the time such payment is made. The Dealers have agreed not to offer
or sell Notes in Brazil except in compliance with applicable Brazilian laws or pursuant to an available exemption
therefrom.
None of the Dealers or their affiliates assumes any obligation to purchase any Notes or to make a market in the
Notes, and no assurances can be given that a liquid market for the Notes will exist.
No invitation whether directly or indirectly may be made to the public in the Cayman Islands to subscribe for
the Notes unless the Issuer of the Notes is listed on the Cayman Islands Stock Exchange.
Santander may apply to, but is not obliged to, admit the Notes to be issued under the Program to listing on the
Official List of the Luxembourg Stock Exchange and to trading on the Euro MTF market.
Santander, having made all reasonable inquiries, confirms that this information memorandum contains or
incorporates by reference all information with regard to the Issuer and its subsidiaries and affiliates, the financial
and political condition in Brazil, the banking, insurance and leasing industries in Brazil and the Notes which is
material in the context of the issue of the Notes, that such information contained or incorporated by reference in this
information memorandum is true and accurate in all material respects and is not misleading, that any opinions and
intentions expressed in this information memorandum are honestly held and that there are no other facts the
iii

omission of which makes this information memorandum as a whole or any of such information or the expression of
any such opinions or intentions misleading in any material respect. Santander accepts responsibility accordingly.
iv

TABLE OF CONTENTS
Page
DOCUMENTS INCORPORATED BY REFERENCE.............................................................................................................. VI
WHERE YOU CAN FIND MORE INFORMATION ............................................................................................................. VII
FORWARD-LOOKING STATEMENTS ............................................................................................................................ VIII
PRESENTATION OF FINANCIAL AND OTHER INFORMATION........................................................................................... IX
SUMMARY ......................................................................................................................................................................1
THE PROGRAM ...............................................................................................................................................................9
SUMMARY FINANCIAL INFORMATION ..........................................................................................................................15
RISK FACTORS..............................................................................................................................................................22
USE OF PROCEEDS ........................................................................................................................................................32
CAPITALIZATION ..........................................................................................................................................................33
EXCHANGE RATES........................................................................................................................................................34
SELECTED FINANCIAL INFORMATION ...........................................................................................................................35
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS...................47
INDUSTRY...................................................................................................................................................................107
BUSINESS ...................................................................................................................................................................113
REGULATORY OVERVIEW...........................................................................................................................................143
MANAGEMENT ...........................................................................................................................................................177
PRINCIPAL STOCKHOLDERS........................................................................................................................................204
RELATED PARTY TRANSACTIONS...............................................................................................................................206
TERMS AND CONDITIONS OF THE NOTES ....................................................................................................................211
BOOK-ENTRY; DELIVERY AND FORM.........................................................................................................................242
SUBSCRIPTION AND SALE ...........................................................................................................................................252
TRANSFER RESTRICTIONS...........................................................................................................................................258
TAXATION ..................................................................................................................................................................261
CERTAIN ERISA CONSIDERATIONS .............................................................................................................................275
ENFORCEABILITY OF JUDGMENTS ..............................................................................................................................277
LEGAL MATTERS........................................................................................................................................................278
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ............................................................................................279
GENERAL INFORMATION ............................................................................................................................................280
INDEX TO FINANCIAL STATEMENTS................................................................................................................................1
ANNEX A FORM OF FINAL TERMS..................................................................................................................................1

v

DOCUMENTS INCORPORATED BY REFERENCE
The following documents shall be deemed to be incorporated in, and form part of, this information
memorandum:
the most recently published annual audited and interim unaudited condensed consolidated financial
statements, as of December 31, 2011, of Santander, such financial statements are prepared in accordance
with IFRS (as defined below) and in the English language;
all amendments and supplements to this information memorandum prepared in accordance with the
undertaking by Santander in the Dealer Agreement described below; and
the applicable Final Terms prepared in respect of any Tranche of Notes, including any interim reports on
Form 6-K, if any, as submitted by Santander to the SEC and referred to in the Final Terms,
provided that any statement contained herein or in a document, all or a relevant portion of which is incorporated by
reference herein, shall be deemed to be modified or superseded for the purpose of this information memorandum to
the extent that a statement contained in any such subsequent document modifies or supersedes such earlier
statement.
Santander will, at the specified office of its Listing Agent, provide, without charge, a copy of this information
memorandum and a copy of any or all of the documents incorporated herein by reference, where such documents
will be available free of charge to any interested person. Santander has agreed to furnish to the Luxembourg Stock
Exchange all such information as required by the rules of the Luxembourg Stock Exchange in connection with the
listing on the Luxembourg Stock Exchange of the Notes. Santander shall, during the continuance of the Program,
prepare a supplement to this information memorandum whenever required by the rules of the Luxembourg Stock
Exchange. Our financial statements are also available at our website at www.santander.com.br. None of the
information on Santander's website is part of, or incorporated by reference in, this information memorandum.
vi

WHERE YOU CAN FIND MORE INFORMATION
Santander Brasil is a reporting company subject to the informational requirements of the U.S. Securities
Exchange Act of 1934, as amended (The "Exchange Act") and, in accordance therewith, files reports and other
information with the SEC. As foreign private issuer, Santander Brasil is exempt from the Exchange Act rules
regarding the provision and control of proxy statements and regarding short-swing profit reporting and liability.
Such reports and other information can be inspected and copied at the public references facilities of the SEC at
Room 1580, 100 F Street N.E., Washington, D.C. 20549. Copies of such material can also be obtained at prescribed
rates by writing to the Public Reference Section of the SEC at 100 F Street, N.E., Washington, D.C. 20549.
Santander Brasil files materials with, and furnishes materials to, the SEC electronically using the EDGAR System.
The SEC maintains an internet site that contains these materials at www.sec.gov. In addition, such reports, proxy
statements and other information concerning Santander Brasil can be inspected at the offices of the New York Stock
Exchange, Inc., 20 Broad Street, New York, New York 10005, on which equity securities of Santander Brasil are
listed.
vii

FORWARD-LOOKING STATEMENTS
This information memorandum contains estimates and forward-looking statements, principally in "Risk
Factors", "Management's Discussion and Analysis of Financial Condition and Results of Operations" and
"Business." Some of the matters discussed concerning our business operations and financial performance include
estimates and forward-looking statements within the meaning of the Securities Act and the Exchange Act.
Our estimates and forward-looking statements are mainly based on our current expectations and estimates on
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 several 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:
increases in defaults by our customers and in impairment losses;
decreases in deposits, customer loss or revenue loss;
increases in provisions for legal claims;
our ability to sustain or improve our performance;
changes in interest rates which may, among other effects, adversely affect margins;
competition in the banking, financial services, credit card services, insurance, asset management and
related industries;
government regulation and tax matters;
adverse legal or regulatory disputes or proceedings;
credit, market and other risks of lending and investment activities;
decreases in our level of capitalization;
changes in market values of Brazilian securities, particularly Brazilian government securities;
changes in regional, national and international business and economic conditions and inflation;
the ongoing effects of recent volatility in global financial markets crisis; and
other risk factors as set forth under "Risk Factors."
The words "believe", "may", "will", "estimate", "continue", "anticipate", "intend", "expect" and similar words
are intended to identify estimates and forward-looking statements. Estimates and forward-looking statements are
valid only as of the date they were made, and we have no obligation to update or to review any estimate and/or
forward-looking statement because of new information, future events or other factors. Estimates and forward-
looking statements involve risks and uncertainties and are not guarantees of future performance. Our future results
may differ materially from those expressed in these estimates and forward-looking statements. In light of the risks
and uncertainties described above, the estimates and forward-looking statements discussed in this information
memorandum may not occur and our future results and performance may differ materially from those expressed in
these forward-looking statements due to, but not limited to, the factors mentioned above. Because of these
uncertainties, you should not make any investment decision based on these estimates and forward-looking
statements.
viii

Document Outline

#1">Lux file
#295">Pages from Santander MTNP Disclosure package 2012_2_.pdf