1934 Act Registration No. 1-14700
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
For the month of March 2003
Taiwan Semiconductor Manufacturing Company Ltd.
(Translation of Registrant's Name Into English)
No.121 Park Avenue III
Science-Based Industrial Park
Hsin-chu, Taiwan
(Address of Principal Executive Offices)
(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
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(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
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(If "Yes" is marked, indicated below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82: _______.)
Announcement for the Convention of 2003 Regular Shareholders'
Meeting of Taiwan Semiconductor Manufacturing Company Limited
Date: March 19, 2003
Subject: Convening 2003 regular Shareholders' Meeting of Taiwan Semiconductor
Manufacturing Company Limited (the "Meeting") in accordance with
Article 170 of the Company Law and the resolution of the meeting of
the Board of Directors of March 4, 2003.
Announcements:
1. Time for the Meeting:
9:30 a. m., June 3, 2003
2. Place for the Meeting:
Auditorium in the Activity Center of Hsin-Chu Science-Based Industrial Park
(No. 2, Shing-An Road, Science-Based Industrial Park, Hsin-Chu, Taiwan)
3. Agenda for the Meeting:
1). To report the business of 2002
2). Supervisors' review report
3). To report the status of acquisition or disposal of assets with related
parties for 2002
4). To report the status of guarantee provided by TSMC as of the end of 2002
5). To report the redemption and cancellation of 1,300,000,000 Preferred A
shares and reduction of TSMC's paid-in capital
6). To report the revisions to the 2002 Employee Stock Options Plan
7). To accept 2002 Business Report and Financial Statements
8). To approve the proposal for distribution of 2002 profits
9). To approve the capitalization of 2002 dividends and employee profit
sharing
10). To approve the revisions to the Articles of Incorporation
11). To approve the revisions to the Procedures for Acquisition or Disposal
of Assets
12). To approve the revisions to the Policies and Procedures for Financial
Derivative Transactions
13). To approve the revisions to the Procedures for Lending Funds to Other
Parties
14). To approve the revisions to the Procedures for Endorsement and
Guarantee
15). To elect nine Directors and three Supervisors
16). To release the Directors elected from non-competition restrictions
4. The proposal for distribution of 2002 profits adopted at the meeting of
the Board of Directors was as follows:
1). Cash dividends to Preferred A shares: After being approved at the
Meeting, cash dividends of NT$455,000,000 will be distributed on a
record date to be determined by the Board of Directors.
2). Stock dividends to common shares: Totaling NT$14,898,309,400. Each
common share holder will be entitled to receive a stock dividend of
80 common shares for each 1,000 common shares held by such
shareholder.
3). Employee profit sharing: Totaling NT$1,539,012,990.
After being approved at the Meeting and by the competent authority, stock
dividends to common share holders and employee profit sharing will be
distributed on a record date to be determined by the Board of Directors.
5. As provided in Article 165 of the Company Law, the shareholders' register
shall be closed for registration of transfer from April 5 to June 3, 2003.
Any person acquiring TSMC's shares but has not been registered as a holder
of such shares shall apply for registration with the Agency Department of
China Trust Commercial Bank (5th Floor, No. 83, Sec. 1, Chungking S. Rd.,
Taipei, ROC) by 5:00 p. m., April 4, 2003, in person or by mail.
6. In addition to this announcement, a meeting notice and a proxy will be
mailed to each shareholder 30 days prior to the date of the Meeting. Any
shareholder who do not receive the meeting notice and proxy may contact
the Agency Department of China Trust Commercial Bank directly (TEL No.:
(02) 2361-3033).
7. For further information, please refer to TSMC's website after May 5, 2003
at the following addresses:
Chinese version: http://www.tsmc.com/chinese/tsmcinfo/c0205.htm
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English version: http://www.tsmc.com/english/tsmcinfo/c0205.htm
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Taiwan Semiconductor Manufacturing Company Ltd.
Date: March 19, 2003 By /s/ Harvey Chang
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Harvey Chang
Senior Vice President & Chief Financial Officer