BANCO SANTANDER, SA

Otras Comunicaciones #27536 - 31/10/2008 17:18

Presentación relativa a Santander Brasil

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GRUPO
SANTANDER BRASIL
Integration for
leadership
São Paulo, October 31, 2008



Brazilian Financial System
Disclaimer
Banco Santander, S.A. ("Santander") cautions that this presentation contains forward-looking statements within the meaning of the US
Private Securities Litigation Reform Act of 1995. These forward-looking statements are found in various places throughout this
presentation and include, without limitation, statements concerning our future business development and economic
performance. While these forward-looking statements represent our judgment and future expectations concerning the development of
our business, a number of risks, uncertainties and other important factors could cause actual developments and results to differ
materially from our expectations. These factors include, but are not limited to: (1) general market, macro-economic, governmental and
regulatory trends; (2) movements in local and international securities markets, currency exchange rates, and interest rates; (3)
competitive pressures; (4) technological developments; and (5) changes in the financial position or credit worthiness of our customers,
obligors and counterparties. The risk factors and other key factors that we have indicated in our past and future filings and reports,
including those with the Securities and Exchange Commission of the United States of America (the “SEC”), could adversely affect our
business and financial performance. Other unknown or unpredictable factors could cause actual results to differ materially from those
in the forward-looking statements.

The information contained in this presentation is subject to, and must be read in conjunction with, all other publicly available
information, including, where relevant any fuller disclosure document published by Santander. Any person at any time acquiring
securities must do so only on the basis of such person's own judgment as to the merits or the suitability of the securities for its purpose
and only on such information as is contained in such public information having taken all such professional or other advice as it
considers necessary or appropriate in the circumstances and not in reliance on the information contained in the presentation.

In making this presentation available, Santander gives no advice and makes no recommendation to buy, sell or otherwise deal in
shares in Santander or in any other securities or investments whatsoever.

No offering of Securities shall be made in the United States except pursuant to registration under the U.S. Securities Act of 1933, as
amended, or an exemption there from.

Nothing contained in this presentation is intended to constitute an invitation or inducement to engage in investment activity for the
purposes of the prohibition on financial promotion in the U.K. Financial Services and Markets Act 2000.

Note: Statements as to historical performance, historical share price or financial accretion are not intended to mean that future
performance, historical share price or future earnings (including earnings per share) for any period will necessarily match or exceed
those of any prior year. Nothing in this presentation should be construed as a profit forecast.
Index




   Characteristics and Evolution of Financial System


   Funding and Liquidity
Financial System: Solid, with low leverage and good asset
quality...
       Solid, profitable and good asset quality...                                                              ...with low leverage
                                            Dec/02                   Jun/08
                                                                                                Low level of external dependence: 8% of foreign
                                                                                                issues
               ROE                            18%                     22%
                                                                                                Good asset quality and low delinquency
               BIS¹                          16.7%                   16.4%
                                                                                                BIS ratio higher than required by the Central
      Coverage Ratio¹                         100%                    122%                      Bank, of 11%
        Delinquency²                          8.5%                    5.1%                      Low leverage: 10.9 assets / stockholder equity
       TIER I / TIER II                        0%                     16%                       Low Tier I/ Tier II ratio, indicating opportunities in
                                                                                                raising capital using subordinated debt
  Assets / stockholder
                                               10.4                   10.9                      No toxic products
        equity

                                                                                                                Concentration –
                    Reserve Requirements                               Loans / Deposits (%)
                                                                                                                10 largest Banks
                  R$ billons                                                                                  Deposits      Loans
                                                                                     300bp
                       CAGR: 45% 224                                        89%                  92%
                                                                                                                               91%
                          107                                                                                    78%

                                                                                                                 62%           75%

                       Dec.02                 Oct.08³                     Dec.02               Jun.08           Dec.02        Jun.08

1. Considers only the 20 largest banks.   2. E-H/ Total Loans as of September 2008   3. Santander estimates
Source: Brazilian Central Bank
...supported by solid economic fundamentals
      International Reserves                 Securities / Total debt                 Public Debt / GDP
 USD billion                               USD
                                   206             22%                                51%     -10pp
                     CAGR:                                                                            41%
                     132%                                   21pp


                38
                                                                   1%

            Dec.02                Sep.08          Dec.02        Sep.08               Dec.02           Aug.08


                     Inflation
                                                 More than US$ 200 billion of international reserves
            12.5%          -6pp
                                                 Elimination of domestic public FX debt
                                   6.3%
                                                 Reduction of external public debt
                                                 Public debt declining
                                                 Inflation within de Central Bank’s target band
          Dec.02                  Sep.08



Source: Brazilian Central Bank
Balance Sheet: R$ 2,574 Billions of assets
 Jun / 2008

                                        Assets                 Liabilities

 Gross Loans
                                 28%
                                                 35%                                 Deposits+
                                                        42%                  47%    Debentures

 Reserve                         10%
 Requirements
                                                 10%

                                                        14%                         Open Market
                                                                              15%
 Securities +                    44%
 Cash                                            38%
 Equivalents
                                                        35%
                                                                             31%           Other
                                                                                       liabilities

 Other Assets                    18%             17%
                                                        9%                    9%        Equity

                                 2003            2008   2003                 2008


Source: Brazilian Central Bank
Savings with significant contribution from mutual funds.
Regulated loans account for 1/3 of the total loan portfolio
                    SAVINGS 2003 - R$ 910 Billions                               LOANS 2003 - R$ 418 Billions
                                                                Dec/03    Regulated Loans¹                            Dec/03
         Demand
                                         7%                              Individuals
         Savings
         Time                                 16%                        Corporate
                                                                                       37%          39%
        Mutual Funds
                                  59%
                                              17%
                                                      Participation                          24%          Participation

                                                    Public: 49%                                           Public: 34%
                                                    Private: 51%                                          Private: 66%

                  SAVINGS 2008 - R$ 2,128 Billions                              LOANS 2008 - R$ 1,149 Billions
                                                                Jun/08    Regulated Loans¹                             Jun/08
         Demand
         Savings                         5%                              Individuals
         Time                                 12%                        Corporate                 28%
        Mutual Funds                                                                  39%
                                   57%
                                              25%
                                                       Participation                                       Participation
                                                                                               33%
                                                    Public: 43%                                           Public: 33%
                                                    Private: 57%                                          Private: 67%

1) Includes: BNDES, Mortgage and Rural

Source: Brazilian Central Bank
  Loan growth driven mainly by corporate lending...

                            Total Loans (R$ Bn)                             Unrestricted Individual Loans (R$ Bn)
                                                              1,149
                                                   993
                                           857                                                                              384
                                 757                          34.0%                                               338
      626            684                                                                                 296
                                                                         202        225        252                        29.7%
                                                                        30.1%
     20.3%

    Mar.06         Sep.06        Mar.07   Sep.07   Mar.08     Sep.08    Mar.06     Sep.06      Mar.07   Sep.07   Mar.08    Sep.08



         Unrestricted Corporate Loans (R$ Bn)                                        Regulated Loans (R$ Bn)
                                                                442
                                                     368       44.3%                                                        323
                                  280      307
                      241                                                                                255      288
      219                                                                                       238                       26.6%
                                                                          205        218

   17.3%                                                                   11.8%


     Mar.06         Sep.06       Mar.07   Sep.07    Mar.08     Sep.08    Mar.06     Sep.06     Mar.07   Sep.07   Mar.08    Sep.08


                                                     Volume                Y-o-Y Variation %


Source: Brazilian Central Bank
 ...with extension of loan terms, higher spreads and stable
 delinquency
         The increase in the Selic overnight rate is                                  ...and in spreads
           already reflected in customer rates...
                                                                         39.6%
                                                                                                                      38.6%
       52.1%                                               53.1%

                                                                         27.2%
                                                                                                                       26.4%
        39.8%                                              40.4%

                                                                                                                       14.7%
                                                           28.3%         13.6%
        26.2%

     Dec-06 Mar-07 Jun-07 Sep-07 Dec-07 Mar-08 Jun-08 Sep-08          Dec-06 Mar-07 Jun-07 Sep-07 Dec-07 Mar-08 Jun-08 Sep-08


                       Extension of loan terms...                                 ...and stable delinquency¹
 Days
                                                           480         9.4%
                                                                                                                      8.3%

       368                                                 378        6.5%
                                                                        5.2%                                           5.1%
        296                                                 303
                                                                                                                       3.5%
       235


                                                                     Dec-06 Mar-07 Jun-07 Sep-07 Dec-07 Mar-08 Jun-08 Sep-08
    Dec-06 Mar-07 Jun-07 Sep-07 Dec-07 Mar-08 Jun-08 Sep-08


                                                     Corporate     Individuals     Total

Source: Brazilian Central Bank 1) E-H/ total loans
Savings are rising by 19%, driven by time deposits

R$ Billions

   Savings (Deposits + Mutual Funds)                                    Deposits                                      Mutual Funds
                                                          Demand: 7.8%
                                                          Savings: 18.2%
                                                          Time: 69.4%
                                                 2,128                                            909
                                         1,953
                                 1,785
                     1,601                                                               705
                                                                                                                                          1,248 1,219
          1,470                                                                  642               534                            1,143
 1,369                                                                     588
                                                          529     554                                                     1,012
                                                                                          349                       916
                                                 19.2%                           315            41.6%       840
 21.8%                                                                     297
                                                          282     293
                                                                                                              26.3%
                                                            18.6%
                                                                                                                                                 6.6%
                                                                                          356      375
                                                                           291   327
                                                          247     261



 Mar.06 Sep.06 Mar.07 Sep.07 Mar.08 Sep.08               Mar.06 Sep.06 Mar.07 Sep.07 Mar.08 Sep.08         Mar. 06 Sep. 06 Mar. 07 Sep. 07 Mar.08 Sep.08

                                                                Time              Demand + Savings



                                                           Volume                      Y-o-Y Variation %



Source: Brazilian Central Bank
Index




   Characteristics and Evolution of Financial System




   Funding and Liquidity
Funding Dynamics – Financial System                                                                                         12


    Government                                                    Bank                 Deposits+ debentures     Society
                                                          R$ 1,588 bn                            R$ 836 bn
  Reserve
Requirements
   in cash
 R$ 191 bn                                                                                                       Individuals
                                                                                  R$ 244 bn          R$ 1,219 bn    and
Public Securities                                                                            Assets               Corporate
                                                                Banks                       Managers               Clients

   R$ 248* bn



                                                           Capital +
                                                         onlendings +             R$ 508 bn
    R$ 975 bn                                                                                                  R$ 2,229 bn
                                                          Others lines

                                                                          R$ 975 bn                             Loans
R$ 1,223 bn                                                                                                   R$ 1,149 bn

Data as of Sep/2008. Source: Brazilian Central Bank and Published Balance Sheet
* Liquid of assets and liabilities
  High reserve requirements are being gradually lowered
                                          Before CB                   After CB
                                                       BRL Million*              BRL Million*        Remuneration
                                          Measures                    Measures
   Demand Deposits
 Reserve Requirement                             45%                    42%                                  -
 Additional                                       8%       69,844        5%          60,157        Interest Rate (Selic)
 Obligatory Rural Credit                         25%                    30%                               SELIC
  Savings
 Reserve Requirement                             20%                    20%                     TR + Interest of 6,17% p.a.
 Additional                                      10%       70,926       10%          65,660               SELIC
 Obligatory Mortgage                             65%                    65%                           TR + 12% p.a.

  Time Deposits
 Reserve Requirement                             15%                    15%                          Linked to bonds
 Additional                                       8%
                                                           110,694       5%
                                                                                     77,847        Interest Rate (Selic)

  Debentures
 Reserve Requirement                             15%        20,551      15%          20,551          Linked to Bonds

  Total                                                    272,015                  224,215

     Freeing up of Central Bank reserve requirements, largely interest bearing, with virtually zero effect on
   banks’ results
       With a direct impact of approximately R$ 56 billion in terms of additional system liquidly
      More than R$ 54 billion of central bank reserve requirements have been removed: R$ 19 billion to
   stimulate external credit lines and R$ 35 billion for the purchase of loan portfolio from smaller financial
   institutions

Source: Brazilian Central Bank * Santander estimates
Liquidity
             Structural Situation                      Effects of the Crisis


                                             Liquidity for small and medium-sized
   Credit underpenetrated
                                           banks.      Credit sale, reserve requirements
   High reserve requirements
                                             Increased selectivity and shorter loan terms
   Core deposits are liquid, but stable.
                                           bbb      Match assets/liabilities
 No secondary market for time
                                             Higher volatility. Companies with exposure
 deposits.
                                           to derivatives      Disclosure limited impact
   Interbank market almost inexistent
                                             Scarcity of external lines of credit
   Small securitization market             Central Bank auction and BNDES

                                             Reinforcing on-balance savings and in the
                                           retail segment      back to basics
Conclusions


              Strong fundamentals

                Economy

                Banking System

              System with good pace

                No toxic products

                Not leveraged

              Steps in the right direction
Annexes
Market Depth
          Average Term of Debt Securities                Open Contracts Added – BMF (Maturing in Jan)
 Months                                           1,800,000


                                                  1,600,000

                          58%
                                 41
                                                  1,400,000


                                                  1,200,000

                     26
                                                  1,000,000


                                                   800,000


                                                   600,000


                                                   400,000


                                                   200,000

                2000            Jun.08                        0
                                                              2009      2010   2011    2012   2013   2014   2015   2016   2017



                                               Open Contracts                  Average
                                         DI
                                                added (MM)                      (MM)
                                  Jan/02                              250               80
                                  Jan/04                              309              105
                                  Jan/06                             1,607             316
                                  Jan/08                             1,625            1,055
                                  Jan/10 (E)                         2,140            1,057

                                   CAGR                               171%            191%

Source: Bloomberg.
The recent market turbulence has affected the share prices
of small and medium-sized national banks...
 ...Small and medium-sized banks have lost an average of >60%/80% of their market value in the last 12 months
 •




          Share Performances of Small and Medium-Sized Banks
          Base 100


 160

 140


 120

 100


     80

     60

     40


     20

      0
      Oct-07         Nov-07       Dec-07   Jan-08        Feb-08    Mar-08   Apr-08       May-08   Jun-08      Jul-08   Aug-08      Sept-08    Oct-08

                       Indusval                     Daycoval                Sofisa                    Panamericano              BIC Banco
                       Pine                         Paraná Banco            Cruzeiro do Sul           ABC Brasil                Nossa Caixa


            Medium-sized banks appear to be experiencing more liquidity problems (increases in prices and terms)
            The origination of portfolio funds is in decline or has ground to a complete halt
            The Central Bank: stimulating the system by lowering reserve requirements, purchasing bank porfolios with a net worth of <
            R$7.0 billion
Source: Bloomberg (Oct. 7,.2008)
     Financial System: Central Bank Regulations


30
                                                                                                                                                       23,5
                                                                                                                                                                                                                      18,9
20                                                       16,9
                                                                                         13,1

10       8,0                                                             8,0
                          5,2             6,2                                                           - 5,5                           6,0                                                             6,0                                               6,0
                                                                                                                        3,6
                                                                                                                                                                         -              -                                               -
0
      Posterg.                                                          Aumento no caixa                                                                                                            Other efects
        24/set          24/set           8/out          8/out           13/out          13/out         14/out         14/out          27/out           3/out            5/out          6/out          13/out         13/out           16/out             27/out
     The increase    The amount      Permissible     The rate on     The              The            The directed   The            Reduction in    The              The             Provisional     Banks may     A bank that      The range of      Financial
     in the          that can be     deduction       additional      exemption       exemption       lending to     compulsory     reserve         compulsory       cancellation    Measure         use up to     takes part in    credit (loan)     institutions
     compulsory      deducted        from            compulsory      limit on the    limit on the    rural credit   lending        requirements    lending          of co-          creates a       70% of the    auctions of      portfolios that   can deduct the
     lending         from the        compulsory      lending         compulsory      compulsory      related to     requirement    on demand       requirement      obligation      new             compulsory    external lines   can be            value of five
     requirement     additional      lending         (demand /       lending on      lending         demand/sight   rate on        deposits        on term          (joint          rediscount      lending       of credit will   purchased to      years of FGC
     on leasing      compulsory      requirement     sight and       demand/sight    requirement     deposits was   demand/sight   (currently      deposits was     guarantors)     rate based on   requirement   be               offset against    contributions
     transactions    lending         increased       term            , term          on term         increased      deposits was   42%) for        lowered by       portfolios is   loan            on term       exonerated       CDB reserve       from their CB
     from 15% to     requirement     from R$ 300     deposits) was   deposits and    deposits        from 25% to    reduced from   banks that      up to 40% for    allowed.        portfolios in   deposits to   from having      requirements      reserve
     20% has         was             million to R$   reduced from    savings was     charged at      30%.           45% to 42%     pay their       banks                            both reais      purchase      to put up the    now includes      requirements
     been            increased       700 million.    8% to 5%.       increased       normal rate                                   monthly FGC     acquiring                        and dollars.    loan          normal           securities/bo     on demand /
     postponed       from R$ 100                                     from R$ 300     of 15% was                                    contributions   small banks’                                     portfolios    reserve          nds issued by     sight deposits
     until Jan/09.   million to R$                                   million to R$   increased                                     in advance.     portfolios (up                                   (previously   requirements     non-financial     if they pay
                     300 million.                                    1 billion.      from R$ 700                                                   to R$ 2.5                                        40%).         applicable to    individuals       them in
                                                                                     million to R$                                                 billion of                                                     funding          and               advance. This
                                                                                     2 billion, if                                                 PER).                                                          raised from      corporate         decision has
                                                                                     this rate was                                                                                                                leasing          entities.         the potential to
                                                                                     maintained.                                                                                                                  operations.                        free up R$ 6
                                                                                                                                                                                                                                                     billion.


         8 Bi                                                                  53,5 Bi                                                                                                                54,4 Bi
The Central Bank Announced New Regulations at the end of
2007
                                                  Elimination of TLA - Dec/2007
                                                  Information about total cost of loans – Mar/2008
         Regulations                              Offer of service packages in accordance with CB regulation – Apr/2008
        of Fees/Tariffs                           Elimination of TAC¹ – Apr/2008
                                                  Impact: reduction in increase in fees at the main banks of 20% in the
                                                  last two years to approximately 5% in 2008

                                                  Effective since May 2008, the contribution rate rose from 8% to 15% for Financial
           Increase in                           Institutions.
              CSLL²                               Tax rate increase of 34% to 40%

                                                    Reserve requirements for leasing companies, implemented in Jan/08, gradually increasing to
           Inclusion of                          a rate capped at 25%. First implemented in May/08 with 5% and ending in Mar/09 with 25%.
             Leasing                             The government recently postponed the institution's calendar of rates, largely due to the crisis in
                                                 terms of international liquidity.



                                                  New rules will become effective from December 1, 2008, establishing
            Call Center                          24h service, free calls, solutions to requests within a maximum of 5 working days.




² TAC: Tariff charged for Taking out a Loan 2. CSLL: Social Contribution on Corporate Net Income
 Peers – Total Assets
   Structure of our balance sheet is very similar to our main competitors. Approximately
   37% of the balance in loans. Highly dependent on public securities earmarked for
   reserve requirements and other regulatory requirements (89% at Santander).


Other (Credits Taxes + Guarantor Deposits)
Fixed Assets
Other Amounts and Goods (Client Acquisition +
BNDU
FX Portfolio
Available-for-Sale financial assets

Repo + CDI



Market Debt Securities



Reserve Requirements




Loans + Lesing (gross)




Source: Published Balance Sheets (4050)
 Peers – Total Liabilities
     A market highly regulated for Core Deposits. Focus on Savings in the form of Term
     Deposits. There is no secondary market for CDBs, and liabilities are extremely liquid
     on a daily basis. Banks cannot make local issues.


Core Deposits




Term Deposits + Assigned Debentures




Fund raising on the Open Market + Deposits.+ Interfiance
Available-for-Sale financial assets

External Loans

FX Portfolio

Dívida Subordinada
Provisions for Insurance, Social Welfare and
Capitalization.
Fiscal and Pension (Social Welfare) Obligations

Net Equity

Others (Onlending + Interfinance Agreements)




Source: Published Balance Sheets (4050)
Competition by Product
              Santander + Real: High Concentration of Term Deposits.
               Itaú and Bradesco have a larger share of Core Deposits
                                                                        R$ MM


Fuente: CNMV

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