1934 Act Registration No. 1-31731
UNITED STATES
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 December 30, 2024
Chunghwa Telecom Co., Ltd.
(Translation of Registrant’s Name into English)
21-3 Xinyi 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 ☒ 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 ☒
(If “Yes” is marked, indicated below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable )
1
EXHIBIT INDEX
Exhibit |
|
Description |
|
99.1 |
|
Announcement on 2024/12/23 |
Chunghwa System Integration Co., Ltd., the Company's subsidiary, announced the acquisition of right-of-use asset from the Company |
99.2 |
|
Announcement on 2024/12/23 |
Chunghwa System Integration Co., Ltd., the Company's subsidiary, announced the change of lease scope of right-of-use asset acquired from the Company |
99.3 |
|
Announcement on 2024/12/24 |
Chunghwa Investment Co., Ltd., the Company's subsidiary, announced the acquisition of right-of-use asset from the Company |
99.4 |
|
Announcement on 2024/12/27 |
SmartFun Digital Co., Ltd., the Company's subsidiary, announced the acquisition of right-of-use asset from the Company |
99.5 |
|
Announcement on 2024/12/27 |
Light Era Development Co., Ltd., the Company's subsidiary, announced the acquisition of right-of-use asset from the Company |
2
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: December 30, 2024 |
|
|
Chunghwa Telecom Co., Ltd. |
|
|
|
By: /s/ Wen-Hsin Hsu |
|
Name: Wen-Hsin Hsu |
|
Title: Chief Financial Officer |
3
EXHIBIT 99.1
Chunghwa System Integration Co., Ltd., the Company's subsidiary, announced the acquisition of right-of-use asset from the Company
Date of events: 2024/12/23
Content:
1.
Name and nature of the underlying asset (e.g., land located at Sublot XX, Lot XX, North District, Taichung City): 2F, 3F, No. 5*, Sec. 2, Jinshan S. Rd., Da'an Dist., Taipei City
2.
Date of occurrence of the event: 2024/12/23
3.
Transaction unit amount (e.g. XX square meters, equivalent to XX ping), unit price, and total transaction price:
•
Transaction volume: 205.03 pings
•
Unit price: average NT$1,395.74 per ping per month
•
Total transaction amount: NT$6,868,056 (tax included)
•
Right-of-use asset: NT$6,342,161
4.
Trading counterparty and its relationship with the Company (if the trading counterparty is a natural person and furthermore is not a related party of the Company, the name of the trading counterparty is not required to be disclosed):
•
Trading counterparty: Chunghwa Telecom Co., Ltd.
•
Relationship with the company: parent company
5.
Where the trading counterparty is a related party, announcement shall also be made of the reason for choosing the related party as trading counterparty and the identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer:
•
The reason for choosing the related party as trading counterparty: For the company's overall business planning and requirements
•
The identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer: N/A
6.
Where an owner of the underlying assets within the past five years has been a related party of the Company, the announcement shall also include the date and price of acquisition and disposal by the related party, and its relationship with the Company at the time of the transaction: N/A
7.
Projected gain (or loss) through disposal (not applicable for acquisition of assets; those with deferral should provide a table explaining recognition): N/A
8.
Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions:
4
•
Terms of delivery or payment: monthly payment
•
Payment period: 2025/02/01~2027/01/31
•
Restrictive covenants in the contract and other important terms and conditions: None
9.
The manner of deciding on this transaction (such as invitation to tender, price comparison, or price negotiation), the reference basis for the decision on price, and the decision-making unit:
•
Trading decision method and price reference basis: bargaining according to market conditions
•
Decision-making unit: Board of Directors
10.
Name of the professional appraisal firm or company and its appraisal price: N/A
11.
Name of the professional appraiser: N/A
12.
Practice certificate number of the professional appraiser: N/A
13.
The appraisal report has a limited price, specific price, or special price: N/A
14.
An appraisal report has not yet been obtained: N/A
15.
Reason for an appraisal report not being obtained: N/A
16.
Reason for any significant discrepancy with the appraisal reports and opinion of the CPA: N/A
17.
Name of the CPA firm: N/A
18.
Name of the CPA: N/A
19.
Practice certificate number of the CPA: N/A
20.
Broker and broker's fee: N/A
21.
Concrete purpose or use of the acquisition or disposal: Office premises
22.
Any dissenting opinions of directors to the present transaction: No
23.
Whether the counterparty of the current transaction is a related party: Yes
24.
Date of the board of directors resolution: 2024/12/23
25.
Date of ratification by supervisors or approval by the audit committee: 2024/12/23
26.
The transaction is to acquire a real property or right-of-use asset from a related party: Yes
27.
The price assessed in accordance with the Article 16 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies: N/A
28.
Where the above assessed price is lower than the transaction price, the price assessed in accordance with the Article 17 of the same regulations: N/A
29.
Any other matters that need to be specified: None
5
EXHIBIT 99.2
Chunghwa System Integration Co., Ltd., the Company's subsidiary, announced the change of lease scope of right-of-use asset acquired from the Company
Date of events: 2024/12/23
Content:
1.
Name and nature of the underlying asset (e.g., land located at Sublot XX, Lot XX, North District, Taichung City): No. *, Lingnan Rd., Lingya Dist., Kaohsiung City
2.
Date of occurrence of the event: 2024/12/23
3.
Transaction unit amount (e.g. XX square meters, equivalent to XX ping), unit price, and total transaction price:
(1)
Before the change of lease scope:
Area leased: 1F, 12F, No. *, Lingnan Rd., Lingya Dist., Kaohsiung City
Transaction volume: 319.1 pings
Price per unit: NT$560 per ping per month
Total transaction amount: NT$11,436,544 (tax included)
Right-of-use asset: NT$14,021,224
After the change of lease scope:
Area leased: 1F, 12F, No. *, Lingnan Rd., Lingya Dist., Kaohsiung City
Transaction volume: 300 pings
Price per unit: NT$560 per ping per month
Total transaction amount: NT$10,080,000 (tax included)
Right-of-use asset: NT$8,874,793
(2)
Before the change of lease scope:
Area leased: 2F, 13F, 15F, No. *, Lingnan Rd., Lingya Dist., Kaohsiung City
Transaction volume: 593.3 pings
Price per unit: NT$585.283 per ping per month
Total transaction amount: NT$31,252,320 (tax included)
Right-of-use asset: NT$14,021,224
6
After the change of lease scope:
Area leased: 13F, No. *, Lingnan Rd., Lingya Dist., Kaohsiung City
Transaction volume: 233.5 pings
Price per unit: NT$624.24 per ping per month
Total transaction amount: NT$8,308,320 (tax included)
Right-of-use asset: NT$7,343,840
4.
Trading counterparty and its relationship with the Company (if the trading counterparty is a natural person and furthermore is not a related party of the Company, the name of the trading counterparty is not required to be disclosed):
•
Trading counterparty: Chunghwa Telecom Co., Ltd.
•
Relationship with the company: parent company
5.
Where the trading counterparty is a related party, announcement shall also be made of the reason for choosing the related party as trading counterparty and the identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer:
•
The reason for choosing the related party as trading counterparty: the company's overall business planning and requirements
•
The identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer: N/A
6.
Where an owner of the underlying assets within the past five years has been a related party of the Company, the announcement shall also include the date and price of acquisition and disposal by the related party, and its relationship with the Company at the time of the transaction: N/A
7.
Projected gain (or loss) through disposal (not applicable for acquisition of assets; those with deferral should provide a table explaining recognition): N/A
8.
Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions:
(1)
Original lease period: 2024/09/01~2029/12/31
Lease period remained after the change of lease scope:
2025/01/01~2029/12/31
Delivery or payment terms: monthly payment
Contractual restrictions and other important appointments: None
(2)
Original lease period: 2021/10/01~2029/09/30
Lease period remained after the change of lease scope:
7
2025/01/01~2029/09/30
Delivery or payment terms: monthly payment
Contractual restrictions and other important appointments: None
9.
The manner of deciding on this transaction (such as invitation to tender, price comparison, or price negotiation), the reference basis for the decision on price, and the decision-making unit:
•
Trading decision method and price reference basis:
•
price negotiation based on the original contract
•
Decision-making unit: Board of Directors
10.
Name of the professional appraisal firm or company and its appraisal price: N/A
11.
Name of the professional appraiser: N/A
12.
Practice certificate number of the professional appraiser: N/A
13.
The appraisal report has a limited price, specific price, or special price: N/A
14.
An appraisal report has not yet been obtained: N/A
15.
Reason for an appraisal report not being obtained: N/A
16.
Reason for any significant discrepancy with the appraisal reports and opinion of the CPA: N/A
17.
Name of the CPA firm: N/A
18.
Name of the CPA: N/A
19.
Practice certificate number of the CPA: N/A
20.
Broker and broker's fee: N/A
21.
Concrete purpose or use of the acquisition or disposal: Office premises
22.
Any dissenting opinions of directors to the present transaction: No
23.
Whether the counterparty of the current transaction is a related party: Yes
24.
Date of the board of directors resolution: 2024/12/23
25.
Date of ratification by supervisors or approval by the audit committee: 2024/12/23
26.
The transaction is to acquire a real property or right-of-use asset from a related party: Yes
27.
The price assessed in accordance with the Article 16 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies: N/A
28.
Where the above assessed price is lower than the transaction price, the price assessed in accordance with the Article 17 of the same regulations: N/A
29.
Any other matters that need to be specified: None
8
EXHIBIT 99.3
Chunghwa Investment Co., Ltd., the Company's subsidiary, announced the acquisition of right-of-use asset from the Company
Date of events: 2024/12/24
Content:
1.
Name and nature of the underlying asset (e.g., land located at Sublot XX, Lot XX, North District, Taichung City): 6F, No.8*, Sec, 4, Xinyi Rd., Da’an Dist., Taipei City
2.
Date of occurrence of the event: 2024/12/24
3.
Transaction unit amount (e.g. XX square meters, equivalent to XX ping), unit price, and total transaction price:
Transaction volume: 96 pings
Unit price: average NT$ 2,533 per ping per month
Monthly payment (management fees included): NT$243,147
Total transaction amount: NT$ 5,835,528
Right-of-use asset: NT$ 5,658,128
4.
Trading counterparty and its relationship with the Company (if the trading counterparty is a natural person and furthermore is not a related party of the Company, the name of the trading counterparty is not required to be disclosed):
Trading counterparty: Chunghwa Telecom Co., Ltd.
Relationship with the company: parent company
5.
Where the trading counterparty is a related party, announcement shall also be made of the reason for choosing the related party as trading counterparty and the identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer:
The reason for choosing the related party as trading counterparty: for the company's overall business planning and requirements
The identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer: N/A
6.
Where an owner of the underlying assets within the past five years has been a related party of the Company, the announcement shall also include the date and price of acquisition and disposal by the related party, and its relationship with the Company at the time of the transaction: N/A
7.
Projected gain (or loss) through disposal (not applicable for acquisition of assets; those with deferral should provide a table explaining recognition): N/A
9
8.
Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions:
Delivery or payment terms: monthly payment
Lease period: 2025/01/01~2026/12/31
Contractual restrictions and other important appointments: None
9.
The manner of deciding on this transaction (such as invitation to tender, price comparison, or price negotiation), the reference basis for the decision on price, and the decision-making unit:
Trading decision method and price reference basis: bargaining according to market conditions
Decision-making unit: Board of Directors
10.
Name of the professional appraisal firm or company and its appraisal price: N/A
11.
Name of the professional appraiser: N/A
12.
Practice certificate number of the professional appraiser: N/A
13.
The appraisal report has a limited price, specific price, or special price: N/A
14.
An appraisal report has not yet been obtained: N/A
15.
Reason for an appraisal report not being obtained: N/A
16.
Reason for any significant discrepancy with the appraisal reports and opinion of the CPA: N/A
17.
Name of the CPA firm: N/A
18.
Name of the CPA: N/A
19.
Practice certificate number of the CPA: N/A
20.
Broker and broker's fee: N/A
21.
Concrete purpose or use of the acquisition or disposal: Office premises
22.
Any dissenting opinions of directors to the present transaction: No
23.
Whether the counterparty of the current transaction is a related party: Yes
24.
Date of the board of directors resolution: 2024/12/24
25.
Date of ratification by supervisors or approval by the audit committee: 2024/12/24
26.
The transaction is to acquire a real property or right-of-use asset from a related party: Yes
27.
The price assessed in accordance with the Article 16 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies: N/A
28.
Where the above assessed price is lower than the transaction price, the price assessed in accordance with the Article 17 of the same regulations: N/A
29.
Any other matters that need to be specified: None
10
EXHIBIT 99.4
SmartFun Digital Co., Ltd., the Company's subsidiary, announced the acquisition of right-of-use asset from the Company
Date of events: 2024/12/27
Content:
1.
Name and nature of the underlying asset (e.g., land located at Sublot XX, ot XX, North District, Taichung City): 8F, 18F, No. 8*, Section 4, Xinyi Road, Da'an District, Taipei City
2.
Date of occurrence of the event: 2024/12/27
3.
Transaction unit amount (e.g. XX square meters, equivalent to XX ping), nit price, and total transaction price:
Transaction volume: 60.5 pings
Unit price: average NT$2,277 per ping per month
Total transaction amount: NT$3,306,216
Right-of-use asset: NT$3,108,049
4.
Trading counterparty and its relationship with the Company (if the trading ounterparty is a natural person and furthermore is not a related party of he Company, the name of the trading counterparty is not required to be disclosed): Chunghwa Telecom Co., Ltd.; parent company
5.
Where the trading counterparty is a related party, announcement shall also be made of the reason for choosing the related party as trading counterparty and the identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer:
The reason for choosing the related party as trading counterparty: The most appropriate place in terms of cost and business requirements
The identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer: N/A
6.
Where an owner of the underlying assets within the past five years has been a related party of the Company, the announcement shall also include the date and price of acquisition and disposal by the related party, and its relationship with the Company at the time of the transaction: N/A
7.
Projected gain (or loss) through disposal (not applicable for acquisition of assets; those with deferral should provide a table explaining recognition): N/A
8.
Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions:
11
Terms of delivery or payment: monthly payment
Payment period: 2025/01/01~2026/12/31
Restrictive covenants in the contract and other important terms and conditions: None
9.
The manner of deciding on this transaction (such as invitation to tender, price comparison, or price negotiation), the reference basis for the decision on price, and the decision-making unit:
Trading decision method and price reference basis: Price negotiation
Decision-making unit: Board of Directors
10.
Name of the professional appraisal firm or company and its appraisal price: N/A
11.
Name of the professional appraiser: N/A
12.
Practice certificate number of the professional appraiser: N/A
13.
The appraisal report has a limited price, specific price, or special price: N/A
14.
An appraisal report has not yet been obtained: N/A
15.
Reason for an appraisal report not being obtained: N/A
16.
Reason for any significant discrepancy with the appraisal reports and opinion of the CPA: N/A
17.
Name of the CPA firm: N/A
18.
Name of the CPA: N/A
19.
Practice certificate number of the CPA: N/A
20.
Broker and broker's fee: N/A
21.
Concrete purpose or use of the acquisition or disposal: Office premises
22.
Any dissenting opinions of directors to the present transaction: No
23.
Whether the counterparty of the current transaction is a related party: Yes
24.
Date of the board of directors resolution: 2024/12/27
25.
Date of ratification by supervisors or approval by the audit committee: 2024/12/27
26.
The transaction is to acquire a real property or right-of-use asset from a related party: Yes
27.
The price assessed in accordance with the Article 16 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies: N/A
28.
Where the above assessed price is lower than the transaction price, the price assessed in accordance with the Article 17 of the same regulations: N/A
29.
Any other matters that need to be specified: None
12
EXHIBIT 99.5
Light Era Development Co., Ltd., the Company's subsidiary, announced the acquisition of right-of-use asset from the Company
Date of events: 2024/12/27
Content:
1.
Name and nature of the underlying asset (e.g., land located at Sublot XX, Lot XX, North District, Taichung City): 4F, No. 3*, Aiguo E. Rd., Taipei City 106, Taiwan
2.
Date of occurrence of the event: 2024/12/27
3.
Transaction unit amount (e.g. XX square meters, equivalent to XX ping), unit price, and total transaction price:
Transaction volume: 190.838 pings and six parking spaces
Unit price: NT$1,390 per ping per month；NT$2,000 per parking space per month
Total transaction price: NT$6,654,424 (tax included)
Right-of-use asset: NT$6,232,565
4.
Trading counterparty and its relationship with the Company (if the trading counterparty is a natural person and furthermore is not a related party of the Company, the name of the trading counterparty is not required to be disclosed):
Trading counterparty: Chunghwa Telecom Co., Ltd.
Relationship with the company: parent company
5.
Where the trading counterparty is a related party, announcement shall also be made of the reason for choosing the related party as trading counterparty and the identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer:
The reason for choosing the related party as trading counterparty: For the company's overall business planning and requirements
The identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary amount of transfer: N/A
6.
Where an owner of the underlying assets within the past five years has been a related party of the Company, the announcement shall also include the date and price of acquisition and disposal by the related party, and its relationship with the Company at the time of the transaction: N/A
13
7.
Projected gain (or loss) through disposal (not applicable for acquisition of assets; those with deferral should provide a table explaining recognition): N/A
8.
Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions:
Terms of delivery or payment: quarterly payment
Payment period: 2025/02/12~2027/02/11
Restrictive covenants in the contract and other important terms and conditions: None
9.
The manner of deciding on this transaction (such as invitation to tender, price comparison, or price negotiation), the reference basis for the decision on price, and the decision-making unit:
Trading decision method and price reference basis:
bargaining according to market conditions
Decision-making unit: Board of Directors
10.
Name of the professional appraisal firm or company and its appraisal price: N/A
11.
Name of the professional appraiser: N/A
12.
Practice certificate number of the professional appraiser: N/A
13.
The appraisal report has a limited price, specific price, or special price: N/A
14.
An appraisal report has not yet been obtained: N/A
15.
Reason for an appraisal report not being obtained: N/A
16.
Reason for any significant discrepancy with the appraisal reports and opinion of the CPA: N/A
17.
Name of the CPA firm: N/A
18.
Name of the CPA: N/A
19.
Practice certificate number of the CPA: N/A
20.
Broker and broker's fee: N/A
21.
Concrete purpose or use of the acquisition or disposal: Office premises
22.
Any dissenting opinions of directors to the present transaction: No
23.
Whether the counterparty of the current transaction is a related party: Yes
24.
Date of the board of directors resolution: 2024/12/27
25.
Date of ratification by supervisors or approval by the audit committee: 2024/12/27
26.
The transaction is to acquire a real property or right-of-use asset from a related party: Yes
14
27.
The price assessed in accordance with the Article 16 of the Regulations Governing the Acquisition and Disposal of Assets by Public Companies: N/A
28.
Where the above assessed price is lower than the transaction price, the price assessed in accordance with the Article 17 of the same regulations: N/A
29.
Any other matters that need to be specified: None
15