SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15D-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of April, 2003
Commission File Number: 1-13368
POSCO
(Translation of registrant's name into English)
POSCO Center, 892 Daechi 4-dong, Kangnam-gu,
Seoul, Korea, 135-777
(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 [ ]
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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 ]
--- ---
[If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b) : 82-________.]
POSCO is furnishing under cover of Form 6-K:
Exhibit 99.1: An English-language translation of documents with respect to the
4th Board of Directors 2003 about year 2003 plan on transactions
with POSTEEL (major shareholder in POSCO).
Exhibit 99.2: An English-language translation of documents with respect to the
4th Board of Directors 2003 about Investment in a
Multi-Functional Automotive Steel Processing Center in China.
Exhibit 99.3: An English-language translation of documents with respect to the
4th Board of Directors 2003 about Changes of Office Lease
Contracts with POSCO Architects & Consultants (major shareholder
in POSCO) and POSCO Engineering & Construction Co., Ltd.(major
shareholder in POSCO)
Exhibit 99.4: An English-language translation of documents with respect to the
4th Board of Directors 2003 about stock option right (adjustment
of exercise price and number of shares).
Exhibit 99.5: An English-language translation of documents with respect to the
4th Board of Directors 2003 about stock option right (the newly
appointed management).
Exhibit 99.6: An English-language translation of documents with respect to the
4th Board of Directors 2003 about appointment of the Compliance
Officer for Fair Trade.
EXHIBIT 99.1
CATEGORY DESCRIPTION
-------- -----------
Trading Partner.................... POSTEEL
Activity........................... Sales of Steel Products and By-products
Terms & Conditions................. Price Terms (Commission)
: HR/Plate 1% Discount, Others 2% Discount
(expected to be abolished as of 1 July 2003)
Settlement Terms (Credit):30~90 Days
* Flexible Settlement Terms management by
products based on market situation
Period............................. Jan. 1, 2003~Dec. 31, 2003
Transaction Amount................. 900 billion won
(Prospect)
EXHIBIT 99.2
We hereby resolve to invest in a Multi-Functional Automotive Steel Processing
Center with annual capacity of 200 thousand tons in China as follows:
o Approval for investment in a multi-functional automotive steel processing
center
o Name: (Provision) POSCO (Suzhou) Automotive Processing Center Co., Ltd.
o Business: Automotive steel processing and sales in China
o Paid in Capital: USD 20,160 thousand (full equity)
o Total investment to overseas corporation: KRW 24,583,104,000
- Paid-in capital at the end of the previous fiscal year:
KRW 482,403,125,000
- Ratio to paid-in capital(%): 5.1%
o Investment Entity: POSCO (100%)
o Total assets at the end of the previous fiscal year:
KRW17,244,485,876,751
o Date of expected establishment of overseas corporation: '03. June ~
August
EXHIBIT 99.3
o POS-A.C.
As the sum of the amount of security deposit and the amount of rent converted
into security deposit exceeds 10 billion won, a resolution should be made by
the board of the directors.
Location: 17th floor, West Wing, POSCO Center
Area of Lease: 2,198 m(square)
Security Deposit: 362 million won
Monthly Rent: 36 million won
Period: May 11, 2003 ~ May 10, 2004 (1 year)
o POSCO E&C
As the contract amount increase is more than 20% of the current contract amount,
a resolution should be made by the board of the directors.
CHANGED
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Location.................................... 8th floor ~ 14th floor,
East Wing, POSCO Center
Area........................................ 14,729 m(square)
Security Deposit............................ 2,406 million won
Monthly Rent................................ 241 million won
Period...................................... July 24, 2001 ~ July 23, 2004
Total Security Deposit with Rent Converted.. 71,263 million won
:2,406 million won +
(241 million won / 4.2% X 12 months)
EXHIBIT 99.4
Stock option right (adjustment of exercise price and number of shares)
o Reason: Adjustment of exercise price and number of shares as cancellation of
treasury stock.
DATE OF NUMBER OF EXERCISING EXERCISING
GRANT NAME SHARE PERIOD PRICE
------- ---- --------- --------------- ----------
July.23 2001 Sang-Boo Yoo 94,093 July 24, 2004 ~ KRW 98,900
Ku-Taek Lee 47,047 July 23, 2008
Young-Woon Kim 18,819
Moon-Soo Park 18,819
Chang-Oh Kang 18,819
Soo-Yang Han 14,114
Won-Pyo Lee 14,114
Kwang-Woong Choi 11,291
Choong-Sik Shin 11,291
Jung-Won Kim 11,291
Seong-Yong Shin 11,291
Chung-U Park 9,409
Won-Chul Hwang 9,409
Sung-Hwan Kim 9,409
Tae-Hyun Hwang 9,409
Yong-Keun Kim 9,409
Kwang-Hee Han 9,409
Dong-Jin Kim 9,409
Soo-Chun Shin 9,409
Moon-Chan Ko 9,409
Chin-Choon Kim 9,409
Youn Lee 9,409
Kyeong-Ryul Ryoo 9,409
Seong-Sik Cho 9,409
Byung-Hoon Kim 9,409
Jong-Tae Choi 9,409
Hwang-Kyu Hwang 9,409
Song Kim 9,409
Woo-In Lee 9,409
Ung-Suh Park 2,352
Jae-Young Chung 2,352
Guil-Soo Shin 2,352
Jong-Won Lim 2,352
Samuel F. Chevalier 2,352
Soon Kim 2,352
DATE OF NUMBER OF EXERCISING EXERCISING
GRANT NAME SHARE PERIOD PRICE
------- ---- --------- --------------- ----------
Woo-Hee Park 2,352
Dae-Wook Yoon 2,352
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Sub Total 459,167
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April 27 2003 Jong-Doo Choi 9,700 April 28, 2004 KRW 136,400
Joon Yang Chung 9,700 ~ April 27,2009
Chang-Ho Kim 9,700
Nam Suk Hur 9,700
Chang-Kwan Oh 9,700
Jeon-Young Lee 9,700
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Sub Total 58,200
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Sep. 18 2002 Suk-Man Youn 11,640 Sep. 19, 2004 ~ KRW 116,100
Young-Tae Keon 9,700 Sep. 18, 2009
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Sub Total 21,340
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EXHIBIT 99.5
Stock option right (the newly appointed management)
To enhance company's future management performance, we hereby resolve to grant
stock option as prescribed in Article 13 of the Articles of Incorporation
- Date : April 26, 2003
- Method : Difference between exercise price and market price is distributed
in cash or equity stocks (distribution method will be decided by the
company)
- Exercise Price : Won
- Exercise Period : After 2 years and within 7 years from the date of the
stock option
right offered
(In case of revision related to the exercise period in the
Articles of Incorporation, the revised articles shall be
applied)
- Exercise Start Date : April 27, 2005
- Exercise Expiration Date : April 26, 2010
DATE OF NUMBER OF EXERCISING EXERCISING
GRANT NAME SHARE PERIOD PRICE
------- ---- --------- --------------- ----------
April.26 2003 Chang-Oh Kang 5,000 April 27, 2005 ~ KRW 102,900
Soo-Yang Han 5,000 April 26, 2010
Won-Pyo Lee 5,000
Kwang-Woong Choi 5,000
Kyeong-Ryul Ryoo 5,000
E.Han, Kim 2,500
Hyun-Shik, Yoo 2,500
Han-Kyoung, Kim 2,500
Kwang-Hee Han 2,000
Dong-Jin Kim 2,000
Tae-Hyun Hwang 2,000
Youn Lee 2,000
Seong-Sik Cho 2,000
Jong-Tae Choi 2,000
Hyun-Shik, Chang 10,000
Oh-Joon, Kwon 10,000
Dong-Hwa, Chung 10,000
Jin-Il, Kim 10,000
Chun-Hwan, Lee 10,000
Dong-Hee, Lee 10,000
Byung-Jo, Choi 10,000
Sang-Young, Lee 10,000
Hyun-Uck, Sung 10,000
Han-Yong, Pakr 10,000
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Sub Total 141,500
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EXHIBIT 99.6
For the efficient operation of the Company's Compliance Program for Fair Trade,
compliance Officer shall be appointed as follows:
[ ] To be appointed by vice president of Auditing Dept.
(Vice President of Auditing Dept. : Dong-Hee, Lee)
[ ] To be responsible for operation and improvement of Compliance Program for
Fair Trade
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.
POSCO
(Registrant)
Date April 28, 2003 By /s/ Sohn, Yong-Ho
---------------------------------------
(Signature)
Name: Sohn Yong-Ho
Title: General Manager of Finance
Management Department