1934 Act Registration No. 1-31731
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
Dated May 12, 2004
Chunghwa Telecom Co., Ltd.
(Translation of Registrant’s Name into English)
21-3 Hsinyi Road Sec. 1,
Taipei, Taiwan, 100 R.O.C.
(Address of Principal Executive Office)
(Indicate by check mark whether the registrant files or will file annual reports under cover of form 20-F or Form 40-F.)
Form 20-F x Form 40-F ¨
(Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes ¨ No x
(If “Yes” is marked, indicated below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant Chunghwa Telecom Co., Ltd. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: 2004/05/12
Chunghwa Telecom Co., Ltd. | ||
By: | /s/ Hank H. C. Wang | |
Name: | Hank H. C. Wang | |
Title: | Senior Managing Director | |
Finance Department |
Exhibit
Exhibit | Description | |
1 | Announcement on 2004/04/15 : Chunghwa Telecom Board of Directors resoluted to distribute a cash dividend of NT$4.5 per share. | |
2 | Announcement on 2004/04/27 : Chunghwa Telecom held investor conference for 2003 and 1Q 2004 operation results. | |
3 | Announcement on 2004/04/28 : Chunghwa Telecom’s board of directors resolved to revise the subjects for convening the annual general meeting. | |
4 | Announcement on 2004/04/29 : Chunghwa Telecom announced financial forecast for 2004. | |
5 | Announcement on 2004/05/04 : Clarification on the news report regarding the contract Chunghwa Telecom signed with UTStarcom to purchase fiber communication products. | |
6 | Announcement on 2004/05/11 : Explanation about the reports regarding earnings per share of Chunghwa Telecom for the first four months. | |
7 | Announcement on 2004/05/12 : April 2004 sales |
EXHIBIT 1
Chunghwa Telecom Board of Directors resoluted to distribute a cash dividend of NT$4.5 per share.
Date of events: 2004/04/15
Contents:
1. Date of the board of directors resolution:2004/04/15
2. Type and monetary amount of dividend distribution:Chunghwa Telecom’s Board of Directors (BoD) proposed to distribute a cash dividend of NT$4.5 per share. The BoD also proposed that it be authorized by the Sharesholder’s Meeting to decide the record date for the distribution of the dividends.
3. Any other matters that need to be specified:The dividend distribution plan and the BoD’s being authorized to decide the record date are subject to the resolution of the Company’s Shareholder’s Meeting to be held on June 25, 2004.
EXHIBIT 2
Chunghwa Telecom held investor conference for 2003 and 1Q 2004 operation results.
Date of events: 2004/04/27
Contents:
1. Date of the investor/press conference:2004/04/27
2. Location of the investor/press conference:Fl. 12, No. 21-3, Hsinyi Rd. Sec. 1, Taipei
3. Financial and business related information:Chunghwa Telecom has announced its operation results for 2003 and 1Q04 on April 27, 2004. As for 2003, total revenue was NT$179.1bn, gross profit NT$88.4bn, income from operation NT$58.3bn, net income NT$48.5bn and earning per share NT$5.03.@ Comparison of operation results between year 2003 and 2002
(Unit:NT$ mn)
2002 | 2003 | |||
Service revenues | 176,089 | 179,149 | ||
Gross profit | 85,697 | 88,426 | ||
Income from operations | 55,417 | 58,316 | ||
Other income and expenses | 328 | 545 | ||
Income before income tax | 55,745 | 58,861 | ||
Net income | 43,227 | 48,488 | ||
Net income per share(NT$) | 4.48 | 5.03 |
As for 1Q04, total revenue was NT$45.0bn, gross profit NT$22.6bn, income from operation NT$15.5bn, net income NT$12.9bn and earning per share NT$1.34. Comparison of operation results between year 1Q04 and 1Q03
(Unit:NT$ mn)
1Q03 | 1Q04 | |||
Service revenues | 43,181 | 44,989 | ||
Gross profit | 20,957 | 22,624 | ||
Income from operations | 13,597 | 15,470 | ||
Other income and expenses | 16 | 86 | ||
Income before income tax | 13,613 | 15,556 | ||
Net income | 10,803 | 12,907 | ||
Net income per share(NT$) | 1.12 | 1.34 |
4. Any other matters that need to be specified:Nil
EXHIBIT 3
Chunghwa Telecom’s board of directors resolved to revise the subjects for convening the annual general meeting.
Date of events: 2004/04/28
Contents:
1. Date of the board of directors resolution: 2004/04/28
2. Date for convening the shareholders’ meeting: 2004/06/25
3. Location for convening the shareholders’ meeting:Chunghwa Telecom Training Institute (No. 168, Mintsu Road, Panchiao City, Taipei County, R.O.C)
4. Cause or subjects for convening the meeting:
(1)Reports:
i. | The Company’s operation reports for fiscal year 2003 |
ii. | The Supervisor’s audit reports on the Company’s financial statements for year 2003 |
iii. | The Ministry of Audit’s audit number on the Company’s financial statements for year 2002 |
iv. | Enactment of the rules of procedure of Board meeting |
(2)Issues to be approved:
i. | The Company’s financial statements for year 2003 |
ii. | The distribution of the Company’s earnings for year 2003 |
(3)Issues to be discussed:
i. | To draw up process for the Company to acquire or dispose of assets |
ii. | The amendments of article 2 and 22 of the Company’s Articles of Incorporation |
iii. | The amendments of the process of the Company’s endorsements and guarantees |
iv. | The amendments of the rules of procedure of the shareholder meeting |
v. | The re-election of the Company’s board of directors and supervisors |
(4)The election of the Company’s 4th term of directors and supervisors
(5)Extemporary motions
5. Starting and ending dates of suspension of share transfer:2004/04/27~2004/06/25
6. Any other matters that need to be specified:Nil
EXHIBIT 4
Chunghwa Telecom announced financial forecast for 2004.
Date of events: 2004/04/29
Contents:
1. Fiscal year of the financial forecast:2004
2. Date of preparation, correction, updating of the financial forecast:2004/04/26
3. Reason for preparation of the financial forecast:voluntary publicity
4. Name of the reviewing CPA and date of review:Victor Wang and Lloyd Hsieh, April 27, 2004
5. Date of the board of directors resolution:2004/04/28
6. Date of public announcement:2004/04/29
7. Monetary amounts of major accounting items of the balance sheet and income statement: [Format as follows:Accounting item Original forecast data Updated (corrected) data] :format is as follows(Amount in New Taiwan Thousand Dollars):
Accounts | Forecast data | ||
Total Current Assets | 47,963,856 | ||
Investments in Unconsolidated Companies and Funds | 6,043,947 | ||
Property, Plant and Equipment-Net | 379,395,713 | ||
Total Intangible Assets | 10,166,335 | ||
Total Other Assets | 3,865,965 | ||
Total Assets | 447,435,816 | ||
Total Current Liabilities | 44,855,890 | ||
Total Long-term Liabilities | 925,387 | ||
Reserve for Land Value Incremental Tax | 211,182 | ||
Total Other Liabilities | 5,234,505 | ||
Total Liabilities | 51,226,964 | ||
Capital Stock | 96,477,249 | ||
Total Capital Surplus | 220,292,125 | ||
Total Retained Earnings | 79,440,000 | ||
Cumulative Translation Adjustments | -522 | ||
Total Stockholders’ Equity | 396,208,852 | ||
Service Revenues | 177,197,677 | ||
Costs of Services | 93,424,888 | ||
Gross Profit | 83,772,789 | ||
Income from Operations | 52,919,847 | ||
Income before Income Tax | 52,760,492 | ||
Net Income | 41,584,489 | ||
Basic Income before Income Tax Per Share(Dollars) | $ | 5.47 | |
Basic Net Income Per Share(Dollars) | $ | 4.31 |
8. Reason for the correction or update and monetary amount affected:NA
9. CPA review opinion (please enter: “Standard (or Adverse or Disclaimer of) Review report”; if a non-standard review report, please further enter the explanation section and the conclusion of the review opinion):NA
10. Any other matters that need to be specified:None
EXHIBIT 5
Clarification on the news report regarding the contract Chunghwa Telecom signed with UTStarcom to purchase fiber communication products.
Date of events: 2004/05/04
Contents:
1. Name of the reporting media: Economic Daily News
2. Date of the report: 2004/05/04
3. Content of the report:Chunghwa Telecom singed a contract with UTStarcom to purchase fiber communication products. Total costs was US$21.5 million.
4. Summary of the information provided by investors: None.
5. Company’s explanation of the reportage or provided information: The bid was awarded to Seimens Telecommunications Systems on April 8, 2004 instead of UTStarcom as stated by the news report.
6. Countermeasures:None.
7. Any other matters that need to be specified:None.
EXHIBIT 6
Explanation about the reports regarding earnings per share of Chunghwa Telecom for the first four months.
Date of events: 2004/05/11
Contents:
1. Name of the reporting media: Commercial Times.
2. Date of the report:2004/05/11
3. Content of the report:Chunghwa Telecom, among three major telecom operators in Taiwan, accumulated the highest earnings per share of NT$1.78 for the first four months
4. Summary of the information provided by investors:None.
5. Company’s explanation of the reportage or provided information:Total revenues of Chunghwa Telecom for April was NT$15.29 billion, representing 3.2% growth compared to March 2004 and 3.4% growth compared to April 2003. Total revenues for the first four months grew by 4.0% compared to the comparable period of 2003. Net income for the first four months was NT$17.1 billion, and EPS was about NT$1.78.
6. Countermeasures:None.
7. Any other matters that need to be specified:None.
EXHIBIT 7
Chunghwa Telecom
May 12, 2004
This is to report the changes or status of 1) Sales volume 2) Funds lent to other parties 3) Endorsements and guarantees 4) Financial derivative transactions for the period of Apr 2004
1) Sales volume (NT$ Thousand)
Period | Items | 2004 | 2003 | Changes | % | ||||||
Apr | Invoice amount | 17,659,255 | 17,152,663 | 506,592 | 2.95 | % | |||||
Jan-Apr | Invoice amount | 69,269,184 | 68,744,005 | 525,179 | 0.76 | % | |||||
Apr | Net sales | 15,289,578 | 14,782,438 | 507,140 | 3.43 | % | |||||
Jan-Apr | Net sales | 60,278,259 | 57,963,800 | 2,314,459 | 3.99 | % |
b Trading purpose : None