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Investments in associates and joint ventures
12 Months Ended
Dec. 31, 2017
Investments in associates and joint ventures [Abstract]  
Investments in associates and joint ventures

12. Investments in associates and joint ventures

 

Jointly controlled

 

Banco Santander considers investments classified as jointly controlled when they possess a shareholders' agreement, which sets that the strategic, financial and operating decisions requires the unanimous consent of all investors.

 

Significant Influence

 

Associates are entities over which the Bank is in a position to exercise significant influence (significant influence is the power to participate in the financial and operating  decisions of the investee)  but it does not control or has joint control over the investee.

 

a) Breakdown

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Participation %

Jointly Controlled by Banco Santander

 

 

 

Activity

 

Country

 

2017

 

2016

 

2015

Banco RCI Brasil S.A. (2)

 

 

 

Bank

 

Brazil

 

39.89%

 

39.89%

 

39.89%

Norchem Participações e Consultoria S.A.(1)

 

 

 

 Other Activities

 

Brazil

 

50.00%

 

50.00%

 

50.00%

Cibrasec - Companhia Brasileira de Securitização (1) (4) (9)

 

 

 

 Securitization

 

Brazil

 

9.72%

 

9.72%

 

13.64%

Estruturadora Brasileira de Projetos S.A. - EBP (1) (9) (11)

 

 

 

 Other Activities

 

Brazil

 

11.11%

 

11.11%

 

11.11%

Gestora de Inteligência de Crédito (5)(10)

 

 

 

 Credit Bureau

 

Brazil

 

20.00%

 

  -

 

  -

Campo Grande Empreendimentos

 

 

 Other Activities

 

Brazil

 

25.32%

 

25.32%

 

25.32%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jointly Controlled by Santander Corretora de Seguros (current corporate name of Santander Participações S.A.)

 

 

 

 

 

 

 

 

 

 

 

 

Webmotors S.A. (7) (8)(12)

 

 

 Other Activities

 

Brazil

 

70.00%

 

70.00%

 

70.00%

Tecnologia Bancária S.A. - TECBAN (1)

 

 Other Activities

 

Brazil

 

19.81%

 

19.81%

 

19.81%

PSA Corretora de Seguros e Serviços Ltda. (6)(13)(14)

 

 Insurance Broker

 

Brazil

 

50.00%

 

50.00%

 

0.00%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jointly Controlled by Getnet S.A.

 

 

 

 

 

 

 

 

 

 

 

 

iZettle do Brasil Meios de Pagamento S.A. ("iZettle do Brasil”)  (3)

 

 

 Other Activities

 

Brazil

 

-

 

  -

 

50.00%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Significant Influence of Banco Santander

 

 

 

 

 

 

 

 

 

 

 

 

Norchem Holding e Negócios S.A. (1)

 

 

Other Activities

 

Brazil

 

21.75%

 

21.75%

 

21.75%

 

 

 

 

 

 

 

 

 

 

 Investments

 

 

2017

 

2016

 

2015

Jointly Controlled by Banco Santander (11)

 

495,264

 

  578,761

 

  567,367

Banco RCI Brasil S.A. (2)

 

427,801

 

  538,756

 

  526,680

Norchem Participações e Consultoria S.A.(1)

 

25,550

 

  26,302

 

  23,665

Cibrasec - Companhia Brasileira de Securitização (1) (4) (9)

 

7,438

 

  7,435

 

  10,325

Estruturadora Brasileira de Projetos S.A. - EBP (1) (9)(11)

 

4,707

 

  6,268

 

  6,697

Gestora de Inteligência de Crédito (5)(10)

 

29,513

 

  -

 

  -

Campo Grande Empreendimentos

 

255

 

  -

 

  -

 

 

 

 

 

 

 

Jointly Controlled by Santander Corretora de Seguros (current corporate name of Santander Participações SA)

 

350,440

 

  390,336

 

  476,640

Webmotors S.A. (7) (8)(12)

 

197,930

 

  246,965

 

  339,899

Tecnologia Bancária S.A. - TECBAN (1)

 

151,019

 

  142,713

 

  136,741

PSA Corretora de Seguros e Serviços Ltda. (6)(13)(14)

 

1,491

 

658

 

  -

 

 

 

 

 

 

 

Jointly Controlled by Getnet S.A.

 

-

 

  -

 

(2,768)

iZettle do Brasil Meios de Pagamento S.A.  (3)

 

-

 

  -

 

(2,768)

 

 

 

 

 

 

 

Significant Influence of Banco Santander

 

20,860

 

  20,980

 

  19,504

Norchem Holding e Negócios S.A. (1)

 

20,860

 

  20,980

 

  19,504

Total

 

866,564

 

  990,077

 

1,060,743

 

 

 

 

 

 

 

 

 

 

 

 

Results of Investments

 

 

1/01 to 12/31/2017

 

1/01 to 12/31/2016

 

1/01 to 12/31/2015

Jointly Controlled by Banco Santander

 

39,904

 

  16,748

 

  85,993

Banco RCI Brasil S.A. (2)

 

44,384

 

 14,175

 

  85,221

Norchem Participações e Consultoria S.A.(1)

 

1,333

 

  2,637

 

  1,976

Cibrasec - Companhia Brasileira de Securitização (1) (4) (9)

 

  389

 

366

 

340

Estruturadora Brasileira de Projetos S.A. - EBP (1) (9)(11)

 

  (1,560)

 

  (430)

 

(1,544)

Gestora de Inteligência de Crédito (5)(10)

 

  (4,642)

 

  -

 

  -

 

 

 

 

 

 

 

Jointly Controlled by Santander Corretora de Seguros (current corporate name of Santander Participações SA)

 

30,430

 

  29,538

 

  29,309

Webmotors S.A. (7)(8)(12)

 

21,290

 

  23,019

 

  23,397

Tecnologia Bancária S.A. - TECBAN (1)

 

8,307

 

  5,971

 

  5,912

PSA Corretora de Seguros e Serviços Ltda. (6)(13)(14)

 

  833

 

548

 

  -

 

 

 

 

 

 

 

Jointly Controlled by Getnet S.A.

 

-

 

  (225)

 

  (491)

 iZettle do Brasil Meios de Pagamento S.A.(3)

 

-

 

  (225)

 

  (491)

 

 

 

 

 

 

 

Significant Influence of Banco Santander

 

1,217

 

  1,476

 

  1,501

Norchem Holding e Negócios S.A. (1)

 

1,217

 

  1,476

 

  1,501

Total

 

71,551

 

  47,537

 

  116,312

 

 

 

 

 

 

 

2017

Total assets

Total liabilities

Total profit (11)

Jointly Controlled by Banco Santander

 

  9,264,940

 

8,023,369

 

  67,077

Banco RCI Brasil S.A. (2)

 

  9,057,261

 

7,985,647

 

  74,452

Norchem Participações e Consultoria S.A.(1)

 

78,674

 

  27,574

 

  2,665

Cibrasec - Companhia Brasileira de Securitização (1) (4) (9)

 

86,378

 

  9,884

 

  4,000

Estruturadora Brasileira de Projetos S.A. - EBP (1) (9)(11)

 

42,627

 

264

 

-14,040

Gestora de Inteligência de Crédito (5)(10)

 

167,798

 

  20,235

 

-23,211

Jointly Controlled by Santander Corretora de Seguros (current corporate name of Santander Participações SA)

 

  1,967,989

 

1,077,782

 

  74,861

Webmotors S.A. (7)(8)(12)

 

490,458

 

  50,413

 

  31,264

Tecnologia Bancária S.A. - TECBAN (1)

 

  1,472,774

 

1,025,593

 

  41,932

PSA Corretora de Seguros e Serviços Ltda. (6)(13)(14)

 

4,757

 

  1,776

 

  1,665

Significant Influence of Banco Santander

 

122,176

 

  26,267

 

  5,597

Norchem Holding e Negócios S.A. (1)

 

122,176

 

  26,267

 

  5,597

Total

 

  11,355,105

 

9,127,418

 

  147,535

 

 

 

 

 

 

 

2016

Total assets

Total liabilities

Total profit (11)

Jointly Controlled by Banco Santander

 

  8,831,611

 

7,318,656

 

  89,544

Banco RCI Brasil S.A. (2)

 

  8,603,844

 

7,276,320

 

  79,223

Norchem Participações e Consultoria S.A. (1)

 

78,833

 

  26,228

 

  5,274

Cibrasec - Companhia Brasileira de Securitização (1) (4) (9)

 

91,083

 

  14,659

 

  7,011

Estruturadora Brasileira de Projetos S.A. - EBP (1) (9) (11)

 

57,851

 

  1,449

 

-1,964

Jointly Controlled by Santander Corretora de Seguros (current corporate name of Santander Participações SA)

 

  1,459,826

 

  943,028

 

  58,595

Webmotors S.A. (7)(8)(12)

 

145,499

 

  35,231

 

  29,934

Tecnologia Bancária S.A. - TECBAN (1)

 

  1,310,945

 

  905,731

 

  27,568

PSA Corretora de Seguros e Serviços Ltda. (6)(13)(14)

 

3,382

 

  2,066

 

  1,093

Significant Influence of Banco Santander

 

127,598

 

  31,136

 

  6,792

Norchem Holding e Negócios S.A. (1)

 

127,598

 

  31,136

 

  6,792

Total

 

  10,419,035

 

8,292,820

 

  154,931

 

 

 

 

 

 

2015

Total assets

Total liabilities

Total profit (11)

Jointly Controlled by Banco Santander

 

  8,702,727

 

7,170,602

 

  180,663

Banco RCI Brasil S.A. (2)

 

  8,474,418

 

7,125,614

 

  174,629

Norchem Participações e Consultoria S.A. (1)

 

73,288

 

  25,958

 

  3,953

Cibrasec - Companhia Brasileira de Securitização (1) (4) (9)

 

92,495

 

  16,775

 

  1,932

Estruturadora Brasileira de Projetos S.A. - EBP (1) (9)(11)

 

62,526

 

  2,255

 

149

Jointly Controlled by Santander Corretora de Seguros (current corporate name of Santander Participações SA)

 

  1,531,883

 

  890,028

 

  83,902

Webmotors S.A. (7)(8)(12)

 

279,935

 

  36,904

 

  36,636

Tecnologia Bancária S.A. - TECBAN (1)

 

  1,251,948

 

  853,124

 

  47,266

Jointly Controlled by Getnet S.A.

 

20,210

 

  25,747

 

-2,420

 iZettle do Brasil Meios de Pagamento S.A.(3)

 

20,210

 

  25,747

 

-2,420

Significant Influence of Banco Santander

 

119,687

 

  30,017

 

  6,902

Norchem Holding e Negócios S.A. (1)

 

119,687

 

  30,017

 

  6,902

Total

 

  10,374,507

 

8,116,394

 

  269,047

b) Changes

 

The changes in the balance of this item were as follows:

 

 

 

 

 

 

 

 

 

2017

 

2016

 

2015

Jointly Controlled by Banco Santander

 

 

 

 

 

 

Balance at beginning of year

 

969,097

 

1,041,239

 

1,004,045

Additions / disposals (net) due to change in the scope of consolidation

 

-

 

(2,926)

 

  -

Additions /disposals (3) (6)

 

34,154

 

  3,105

 

(2,768)

Capital reduction (7)

 

 

(76,860)

 

  -

Share of results of entities accounted for using the equity method

 

70,334

 

  46,061

 

  114,811

Dividends proposed/received

 

  (200,620)

 

(39,424)

 

(74,849)

Others

 

  (27,261)

 

(2,098)

 

  -

Balance at end of year

 

845,704

 

  969,097

 

1,041,239

 

 

 

 

 

 

 

Significant Influence of Banco Santander

 

 

 

 

 

 

Balance at beginning of year

 

20,980

 

  19,504

 

  19,416

Share of results of entities accounted for using the equity method

 

1,217

 

  1,476

 

  1,501

Dividends proposed/received

 

  (1,337)

 

  -

 

(1,413)

Balance at end of year

 

20,860

 

  20,980

 

  19,504

 

(1) Companies with a delay of one month for the equity calculation. To register the equity income it was used on 12/31/2017 the position of 11/30/2017.

(2) The EGM of July 21, 2015, approved the Company's transformation into a multiple bank, with investment portfolios, leasing and credit, financing and investment and also the change of the name of the Companhia de Arrendamento Mercantil RCI Brasil to Banco RCI Brasil S.A. This process was approved by the BACEN on October 28, 2015.

(3) In June 2016 the interest held in iZetlle do Brasil S.A was sold.

(4) At the ESM held on April 29, 2016 was approved the reform in the distribution structure of the capital of Cibrasec through the creation of preferred shares issued by the Company with voting rights and the share conversion of the common shares of Company into preferred shares, this reform was ratified at the ESM held on May 30, 2016. Banco Santander became part of their ordinary shares held in the capital of Cibrasec, the corresponding amount to five thousand (5,000) common shares issued by Cibrasec 50 (fifty) preferred shares in the proportion of 100 (one hundred) common shares for each one (1) preferred share, and still held 4,000 (four thousand) common shares in the capital of Cibrasec. Each preferred share entitles the holder the right to one hundred (100) times the right to dividends of the common shares, so that the economic rights were maintained, however, the conversion resulted in reduction in the percentage shareholding in Cibrasec.

(5) Company incorporated in April 2017 and is in the pre-operational phase. Pursuant to the shareholders' agreement, control is shared between shareholders who hold 20% of their capital stock each. At the Extraordinary General Meeting held on July 6, 2017, the capital increase of Gestora de Crédito was approved in the total amount of R$65,822, so that the capital stock increased from R$1 to R$65,823, through the issue of 6,582,200 (six million, five hundred and eighty-two thousand and two hundred) new shares, of which 3,291,100 (three million, two hundred and ninety-one thousand and one hundred), 1,316,440 (one million, three hundred and sixteen thousand, four hundred and forty) preferred shares Class A  and 1,316,440 (one million, three hundred and sixteen thousand, four hundred and forty) preferred shares Class B and 658,220 (six hundred and fifty eight thousand, two hundred and twenty) class C preferred shares, with no par value, at the issue price of R$10.00, corresponding to the equity value of the shares. The shares issued in the capital increase were fully subscribed on the same date by the shareholders in the proportion of 20% of their capital stock each.

(6)  In 2017 refers to the incorporation of Gestora de Inteligência de Crédito - partnership between Banco Santander and other banks from brazilian market (according to note 3.d) and in 2016 refers to the acquisition agreement of part of the financial operations from the Group PSA in Brazil and the consequent creation of a Joint Venture.

(7) At the ESM realized in September 26, 2016, was approved the reduction of the capital of Webmotors S.A. without cancellation of shares in the amount of R$109,800 to be considered excessive to maintain its activities, and the capital of R$194,580 to R$84,780.

(8) On December 30, 2016, at the EGM of Webmotors S.A., the merger and the Private Instrument of Protocol and Justification of Incorporation of Virtual Motors by Webmotors S.A. were approved, so that Webmotors S.A. received, for its accounting value, based on the balance sheet drawn up on November 30, 2016, all of the assets, rights and obligations of Virtual Motors, with the extinction of Virtual Motors that will be succeeded by Webmotors S.A. in all its rights and obligations.

(9) Although the participations was less than 20%, the Bank exercises control over the entity together with other major stockholders' through a stockholders' agreement where no business decision can be taken by a single shareholder.

(10) At the EGM held in October 5, 2017, it was approved the share capital increase of the Gestora de Crédito in the amount of R$ 285.205, that way its share capital increased from R$ 65.823 to R$ 351.028, through the issuance of 29.013.700 new shares, being 14.506.850 as ordinary shares, 5.802.740 preferred shares Class A, 5.802.740 preferred shares Class B, and 2.901.370 preferred shares Class C, without par value, at the issuance price of R$ 9,83 per share. It was also approved by unanimous decision the payment timetable of the new shares issuance made by the Management of Gestora de Crédito. That way, the share capital increase was fully subscribed at the same day by the shareholders in the proportion of 20% of each interest which were partially paid.

(11) According to its Bylaws, EBP was formed in order to carry out projects to contribute for the brazilian economic and social development for the period of 10 years. After the conclusion of the timetable set EPB closes its activities this year of 2018. The dissolution of its rights and liquidation were aproved in the EGM held on january 29, 2018.

(12) Although participation exceeds 50%, in accordance with the shareholders' agreement, the control is shared by  Santander Corretora de Seguros (Current corporate name of Santander Participações S.A.),  and Carsales.com.  Investments PTY LTD (Carsales), shareholder based in Australia.

(13) Pursuant to the shareholders' agreement, the control is shared by Santander Corretora de Seguros (current corporate name of Santander Participações SA) and PSA Services LTD.

(14) In December 2017, according to the contractual change, the PSA Corretora de Seguros shareholders decided to increase its share capital in R$ 401, that way the share capital increased from R$ 500 to R$ 901, through the issuance of 400.532 new shares, which each new share has the value of R$ 1. The new shares issued were subscribed and paid at the same date, in local currency, according to the proportion of each shareholder equivalent to 50% to the company´s share capital, that is, 200.266 shares.

(15) According to its Bylaws, EBP was formed in order to carry out projects to contribute for the Brazilian economic and social development for the period of 10 years. After the conclusion of the timetable set EPB closes its activities this year of 2018. The dissolution of its rights and liquidation were approved in the EGM held on January 29, 2018.

(*) The Bank does not have collateral with associates and joint ventures.

(**) The Bank does not have contingent liabilities with significant risk of loss as possible related to investments in affiliates with joint control and significant influence.

(***) As of December 31, 2017, 2016 and 2015, the balances of Assets, Liabilities and Profit refer to 100% of the company balance sheet. There is no balance for the caption "Other Comprehensive Income" in these companies, except for the RCI Bank which recorded R$40,671 (2016 - R$5,261 and 2015 - R$0).

 

c) Impairment losses

 

No impairment losses were recognized on investments in associates and joint ventures in 2017, 2016 and 2015.

 

d) Other information

 

Details of the principal jointly controlled entities:

 

Banco RCI Brasil S.A.: A company incorporated in the form of corporation headquartered in Parana which is primarily engaged in the practice of leasing, credit operations, financing and investment, in order to sustain the growth of automotive brands Renault and Nissan in the Brazilian market by providing credit and leasing operations to the final client. It is a financial institution that is part of the RCI Banque Group and the Santander Group, with operations conducted as part of a set of institutions that operate in the financial market. According to the Shareholders' Agreement, the key decisions that impact this partnership are taken jointly between Banco Santander and other controllers. On July 21, 2015 the Company's transformation into a Multiple Bank was approved, with investment portfolios, leasing and credit, financing and investment and also the change of company name of Companhia de Arrendamento Mercantil RCI Brasil to Banco RCI Brasil S.A. This process was approved by Bacen on October 28, 2015. On January 29, 2016, the Companhia de Crédito, Financiamento e Investimento RCI Brasil was merged into its subsidiary Banco RCI Brasil S.A., with this process the interest previously held by RCI Brasil was transferred to Banco Santander.

 

Webmotors S.A.: A company incorporated in the form of private limited company with headquarters in São Paulo which is engaged in the design, implementation and / or availability of electronic catalogs, space, products, services or means of marketing products and / or services related to the automotive industry, on the Internet or other means related to e-commerce activities and other Internet uses or applications, as well as the participation in capital in other companies and the management of related business. It is a company of the Economic Conglomerate - Financial Santander (Santander Group) and Carsales.com Investments PTY LTD (Carsales), which its operations are conducted as part of a group of institutions that operate jointly. According to the Shareholders' Agreement, the key decisions that impact this partnership are taken jointly between Banco Santander and other controllers.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Thousand of reais

 

 

2017

 

 

 

2016

 

 

 

2015

 

 

Banco RCI Brasil

 

Webmotors

 

Banco RCI Brasil

 

Webmotors

 

Banco RCI Brasil

 

Webmotors

 Current assets

 

  4,535,521

 

418,795

 

  4,103,866

 

23,071

 

5,038,181

 

  85,552

Non-current assets

 

  4,521,740

 

71,663

 

  4,499,978

 

122,428

 

3,436,237

 

  194,383

Current liabilities

 

  3,897,010

 

47,166

 

  3,629,575

 

32,601

 

3,998,536

 

  30,877

Non-current liabilities

 

  4,088,637

 

3,247

 

  3,646,745

 

2,630

 

3,127,078

 

  6,027

Cash and cash equivalents

 

47,782

 

1,989

 

23,612

 

1,663

 

  38,217

 

681

Depreciation and amortization

 

  (1,600)

 

16,353

 

(911)

 

  (12,295)

 

(3,783)

 

(9,883)

Revenue

 

  1,315,695

 

127,064

 

  1,575,550

 

135,242

 

  591,810

 

  137,947

Interest income

 

  1,294,119

 

7,178

 

  1,368,643

 

28,047

 

1,424,211

 

  27,854

Interest expense

 

  (626,654)

 

  -

 

  (903,061)

 

-

 

(903,864)

 

  (69)

Tax Income / (expense)

 

  (122,544)

 

(12,568)

 

  (3,326)

 

  (13,370)

 

(108,837)

 

(16,086)

Current financial liabilities (excluding trade and other payables and provisions)

 

  3,897,010

 

33,320

 

  3,629,575

 

31,707

 

3,436,699

 

  30,110

Non-current financial liabilities (excluding trade and other payables and provisions)

 

  4,058,986

 

3,247

 

  3,646,745

 

1,736

 

2,565,241

 

  5,260