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 July 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: 2004/07/12
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 2004/06/09 : Chunghwa Telecom revenue experienced
stable growth in May 2004.
2 Announcement on 2004/06/11 : Alternative mobile operators plan to
co-sue Chunghwa Telecom for compensation, but they should seek
resolution from CT2 operators.
3 Announcement on 2004/06/25 : To Announce Important Resolutions of
Chunghwa Telecom Shareholders' Meeting for the year 2004.
4 Announcement on 2004/06/25 : The board meeting approved the transfer
of Executive VP, Mr. Jui-Hsiung Chen and five others.
5 Announcement on 2004/07/07 : Related information regarding the
purchasing of Bond Fund.
6 Announcement on 2004/07/08 : Related information regarding the
purchasing of Bond Fund.
7 Announcement on 2004/07/09 : Related information regarding the
purchasing of Bond Fund.
8 Announcement on 2004/07/12 : June 2004 sales
EXHIBIT 1
Chunghwa Telecom revenue experienced stable growth in May 2004.
Date of events: 2004/06/09
Contents:
1. Date of occurrence of the event: 2004/06/09
2. Cause of occurrence: Chunghwa Telecom's revenue for May 2004 was NT$15.2
billion, representing 2% growth compared to comparable period last year.
Accumulated revenue for the first five months of 2004 was 3.6% more than
that of the comparable period last year. Till the end of May, Chunghwa
Telecom accumulated net income of NT$21.5 billion, and EPS of NT$2.23.
3. Countermeasures: None.
4. Any other matters that need to be specified: None.
EXHIBIT 2
Alternative mobile operators plan to co-sue Chunghwa Telecom for compensation,
but they should seek resolution from CT2 operators.
Date of events: 2004/06/11
Contents:
1. Name of the reporting media: Economics daily
2. Date of the report: 2004/06/11
3. Content of the report: Alternative mobile operators plan to co-sue Chunghwa
Telecom for compensation
4. Summary of the information provided by investors: None
5. Company's explanation of the reportage or provided information: Chunghwa
Telecom announced that the Company has stated its position regarding a
local report in which a dispute, brought about by alternative mobile
operators against the Company, was mentioned. The report contained
information that suggested Chunghwa Telecom illegally forwarded calls of
CT2 operators.
CT2 operators and alternative mobile operators, failing to build the direct
links between their networks, asked the Company to transfer their traffic.
Therefore, the traffic-transfer articles are written respectively on
Chunghwa Telecom-CT2 operators interconnect agreement and Chunghwa
Telecom-private mobile operators interconnect agreement. In the meantime,
CT2 operators and private mobile operators should negotiate and sign an
agreement to solve the relative settlement issue according to the network
interconnect regulation,. Some private mobile operators had completed the
agreement with CT2 operator SingGer. But for some reasons, none of private
mobile operators had successfully made an agreement with CT2 operator
SurnKwang, thus brought to the afterward settlement disputes between the
alternative mobile operators and CT2 operators.
The private mobile operators could not solve the settlement disputes with
CT2 operators, therefore, they ask Chunghwa Telecom to stop the traffic
transfer. However, according to the Telecommunication Act and the
agreements, Chunghwa Telecom could not discontinue the transmission. The
alternative mobile operators had appealed to Directorate General of
Telecommunication (DGT) about the settlement disputes with CT2 operators.
DGT asked Chunghwa Telecom last September to transfer only the CT2 traffic
excluding any non-CT2 traffic. But it is technically difficult to
differentiate these two kinds of traffic on line. Ultimately, Chunghwa
Telecom stopped the transfer under DGT's permission. According to the
agreement, the Company is not obligated to collect airtime charge from CT2
operators on behalf of those mobile operators. It is the Company's opinion
that those alternative mobile operators should seek a resolution with the
CT2 operators directly.
6. Countermeasures: None
7. Any other matters that need to be specified: None
EXHIBIT 3
To Announce Important Resolutions of Chunghwa Telecom Shareholders' Meeting for
the year 2004.
Date of events: 2004/06/25
Contents:
1. Date of the shareholders' meeting: 2004/06/25
2. Important resolutions:
(1) Recognizing the Company's final statements for the year 2004.
(2) Recognizing the Company's net income distribution proposal for the
year 2004. The dividend for every share is NT$4.5 in cash .
(3) Approving the Company's draft Process for Acquisition and Disposal of
Assets.
(4) Approving the amendment of Articles 2 and 22 of the Company's Articles
of Incorporation.
(5) Approving the amendment of the Company's Process for Endorsements and
Guarantees.
(6) Approving the amendment of the Company's Rules of Procedure for
Shareholders' Meetings.
(7) Approving the election of the Company's 4th term directors and
supervisors. There were total 15 directors and 4 supervisors being
elected for a term of three years, effective from 2004/06/25 to
2007/06/24.
(8) The list of directors elect who are authorized representatives of the
juridical person, MOTC includes: Tan Ho Chen, Shyue-Ching Lu, Oliver
F.L. Yu, Yu-Huei Jea, Chiu-Kuei Huang, Yen-Pin Wang, Jeng-Tsuen Liaw,
Chien-Cheng Lin, Lo-Ming Chung, Shih-Peng Tsai, Yauh-Hong Lin and
Yi-Mau Lin. The three independent directors elect are: Jing-Twen Chen,
Joyce H.Y. Jen and Zse-Hong Tsai. The list of supervisors elect
includs: Judy Fu-meei Ju, Yu-Hsien Lin, Yeong-Chwan Hwang and Ming-Daw
Chang. All the above are also authorized representatives of the
juridical person, MOTC.
3. Endorsement of the annual financial statements (indicate "yes" or "no"):
yes
4. Any other matters that need to be specified: Nil.
EXHIBIT 4
The board meeting approved the transfer of Executive VP, Mr. Jui-Hsiung Chen and
five others.
Date of events: 2004/06/25
Contents:
1. Date of occurrence of the event: 2004/06/25
2. Cause of occurrence: Mr. Jui-Hsiung Chen is appointed as Executive Vice
President. Mr. Chun-Ming Hsieh is appointed as Executive VP & President of
Central Taiwan Business Group. Mr. Chin-Yi Yue is appointed as Senior Vice
President. Mr. Shiao-Tung Chiang is appointed as Executive VP & President
of Mobile Business Group. Mr. Cheng-Tsun Chiang is appointed as Executive
VP & President of International Business Group. Mr. Tien-Ying Lin is
appointed as Executive VP & President of Southern Taiwan Business Group.
3. Countermeasures: None.
4. Any other matters that need to be specified: None.
EXHIBIT 5
Related information regarding the purchasing of Bond Fund.
Date of events: 2004/07/07
Contents:
1. Name and nature of the subject matter (if preferred shares, the terms and
conditions of issuance shall also be indicated, e.g.dividend yield):
INVESCO ROC Bond Fund
2. Date of occurrence of the event: 2004/07/07
3. Volume, unit price, and total monetary amount of the transaction:
volume-34,715,230.96; Unit price-NT$14.4029; Total transaction
price-NT$500,000,000
4. Counterpart to the trade and its relationship to the Company (if the
trading counterpart is a natural person and furthermore is not an actual
related party of the Company, the name of the trading counterpart is not
required to be disclosed): INVESCO Taiwan Limited
5. Where the counterpart to the trade is an actual related party, a public
announcement shall also be made of the reason for choosing the related
party as trading counterpart and the identity of the previous owner
(including its relationship with the company and the trading counterpart),
price of transfer, and date of acquisition: N/A
6. Where a person who owned the property within the past five years has been
an actual related person of the company, a public announcement shall also
include the dates and prices of acquisition and disposal by the related
person and the person's relationship to the company at those times: N/A
7. Matters related to the creditor's rights currently being disposed of
(including types of collateral of the disposed creditor's rights; if the
creditor's rights are creditor's rights toward a related person, the name
of the related person and the book amount of the creditor's rights toward
such related person currently being disposed of must also be announced):
N/A
8. Anticipated profit or loss from the disposal (not applicable in cases of
acquisition of securities) (where originally deferred, the status or
recognition shall be stated and explained): N/A
9. Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important
stipulations: One-time payment
10. The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making department: Net
value; Net value; Finance department
11. Current cumulative volume, amount, and shareholding percentage of holdings
of the security being traded (including the current trade) and status of
any restriction of rights (e.g.pledges):
34,715,230.96 Unit; NT$500,000,000; 1.58%
12. Current ratio of long or short term securities investment (including the
current trade) to the total assets and shareholder's equity as shown in the
most recent financial statement and the operating capital as shown in the
most recent financial statement: 0.11%; 0.12%; NT$7,759,419,000
13. Broker and broker's fee: None
14. Concrete purpose or use of the acquisition or disposition: Short-term
investment
15. Net worth per share of company underlying securities acquired or disposed
of: NT$14.4029
16. Do the directors have any objection to the present transaction?: None
17. Has the CPA issued an opinion on the unreasonableness of the price of the
current transaction?: N/A
18. Any other matters that need to be specified: None
EXHIBIT 6
Related information regarding the purchasing of Bond Fund.
Date of events: 2004/07/08
Contents:
1. Name and nature of the subject matter (if preferred shares, the terms and
conditions of issuance shall also be indicated, e.g.dividend
yield): JF(Taiwan) Taiwan BOND FUND
2. Date of occurrence of the event: 2004/07/08
3. Volume, unit price, and total monetary amount of the transaction:
33,865,472.8 Units; NT$14.7643; NT$500,000,000
4. Counterpart to the trade and its relationship to the Company (if the
trading counterpart is a natural person and furthermore is not an actual
related party of the Company, the name of the trading counterpart is not
required to be disclosed): JF Asset Management (Taiwan) Ltd.; None
5. Where the counterpart to the trade is an actual related party, a public
announcement shall also be made of the reason for choosing the related
party as trading counterpart and the identity of the previous owner
(including its relationship with the company and the trading counterpart),
price of transfer, and date of acquisition: N/A
6. Where a person who owned the property within the past five years has been
an actual related person of the company, a public announcement shall also
include the dates and prices of acquisition and disposal by the related
person and the person's relationship to the company at those times: N/A
7. Matters related to the creditor's rights currently being disposed of
(including types of collateral of the disposed creditor's rights; if the
creditor's rights are creditor's rights toward a related person, the name
of the related person and the book amount of the creditor's rights toward
such related person currently being disposed of must also be announced):
N/A
8. Anticipated profit or loss from the disposal (not applicable in cases of
acquisition of securities) (where originally deferred, the status or
recognition shall be stated and explained): N/A
9. Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important
stipulations: One time payment in cash
10. The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making department: Base
on the NAV of the fund; The NAV declared by fund company; finance
department
11. Current cumulative volume, amount, and shareholding percentage of holdings
of the security being traded (including the current trade) and status of
any restriction of rights (e.g.pledges):
33,865,472.8 Units; NT$500,000,000; 1.76%
12. Current ratio of long or short term securities investment (including the
current trade) to the total assets and shareholder's equity as shown in the
most recent financial statement and the operating capital as shown in the
most recent financial statement: 0.32%; 0.37%; NT$7,759,419,000
13. Broker and broker's fee: None
14. Concrete purpose or use of the acquisition or disposition: Short-term
investment
15. Net worth per share of company underlying securities acquired or disposed
of: NT$14.7643
16. Do the directors have any objection to the present transaction?: None
17. Has the CPA issued an opinion on the unreasonableness of the price of the
current transaction?: None
18. Any other matters that need to be specified: None
EXHIBIT 7
Related information regarding the purchasing of Bond Fund.
Date of events: 2004/07/09
Contents:
1. Name and nature of the subject matter (if preferred shares, the terms and
conditions of issuance shall also be indicated, e.g.dividend yield): ABN
AMRO SELECT BOND FUND
2. Date of occurrence of the event: 2004/07/09
3. Volume, unit price, and total monetary amount of the transaction:
45,616,275.89 Units; NT$10.9610; NT$500,000,000
4. Counterpart to the trade and its relationship to the Company (if the
trading counterpart is a natural person and furthermore is not an actual
related party of the Company, the name of the trading counterpart is not
required to be disclosed):
ABN-AMRO Asset Management Taiwan Ltd.; None
5. Where the counterpart to the trade is an actual related party, a public
announcement shall also be made of the reason for choosing the related
party as trading counterpart and the identity of the previous owner
(including its relationship with the company and the trading counterpart),
price of transfer, and date of acquisition: N/A
6. Where a person who owned the property within the past five years has been
an actual related person of the company, a public announcement shall also
include the dates and prices of acquisition and disposal by the related
person and the person's relationship to the company at those times: N/A
7. Matters related to the creditor's rights currently being disposed of
(including types of collateral of the disposed creditor's rights; if the
creditor's rights are creditor's rights toward a related person, the name
of the related person and the book amount of the creditor's rights toward
such related person currently being disposed of must also be announced):
N/A
8. Anticipated profit or loss from the disposal (not applicable in cases of
acquisition of securities) (where originally deferred, the status or
recognition shall be stated and explained): N/A
9. Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important
stipulations: One time payment in cash
10. The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making department: Base
on the NAV of the fund; The NAV declared by fund company; finance
department
11. Current cumulative volume, amount, and shareholding percentage of holdings
of the security being traded (including the current trade) and status of
any restriction of rights (e.g.pledges):
45,616,275.89 Units; NT$500,000,000; 2.53%
12. Current ratio of long or short term securities investment (including the
current trade) to the total assets and shareholder's equity as shown in the
most recent financial statement and the operating capital as shown in the
most recent financial statement: 0.43%; 0.49%; NT$7,759,419,000
13. Broker and broker's fee: None
14. Concrete purpose or use of the acquisition or disposition: Short-term
investment
15. Net worth per share of company underlying securities acquired or disposed
of: NT$10.9610
16. Do the directors have any objection to the present transaction?: None
17. Has the CPA issued an opinion on the unreasonableness of the price of the
current transaction?: None
18. Any other matters that need to be specified: None
EXHIBIT 8
Chunghwa Telecom
June 12, 2004
This is to report the changes or status of 1) Sales volume 2) Funds lent to
other parties 3) Endorsements and guarantees 4) Financial derivative
transactions for the period of June 2004
1) Sales volume (NT$ Thousand)
- ------------------------------------------------------------------------
Period Items 2004 2003 Changes %
- ------------------------------------------------------------------------
June Invoice amount 17,819,250 17,201,485 617,765 3.59%
- ------------------------------------------------------------------------
Jan-June Invoice amount 104,703,878 103,388,065 1,315,813 1.27%
- ------------------------------------------------------------------------
June Net sales 15,322,869 15,093,292 229,577 1.52%
- ------------------------------------------------------------------------
Jan-June Net sales 90,816,902 87,994,458 2,822,444 3.21%
- ------------------------------------------------------------------------
b Trading purpose: None