6-K/A

1934 Act Registration No. 1-31731

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K/A

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF

THE SECURITIES EXCHANGE ACT OF 1934

Dated April 15, 2013

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 )

EXPLANATORY NOTE

Chunghwa Telecom Co., Ltd. (the “Company”) is furnishing this Form 6-K/A is amend its report furnished on March 27, 2013 announcing information related to the Company’s annual general meeting of shareholders (the “March 27 Report”). The Press Release attached as Exhibit 99.1 to the March 27 Report is hereby amended and restated in its entirety as set forth in Exhibit 99.1 to this report on Form 6-K/A.

The Company is filing this Form 6-K/A to amend a typographical error regarding the number of non-independent directors. Page four of the press release attached as Exhibit 99.1 to the March 27 Report erroneously stated, “Each qualified shareholder can submit one proposal and up to five independent director and thirteen non-independent director nominations”. The number of non-independent directors should be eight instead of thirteen. Therefore, each qualified shareholder may submit a total of thirteen director nominations (eight for non-independent directors and five for independent directors). The amended sentence states, “Each qualified shareholder can submit one proposal and up to five independent director and eight non-independent director nominations”.

Other than the filing of the corrected press release attached as Exhibit 99.1, this Form 6-K/A does not, and does not purport to, revise, update or amend the information presented in the March 27 Report or reflect any events that have occurred after the filing of the March 27 Report. The filing of this amended Form 6-K/A should not be understood to mean that any statements contained herein are true or complete as of any date subsequent to March 27, 2013.

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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: April 15, 2013
	Chunghwa Telecom Co., Ltd.
	By:	/s/ Shu Yeh
	Name:	Shu Yeh
	Title:	Senior Executive Vice President, CFO

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Exhibit Index

Exhibit	Description
99.1	Press Release, Dated March 26, 2013, Relating to the Announcement for the Convention of 2013 Annual General Shareholders’ Meeting of Chunghwa Telecom Co., Ltd.
99.2	Announcement, dated March 27, 2013, regarding the Annual Shareholders’ Meeting of Chunghwa Telecom Co., Ltd. on June 25, 2013.

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EX-99.1

Exhibit 99.1

Announcement for the Convention of 2013 Annual General Shareholders’ Meeting of

Chunghwa Telecom Co., Ltd.

Taipei, Taiwan, R.O.C. March 26, 2013 – Chunghwa Telecom Co., Ltd (TAIEX: 2412, NYSE: CHT) (“Chunghwa” or the “Company”), today announced that the Company will hold its annual general shareholders’ meeting (the “Meeting”) at Chunghwa Telecom Training Institute (No.168, Minzu Road, Banchiao District, New Taipei City, Taiwan, R.O.C.) at 9:00 a.m., Tuesday, June 25, 2013.

As provided in Article 165 of the ROC Company Law, the shareholder register shall be closed for registration of share transfer from April 27 to June 25, 2013. Any person who has acquired Chunghwa’s shares but not registered as a holder of such shares shall apply for registration with Yuanta Securities Co. Ltd. (Registrar & Transfer Agency Department) (B1, No. 210, Sec.3, Chengde Rd., Taipei, 103) by 4:30 p.m. on April 26, 2013 in person, or before April 26, 2013 by post, as per postal office stamp date.

The period (the “Submission Period”) for shareholders holding at least 1% of the outstanding shares of Chunghwa to submit any shareholder proposals and director nominations to Chunghwa for voting at the Meeting is from 9:00 a.m. to 5:00 p.m. on April 2 to April 11, 2013. Each qualified shareholder can submit one proposal and up to five independent director and eight non-independent director nominations. All submissions must be made in Chinese, be less than 300 characters and be made to the Finance Department of Chunghwa Telecom Co., Ltd. (21-3 Xinyi Rd., Sec. 1, Taipei, Taiwan, R.O.C.) within the Submission Period in accordance with Article 172-1 of the ROC Company Law.

As provided under Section 4.7(b) and (c) of the Amended and Restated Deposit Agreement (the “Deposit Agreement”) among the Company, JPMorgan Chase Bank, N.A. (“JPMorgan”) and all holders and beneficial owners from time to time of American Depositary Receipts (“ADRs”) issued thereunder, holders that individually or together with other holders hold at least 51% of the ADRs outstanding at the Shareholder Record Date are entitled to submit one written proposal for voting at the general shareholders’ meeting of the Company. The proposal must be submitted in Chinese to Ms. Sally Chen, ADR Client Services of JPMorgan Chase Bank N.A. Taipei Branch (8/F, No. 108, Xinyi Rd. Sec. 5, Taipei, Taiwan, R.O.C.) at least five business days prior to the expiry of the Submission Period and be less than 300 characters in length.

For more information in connection with the proposal right of holders of ADRs, please refer to a form of the Deposit Agreement as an exhibit to the Company’s registration statement on Form F-6 (File No. 333-147321) which was filed with U.S. Securities and Exchange Commission (the “SEC”) and is available on the SEC’s website at www.sec.gov.

About Chunghwa Telecom

Chunghwa Telecom (TAIEX 2412, NYSE: CHT) is the leading telecom service provider in Taiwan. Chunghwa Telecom provides domestic fixed line services, mobile services, Internet services and international fixed line services to residential and business customers in Taiwan.

If you have any questions in connection with the Meeting, please contact the following person:

Fu-fu Shen

Investor Relations

+886 2 2344 5488

chtir@cht.com.tw

21-3 Xinyi Road, Section 1,

Taipei, Taiwan,

Republic of China

EX-99.2

Exhibit 99.2

Announcement regarding the Company’s annual general meeting on June 25, 2013

1. Date of the board of directors resolution: 2013/03/26

2. Date for convening the shareholders’ meeting: 2013/06/25

3. Location for convening the shareholders’ meeting:

Chunghwa Telecom Training Institute (No. 168, Minzu Road, Banchiao District,

New Taipei City, Taiwan, R.O.C.)

4. Cause or subjects for convening the meeting:

(1) Report items:

a. The Company’s 2012 business report

b. 2012 supervisors’ audit report concerning the Company’s financial statements

c. Report on amendment to the “Meeting Rules of Order of the Board of Directors”

d. Report on the adjustment of the distributable retained earnings and appropriation for special reserve due to the initial

adoption of International Financial Reporting Standards (IFRSs).

(2) Matters for Ratification:

a. Ratification of 2012 business report and financial statements

b. Ratification of the proposal for the distribution of 2012 earnings

(3) Matters for Discussion:

a. Revision of the “Articles of Incorporation”

b. Revision of the “Procedures for Acquisition or Disposal of Assets”

c. Revision of the “Procedures for Lending of Capital to Others”

d. Revision of the “Operational Procedures for Endorsements and Guarantees”

(4) Election: The election of the Company’s 7th term directors

(5) Extemporary motions

5. Book closure starting and ending dates: 2013/04/27~2013/06/25

6. Any other matters that need to be specified:

This (2013) annual general meeting will adopt electronic voting as one of the methods for shareholders to exercise their voting power.