Form 6-K

1934 Act Registration No. 1-15128


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 June 15, 2005

For the month of May 2005

 


 

United Microelectronics Corporation

(Translation of Registrant’s Name into English)

 


 

No. 3 Li Hsin Road II

Science Park

Hsinchu, Taiwan, 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      V            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      V    

 

(If “Yes” is marked, indicated below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable )

 



LOGO    
  www.umc.com

 

SIGNATURE

 

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.

 

    United Microelectronics Corporation
Date: 6/16/2005   By  

/s/ Stan Hung


        Stan Hung
        Chief Financial Officer

 

 


LOGO    
  www.umc.com

 

Exhibit

 

Exhibit

 

Description


99.1   Announcement on May 17, 2005: To announce related materials on disposal of MediaTek Incorporation securities
99.2   Announcement on May 19, 2005: Announcement of the capital reduction due to the retirement of certain treasury stocks
99.3   Announcement on May 20, 2005: To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program
99.4   Announcement on May 24, 2005: To announce related materials on disposal of Novatek Microelectronics Corporation securities
99.5   Announcement on May 30, 2005: The Company’s supervisor resigned
99.6   Announcement on May 30, 2005: To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program
99.7   Announcement on June 1, 2005: To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program
99.8   Announcement on June 3, 2005: To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program
99.9   Announcement on June 7, 2005: To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program
99.10   Announcement on June 7, 2005: May Revenue
99.11   Announcement on June 9, 2005: To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program
99.12   Announcement on June 10, 2005: To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program
99.13   Announcement on June 13, 2005: Important Resolutions Passed in UMC’s 2005 Annual General Meeting
99.14   Announcement on June 13, 2005: Re-election of a director at 2005 Annual General Shareholders’ Meeting
99.15   Announcement on June 13, 2005: The earnings distribution has been amended at the annual general shareholder’s meeting
99.16   Announcement on June 13, 2005: To clarify a report on Economic Daily News dated June 13th
99.17   Announcement on June 13, 2005: To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program
99.18   Announcement on June 14, 2005: To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program
99.19   Announcement on June 15, 2005: 1) the trading and pledge of UMC common shares by directors, supervisors, executive officers and 10% shareholders of UMC 2) the acquisition and disposition of assets by UMC

 

 


    Exhibit 99.1
LOGO    
  www.umc.com

 

To announce related materials on disposal of MediaTek Incorporation securities

 

1. Name of the securities: Common shares of MediaTek Incorporation

 

2. Trading date: 2005/05/13~2005/05/17

 

3. Trading volume, unit price, and total monetary amount of the transaction: trading volume: 1,200,000 shares; average unit price: $271.63 NTD; total amount: $325,959,500 NTD

 

4. Gain (or loss) (not applicable in case of acquisition of securities): $310,940,828 NTD

 

5. Relationship with the underlying company of the trade: MediaTek Incorporation, investee company under cost method

 

6. 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): cumulative volume: 60,928,520 shares; amount: 762,554,431 NTD; percentage of holdings: 7.92%; status of restriction of rights: no

 

7. 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 operational capital as shown in the most recent financial statement: ratio of total assets: 14.75%; ratio of shareholder’s equity: 17.87%; the operational capital as shown in the most recent financial statement: $97,264,801 thousand NTD

 

8. Concrete purpose/objective of the acquisition or disposal: Financing operation

 

9. Do the directors have any objections to the present transaction? None

 

10. Any other matters that need to be specified: None


    Exhibit 99.2
LOGO    
  www.umc.com

 

Announcement of the capital reduction due to the retirement of certain treasury stocks

 

1. Date of the Competent Authority’s approval of the capital reduction: 2005/05/16

 

2. Date of completion of capital amendment registration: 2005/05/19

 

3. Effect on the company financial report (including any discrepancy between the amount of paid-in capital and the number of shares outstanding and the effect on net worth per share):

 

  (1) Before the capital reduction: The paid-in capital is NT$178,285,453,590; the shares outstanding are 17,587,364,359 shares; book value per share is NT$15.93

 

  (2) After the capital reduction: The paid-in capital is NT$177,794,313,590; the shares outstanding are 17,587,364,359 shares; book value per share is NT$15.93

 

4. Share conversion operations plan: None

 

5. Any other matters that need to be specified: None


    Exhibit 99.3
LOGO    
  www.umc.com

 

To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program

 

1. Date the cumulative number of shares repurchased in the current repurchase accounted for 2 percent or more of the shares issued by the company or the cumulative value of shares repurchased amounted to NT$300 million or more: 2005/05/20

 

2. Number of shares repurchased this time: 23,415,000 shares

 

3. Type of shares repurchased this time: Common shares

 

4. Total monetary amount of shares repurchased this time: NTD $478,274,270

 

5. Average repurchase price per share this time: NTD $20.43

 

6. Cumulative number of own shares held during the repurchase period: 23,415,000 shares

 

7. Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares: 0.13%

 

8. Any other matters that need to be specified: None


    Exhibit 99.4
LOGO    
  www.umc.com

 

To announce related materials on disposal of Novatek Microelectronics Corporation securities

 

1. Name of the securities: Common shares of Novatek Microelectronics Corporation securities

 

2. Trading date: 2005/05/17~2005/05/24

 

3. Trading volume, unit price, and total monetary amount of the transaction: trading volume: 2,370,000 shares; average unit price: $146.48 NTD; total amount: $347,146,500 NTD

 

4. Gain (or loss) (not applicable in case of acquisition of securities): $288,367,577 NTD

 

5. Relationship with the underlying company of the trade: Novatek Microelectronics Corporation, investee company under cost method

 

6. 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): cumulative volume: 56,599,596 shares; amount: 1,403,739,758 NTD; percentage of holdings: 14.20%; status of restriction of rights: no

 

7. 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 operational capital as shown in the most recent financial statement: ratio of total assets: 14.73 %; ratio of shareholder’s equity: 17.85 %; the operational capital as shown in the most recent financial statement: $ 97,264,801 thousand NTD

 

8. Concrete purpose/objective of the acquisition or disposal: Financing operation

 

9. Do the directors have any objections to the present transaction? None

 

10. Any other matters that need to be specified: None


    Exhibit 99.5
LOGO    
  www.umc.com

 

The Company’s supervisor resigned

 

1. Date of occurrence of the change: 2005/05/30

 

2. Name and resume of the replaced person: Chiao Tung Bank

Representative: Tzong-Yeong Lin General Manager, Mega Holding Company

 

3. Name and resume of the replacement: None

 

4. Reason for the change: Supervisor resigned

 

5. Number of shares held by the new director or supervisor at the time of appointment: Not applicable

 

6. Original term (From              to             ): 2004/06/01~2007/05/31

 

7. Effective date of the new appointment: Not applicable

 

8. Rate of change of directors/supervisors of the same term: 8.33%

 

9. Any other matters that need to be specified: None


    Exhibit 99.6
LOGO    
  www.umc.com

 

To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program

 

1. Date the cumulative number of shares repurchased in the current repurchase accounted for 2 percent or more of the shares issued by the company or the cumulative value of shares repurchased amounted to NT$300 million or more: 2005/05/30

 

2. Number of shares repurchased this time: 23,882,000 shares

 

3. Type of shares repurchased this time: Common shares

 

4. Total monetary amount of shares repurchased this time: NTD $503,100,068

 

5. Average repurchase price per share this time: NTD $21.07

 

6. Cumulative number of own shares held during the repurchase period: 47,297,000 shares

 

7. Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares: 0.27%

 

8. Any other matters that need to be specified: None


    Exhibit 99.7
LOGO    
  www.umc.com

 

To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program

 

1. Date the cumulative number of shares repurchased in the current repurchase accounted for 2 percent or more of the shares issued by the company or the cumulative value of shares repurchased amounted to NT$300 million or more: 2005/06/01

 

2. Number of shares repurchased this time: 20,500,000 shares

 

3. Type of shares repurchased this time: Common shares

 

4. Total monetary amount of shares repurchased this time: NTD $434,319,203

 

5. Average repurchase price per share this time: NTD $21.19

 

6. Cumulative number of own shares held during the repurchase period: 67,797,000 shares

 

7. Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares: 0.38%

 

8. Any other matters that need to be specified: None


    Exhibit 99.8
LOGO    
  www.umc.com

 

To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program

 

1. Date the cumulative number of shares repurchased in the current repurchase accounted for 2 percent or more of the shares issued by the company or the cumulative value of shares repurchased amounted to NT$300 million or more: 2005/06/03

 

2. Number of shares repurchased this time: 20,766,000 shares

 

3. Type of shares repurchased this time: Common shares

 

4. Total monetary amount of shares repurchased this time: NTD $452,715,686

 

5. Average repurchase price per share this time: NTD $21.80

 

6. Cumulative number of own shares held during the repurchase period: 88,563,000 shares

 

7. Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares: 0.50%

 

8. Any other matters that need to be specified: None


    Exhibit 99.9
LOGO    
  www.umc.com

 

To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program

 

1. Date the cumulative number of shares repurchased in the current repurchase accounted for 2 percent or more of the shares issued by the company or the cumulative value of shares repurchased amounted to NT$300 million or more: 2005/06/07

 

2. Number of shares repurchased this time: 22,495,000 shares

 

3. Type of shares repurchased this time: Common shares

 

4. Total monetary amount of shares repurchased this time: NTD $504,546,413

 

5. Average repurchase price per share this time: NTD $22.43

 

6. Cumulative number of own shares held during the repurchase period: 111,058,000 shares

 

7. Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares: 0.62%

 

8. Any other matters that need to be specified: None


    Exhibit 99.10
LOGO    
  www.umc.com

 

United Microelectronics Corporation

 

June 7, 2005

 

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 May 2004

 

1) Sales volume (NT$ Thousand)

 

Period


   Items

   2005

   2004

   Changes

   %

 

May

   Invoice amount    6,321,739    10,211,468    - 3,889,729    -38.09 %

2005

   Invoice amount    32,113,998    45,427,557    - 13,313,559    -29.31 %

May

   Net sales    6,468,487    9,652,636    - 3,184,149    -32.99 %

2005

   Net sales    33,121,127    44,186,730    - 11,065,603    -25.04 %

 

2) Funds lent to other parties (NT$ Thousand)

 

Balance as of period end


   This Month

   Last Month

   Limit of lending

UMC

   0    0    35,657,091

UMC’s subsidiaries

   21,693    21,568    565,680

 

3) Endorsements and guarantees (NT$ Thousand)

 

    

Change in

This Month


  

Balance as

of period end


  

Limit of

endorsements


UMC

   0    0    71,167,928

UMC’s subsidiaries

   0    0    8,054,240

UMC endorses for subsidiaries

        0    0

UMC’s subsidiaries endorse for UMC

        0    0

UMC endorses for PRC companies

        0    0

UMC’s subsidiaries endorse for PRC companies

        0    0

 

4) Financial derivatives transactions

 

a Hedging purpose : NT$ thousand

 

Financial instruments


   Forwards

    Interests SWAP

 

Deposit Paid

   0     0  

Royalty Income (Paid)

   0     0  

Unwritten-off Trading Contracts

   845,789     15,000,000  

Net Profit from Fair Value

   1,598     (552,958 )

Written-off Trading Contracts

   16,887,711     0  

Realized profit (loss)

   (154,518 )   0  

 

b Trading purpose : NT$ thousand

 

Financial instruments


  

Credit-linked

Deposits


Deposit Paid

   0

Unwritten-off Trading Contracts

   1,375,918

Net Profit from Market Value

   9,702

Written-off Trading Contracts

   297,140

Realized profit (loss)

   17,162


    Exhibit 99.11
LOGO    
  www.umc.com

 

To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program

 

1. Date the cumulative number of shares repurchased in the current repurchase accounted for 2 percent or more of the shares issued by the company or the cumulative value of shares repurchased amounted to NT$300 million or more: 2005/06/09

 

2. Number of shares repurchased this time: 39,300,000 shares

 

3. Type of shares repurchased this time: Common shares

 

4. Total monetary amount of shares repurchased this time: NTD $912,195,431

 

5. Average repurchase price per share this time: NTD $23.21

 

6. Cumulative number of own shares held during the repurchase period: 150,358,000 shares

 

7. Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares: 0.85%

 

8. Any other matters that need to be specified: None


    Exhibit 99.12
LOGO    
  www.umc.com

 

To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program

 

1. Date the cumulative number of shares repurchased in the current repurchase accounted for 2 percent or more of the shares issued by the company or the cumulative value of shares repurchased amounted to NT$300 million or more: 2005/06/10

 

2. Number of shares repurchased this time: 49,461,000 shares

 

3. Type of shares repurchased this time: Common shares

 

4. Total monetary amount of shares repurchased this time: NTD $1,150,554,135

 

5. Average repurchase price per share this time: NTD $23.26

 

6. Cumulative number of own shares held during the repurchase period: 199,819,000 shares

 

7. Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares: 1.12%

 

8. Any other matters that need to be specified: None


    Exhibit 99.13
LOGO    
  www.umc.com

 

Important Resolutions Passed in UMC’s 2005 Annual General Meeting

 

1. Date of the shareholders’ meeting: 2005/06/13

 

2. Important resolutions:

 

  a. Approved the 2004 business report, financial statements and the surplus earning distribution chart, which each share is entitled to receive NT$1.0 of stock dividend and NT$0.1 of cash dividend

 

  b. Approved the amendment of the Company’s “Loan Procedure”

 

  c. Approved the Company’s director, Robert Tsao, John Hsuan, and Ching-Chang Wen, to serve as directors of other company whose scope of business is within that of UMC

 

  d. Approved the capitalization of NT$19,560,219,650 to be reinvested as capital (every 1000 shares entitled to receive 100 shares), and 197,285,530 shares are distributed as employee bonus

 

  e. Approved the amendment of Article 5, 15, 22 and 25 of the Company’s Articles of Incorporation

 

  f. Passed an extraordinary motion:

 

WHEREAS, the Chairman explained publicly on the Regular Meeting of Shareholders dated June 3, 2002 the friendly fab relationship between UMC and Hejian, and explained publicly by press advertisement the relationship between UMC and Hejian and the shareholders of the holding company of Hejian giving shares to UMC dated February 18, 2005 and March 21, 2005 respectively,

 

NOW THEREFORE, it is proposed that (1) the China affairs strategies designed and formulated by the Chairman be concurred, (2) any and all assistance Chairman and the management team offered and provided to Hejian in the past be affirmed for its pursuing the long term significant interest of UMC without acting contrary to their duties, and the Chairman’s strategies relating to Hejian in the future be supported, (3) the 15% shareholding given by the shareholders of the holding company of Hejian be agreed to be endeavored under the circumstance in compliance with the law to be recorded as UMC’s assets, and (4) any person making claims with any cause (including but not limited to breaching fiduciary duties, lack of management responsibility, inaccurate financial statements, not to disclose material information, breaching trust and divulging confidential information, violating UMC’s articles of incorporation, Company Law, Securities Exchange Law, Commercial Accounting Law, Statutes regulating the Relationship between people of Taiwan and China and other laws and regulations) in any form against Chairman and the management team for liability be confirmed not in the interest of UMC and UMC’s shareholders.

 

3. Endorsement of the annual financial statements (indicate “yes” or “no”): yes

 

4. Any other matters that need to be specified: none


    Exhibit 99.14
LOGO    
  www.umc.com

 

Re-election of a director at 2005 Annual General Shareholders’ Meeting

 

1. Date of occurrence of the change: 2005/06/13

 

2. Name and resume of the replaced person:

 

Director:

 

Chuin Tsie Investment Corporation Representative: Hong-Jen Wu

Director, UMC

 

3. Name and resume of the replacement:

 

Director:

 

Silicon Integrated Systems Corporation

 

4. Reason for the change: Re-election due to the resignation of a director

 

5. Number of shares held by the new director or supervisor at the time of appointment: Silicon Integrated Systems Corporation 388,522,285 shares

 

6. Original term (From                      to                     ): 2004/06/01~2007/05/31

 

7. Effective date of the new appointment: 2005/06/13

 

8. Rate of change of directors/supervisors of the same term: 16.67%

 

9. Any other matters that need to be specified: none


    Exhibit 99.15
LOGO    
  www.umc.com

 

The earnings distribution has been amended at the annual general shareholder’s meeting

 

1. Date of the resolution of the board of directors or shareholders’ meeting: 2005/06/13

 

2. Type and monetary amount of original dividend distribution: NTD 17,587,364,350 allocated for stock dividend (NTD 1.0 per share)

 

3. Type monetary amount of dividend distribution after the change: NTD 17,587,364,350 allocated for stock dividend (NTD 1.0 per share) and NTD 1,758,736,435 for cash dividend (NTD 0.1 per share).

 

4. Reason for the change: The shareholder will receive additional NTD 0.1 cash dividend for each share.

 

5. Any other matters that need to be specified: none


    Exhibit 99.16
LOGO    
  www.umc.com

 

To clarify a report on Economic Daily News dated June 13th

 

1. Name of the reporting media: Economic Daily News A3

 

2. Date of the report: 2005/06/13

 

3. Content of the report: Foreign shareholdings in UMC dropped mysteriously by 1.25 million lots

 

4. Summary of the information provided by investors: None

 

5. Company’s explanation of the reportage or provided information: The Company’s foreign shareholdings percentage from 5/25 to 6/7 released by Taiwan Stock Exchange was incorrect, due to the misrepresentation of data by the Company’s securities dealing institute. Please refer to the figure released after June 8.

 

6. Countermeasures: None

 

7. Any other matters that need to be specified: None


    Exhibit 99.17
LOGO    
  www.umc.com

 

To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program

 

1. Date the cumulative number of shares repurchased in the current repurchase accounted for 2 percent or more of the shares issued by the company or the cumulative value of shares repurchased amounted to NT$300 million or more: 2005/06/13

 

2. Number of shares repurchased this time: 32,000,000 shares

 

3. Type of shares repurchased this time: Common shares

 

4. Total monetary amount of shares repurchased this time: NTD $748,214,061

 

5. Average repurchase price per share this time: NTD $23.38

 

6. Cumulative number of own shares held during the repurchase period: 231,819,000 shares

 

7. Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares: 1.30%

 

8. Any other matters that need to be specified: None


    Exhibit 99.18
LOGO    
  www.umc.com

 

To announce related materials on the Company has spend accumulately more than NTD 300,000,000 on the shares buyback program

 

1. Date the cumulative number of shares repurchased in the current repurchase accounted for 2 percent or more of the shares issued by the company or the cumulative value of shares repurchased amounted to NT$300 million or more: 2005/06/14

 

2. Number of shares repurchased this time: 15,000,000 shares

 

3. Type of shares repurchased this time: Common shares

 

4. Total monetary amount of shares repurchased this time: NTD $348,939,578

 

5. Average repurchase price per share this time: NTD $23.26

 

6. Cumulative number of own shares held during the repurchase period: 246,819,000 shares

 

7. Ratio of cumulative number of own shares held during the repurchase period to the total number of the Company’s issued shares: 1.39%

 

8. Any other matters that need to be specified: None


    Exhibit 99.19
LOGO    
  www.umc.com

 

United Microelectronics Corporation

 

For the month of May, 2005

 

This is to report 1) the trading of directors, supervisors, executive officers and 10% shareholders of United Microelectronics Corporation (“UMC”) (NYSE: UMC) 2) the pledge and clear of pledge of UMC common shares by directors, supervisors, executive officers and 10% shareholders of UMC 3) the acquisition assets by UMC 4) the disposition of assets by UMC for the month of May, 2005

 

1) The trading of directors, supervisors, executive officers and 10% shareholders

 

Title


   Name

  

Number of shares
held as of

April 30, 2004


  

Number of shares
held as of

May 31, 2005


   Changes

 

Supervisor

   Tzyy-Jang Tseng    17,889,959    17,835,959    (54,000 )

Vice President

   Ing-Ji Wu    11,443,338    11,433,338    (10,000 )

Vice President

   Henry Liu    10,244,148    10,194,148    (50,000 )

 

2) The pledge and clear of pledge of UMC common shares by directors, supervisors, executive officers and 10% shareholders :

 

Title


   Name

  

Number of shares
pledge as of

April 30, 2004


  

Number of shares
pledge as of

May 31, 2005


   Changes

Director

   Mao-Chung
Lin
   —      5,430,000    5,430,000

 

3) The acquisition assets (NT$ Thousand)

 

Description of assets


   May

   2005

Semiconductor Manufacturing Equipment

   355,778    4,295,164

Fixed assets

   45,259    188,464

 

4) The disposition of assets (NT$ Thousand)

 

Description of assets


   May

   2005

Semiconductor Manufacturing Equipment

   0    53,139

Fixed assets

   0    0