billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: 7. Except so far as otherwise provided by the conditions of issue, or by these Bye-laws, any capital raised by the creation of new shares shall be treated as if it formed part of the original capital of the Company, and such shares shall be subject to the provisions contained in these Bye-laws with reference to the payment of calls and instalments, transfer and transmission, forfeiture, lien, cancellation, surrender, voting and otherwise.

assistant: 7. 除非發行條件或本公司細則另行規定，透過增設新股籌集的任何股本須被視爲猶如其構成本公司原有股本的一部分，且該等股份須受本公司細則關於支付催繳股款及分期付款、轉讓及傳轉、沒收、留置、註銷、交還、表決及其他的條文所規限。
user: Please translate the following sentence from English to Chinese: (a) all cheques or warrants in respect of dividends of the shares in question, being not less than three in total number, for any sum payable in cash to the holder of such shares in respect of them sent during the relevant period in the manner authorised by the Bye-laws of the Company have remained uncashed;

assistant: (a) 按本公司細則批准的方式於有關期間內，就應以現金向有關股份持有人支付的任何款項而發出有關股份的股息的所有相關支票或股息單（合共不少於三份）仍未兌現；
user: Please translate the following sentence from English to Chinese: 2. The shareholders’ general meetings for which it is required to fill a vacancy due to its dismissal;

assistant: 2、爲填補因其被解聘而出現空缺的股東大會；
user: Please translate the following sentence from English to Chinese: (ii) nothing contained in this Article shall be construed as imposing upon the Company any liability in respect of the destruction of any such document earlier than as aforesaid or in any case where the conditions of proviso (i) above are not fulfilled;

assistant: (i) 本條細則的上述規定只適用於以真誠銷燬文件，且本公司未有獲明確通告有需要就索償保留該文件;
user: Please translate the following sentence from English to Chinese: Except otherwise provided in the abovementioned contracts, the directors and supervisors shall not take the legal action against the Company due to the foregoing issues.

assistant: 除按照前述合同規定外，董事、監事不得因前述事項向公司提出訴訟。
user: Please translate the following sentence from English to Chinese: The procedures and formalities of such resignation shall be governed by the employment contract between the president and the Company.

assistant: 有關總裁辭職的具體程序和辦法由總裁與公司之間的勞務合同規定。
user: Please translate the following sentence from English to Chinese: Shares which the Company issues to Foreign Investors for subscription in foreign currencies shall be referred to as "Foreign-Invested Shares".

assistant: 公司向境外投資人發行的以外幣認購的股份，稱爲外資股。
user: Please translate the following sentence from English to Chinese: (4) A certificate or report by the auditors for the time being of the Company as to whether or not the Subscription Rights Reserve is required to be established and maintained and if so the amount thereof so required to be established and maintained, as to the purposes for which the Subscription Rights Reserve has been used, as to the extent to which it has been used to make good losses of the Company, as to the additional nominal amount of shares required to be allotted to exercising warrantholders credited as fully paid, and as to any other matter concerning the Subscription Rights Reserve shall (in the absence of manifest error) be conclusive and binding upon the Company and all warrantholders and shareholders.

assistant: (4) 有關是否需要設立及維持認購權儲備及如有需要時所須設立及維持的金額、有關認購權儲備所曾使用的用途、有關其曾用作填補本公司虧損的程度、有關將須向行使認股權證持有人配發的入賬列爲繳足額外股份的面額以及有關認股權儲備任何其他事宜由本公司當其時的核數師編制的證書或報告，在沒有明顯錯誤下，對本公司及所有認股權證持有人及股東而言屬不可推翻及具約束力。
user: Please translate the following sentence from English to Chinese: (7) to appoint or dismiss other management members of the Company other than those required to be appointed or dismissed by the Board;

assistant: （七）按有關原則和程序，聘任或者解聘除應由董事會聘任或者解聘以外的公司管理人員；
user: Please translate the following sentence from English to Chinese: (2) the instrument of transfer is solely for the purpose of the overseas listed foreign shares listed on the Hong Kong Stock Exchange;

assistant: （二）轉讓文件只涉及在香港聯交所上市的境外上市外資股；
user: Please translate the following sentence from English to Chinese: (12) any other functions and powers to be exercised by the president, as provided by laws, regulations, regulatory documents, requirements of the securities regulatory authorities of the place where the shares of the Company are listed and the Articles and as determined by the shareholder’s general meeting and the board of directors.

assistant: （十二）其他依據法律、法規、規範性文件、公司股票上市地證券監督管理機構及本章程規定，以及股東大會、董事會決定由總裁行使的職權。
user: Please translate the following sentence from English to Chinese: (a) The Company may pay any dividend or other sum payable in respect of a share in cash or by cheque, warrant, order or similar financial instrument and may send the same by post to the registered address of the holder or in the case of joint holders to the registered address of that person whose name stands first in the Register, or to such person and address as the holder or joint holders may direct in writing.

assistant: (a) 本公司或會以現金或支票、股息單、匯票或類似金融工具及以郵遞方式寄至持有人的登記地址(如屬聯名持有人，則寄至股東名冊排名首位人士的登記地址)或持有人或聯名持有人可能書面指示的有關人士及地址，以支付股份的任何股息或其他應付金額。
user: Please translate the following sentence from English to Chinese: The board of directors and the board of supervisors shall report to the shareholders’ general meeting of their work in previous year in every annual shareholders’ general meeting.

assistant: 在年度股東大會上，董事會、監事會應當就其過去一年的工作向股東大會作出報告。
user: Please translate the following sentence from English to Chinese: (c) continue to be or become a director, managing director, joint managing director, deputy managing director, executive director, manager or other officer or member of any other company promoted by the Company or in which the Company may be interested as a vendor, shareholder or otherwise and (unless otherwise agreed) no such Director shall be accountable for any remuneration, profits or other benefits received by him as a director, managing director, joint managing director, deputy managing director, executive director, manager or other officer or member of or from his interests in any such other company.

assistant: (c) 繼續擔任或出任由本公司發起的或本公司作爲賣方、股東或其他身分而擁有權益的任何其他公司的董事、董事總經理、聯席董事總經理、副董事總經理、執行董事、經理或其他高級人員或股東，且毋須就出任該等其他公司的董事、董事總經理、聯席董事總經理、副董事總經理、執行董事、經理、其他高級人員或股東或在該等其他公司擁有權益而收取的酬金、利潤或其他利益作出交代。
user: Please translate the following sentence from English to Chinese: (1) personal particulars such as education background, work experience and part-time job(s);

assistant: （一）教育背景、工作經歷、兼職等個人情況；
user: Please translate the following sentence from English to Chinese: \n- 41 - notwithstanding anything in these Bye-laws or in any agreement between the Company and such Director (but without prejudice to any claim for damages under any such agreement) provided that the Notice of any such meeting convened for the purpose of removing a Director shall contain a statement of the intention so to do and be served on such Director fourteen (14) days before the meeting and at such meeting such Director shall be entitled to be heard on the motion for his removal.

assistant: \n- 41 - 任何事項或本公司與該董事之任何協議（惟並不損害根據任何該等協議提出之任何損害賠償申索），惟該等就罷免董事而召開之任何會議之通知，須載有該等意向之聲明，並於會議舉行十四(14)日前送交該董事，而該董事有權在該會議上就罷免動議發言。
user: Please translate the following sentence from English to Chinese: a) the right to obtain a copy of the Articles of Association, subject to payment of the cost of such copy;

assistant: a) 在繳付成本費用後得到公司章程；
user: Please translate the following sentence from English to Chinese: The board of directors’ resolutions in respect of connected transactions of the Company shall only come into effect upon the signing by independent (non-executive) directors.

assistant: 董事會作出關於公司關聯交易的決議時，必須由獨立（非執行）董事簽字後方能生效。
user: Please translate the following sentence from English to Chinese: Article 123 A director shall undertake the handover procedures with the board of directors upon his/her resignation or expiration of term of ofﬁce.

assistant: 第一百二十三條董事提出辭職或者任期屆滿，應向董事會辦妥所有移交手續。
user: Please translate the following sentence from English to Chinese: 31. The joint holders of a share shall be severally as well as jointly liable for the payment of all calls and instalments due in respect of such share or other moneys due in respect thereof.

assistant: 31. 股份的聯名持有人，須個別及共同地負責支付就有關股份到期應付的一切催繳及分期股款或就此到期應付的其他款項。
user: Please translate the following sentence from English to Chinese: and (b) determining the members entitled to receive notice of and to vote at any general meeting of the Company.

assistant: 及 (b) 確定有權收取本公司股東大會的通知及於大會投票的股東。
user: Please translate the following sentence from English to Chinese: A loan extended by the Company in breach of the preceding Article shall become forthwith repayable by the recipient of the loan regardless of the terms of the loan.

assistant: 公司違反前條規定提供貸款的，不論其貸款條件如何，收到款項的人應當立即償還。
user: Please translate the following sentence from English to Chinese: CHAPTER 15 FINANCIAL AND ACCOUNTING SYSTEM AND PROFIT DISTRIBUTION

assistant: 第十五章財務會計制度與利潤分配
user: Please translate the following sentence from English to Chinese: (ii) the matters to be considered at the meeting and the proposals;

assistant: （二）提交會議審議的事項和提案；
user: Please translate the following sentence from English to Chinese: The Company shall send dividend warrants to shareholders by mail directly or through the proxy. The Company shall have the right to terminate sending dividend warrants to shareholders by mail after a dividend warrant fails to be redeemed for two consecutive occasions.

assistant: 公司有權直接或通過收款代理人以郵遞方式發送股息單，如該等股息單連續兩次未予提現，則公司有權終止向有關股東以郵遞方式發送股息單。
user: Please translate the following sentence from English to Chinese: (1) admitted that person’s right to vote at that meeting in respect of the share;

assistant: (1) 承認該人士於大會上就該股份投票之權利；
user: Please translate the following sentence from English to Chinese: 15. to raise and assist in raising money for, and aid by way of bonus, loan, promise, endorsement, guarantee or otherwise, any person and guarantee the performance or fulfilment of any contracts or obligations of any person, and in particular guarantee the payment of the principal of and interest on the debt obligations of any such person;

assistant: 15. 爲任何人士之任何合約或義務之履行或達成而籌資或協助籌資，及以紅利、貸款、承諾、背書、擔保或其他方式加以輔助，尤其是擔保任何相應人士支付有關債務責任之本金及利息；
user: Please translate the following sentence from English to Chinese: A director, a supervisor, the manager or other senior management staff of the Company shall be deemed to have an interest in any contract, transaction or arrangement in which a Connected Person of that director, supervisor, general manager or other senior management staff has an interest.

assistant: 公司董事、監事、總經理和其他高級管理人員的相關人與某合同、交易、安排有利害關係的，有關董事、監事、總經理和其他高級管理人員也應被視爲有利害關係。
user: Please translate the following sentence from English to Chinese: If under the circumstance mentioned in item (II) or (IV), transfer or cancellation shall take place within six months.

assistant: 屬於第（二）項、第（四）項情形的，應當在六個月內轉讓或者註銷。
user: Please translate the following sentence from English to Chinese: The appointed representative himself must be a director. When counting the quorum of Board of Directors’ meeting, one should count the representative himself and the director represented separately;

assistant: 被委任的代表本身必須爲董事，在點算董事會會議法定人數時，應分開計算該代表本身及他所代表的董事；
user: Please translate the following sentence from English to Chinese: (4) not to abuse its rights to prejudice the interests of the Company or other shareholders and not to abuse the status of the Company as an independent legal person and the limited liability of a shareholder to prejudice the interests of the creditors of the Company;

assistant: （四）不得濫用股東權利損害公司或者其他股東的利益； 不得濫用公司法人獨立地位和股東有限責任損害公司債權人的利益；
user: Please translate the following sentence from English to Chinese: (e) expressions referring to writing shall, unless the contrary intention appears, be construed as including printing, lithography, photography and other modes of representing words Or figures in a visible form, and including where the representation takes the form of electronic display, provided that both the mode of service of the relevant document or notice and the Member’s election comply with an applicable Statutes, rules and regulations;

assistant: (e) 書面的表述應（除非出現相反意向）解釋爲包括打印、印刷、攝影及其他視象形式的反映詞彙或數字，幷包括電子展現方式（倘以該方式陳述），惟相關文件或通告及股東選擇須符合所有適用規程、規則及規例；
user: Please translate the following sentence from English to Chinese: (1) making a pro rata offer of repurchase to all of its shareholders;

assistant: (一) 向全體股東按照相同比例發出購回要約；
user: Please translate the following sentence from English to Chinese: (6) to consider and approve the Company’s plans for profit distribution and for making up losses;

assistant: （六）審議批准公司的利潤分配方案和彌補虧損方案；
user: Please translate the following sentence from English to Chinese: * Amended by special resolution passed on 25th May 2004.

assistant: * 經於二零零四年五月二十五日通過之特別決議案修訂。
user: Please translate the following sentence from English to Chinese: (XI) Providing letters of credit and guarantee services;

assistant: （十一）提供信用證服務及擔保；
user: Please translate the following sentence from English to Chinese: Intention of the nominated candidate of directors and a written notice of the candidate expressing his willingness of accepting the nomination shall be submitted to the Corporation one day after the date of notice of the shareholder’s meeting, but not later than seven days before the shareholders’ meeting is held.

assistant: 有關被提名董事候選人的意圖以及候選人表明願意接受提名的書面通知，應當在召開股東大會通知書日期後的一天及不遲於股東大會召開前的七天發給公司。
user: Please translate the following sentence from English to Chinese: For the purposes of this Article any sum which, by the terms of issue of a share, is payable thereon at a fixed time which is subsequent to the date of forfeiture, whether on account of the nominal value of the share or by way of premium, shall notwithstanding that time has not yet arrived, be deemed to be payable at the date of forfeiture, and the same shall become due and payable immediately upon the forfeiture, but interest thereon shall only be payable in respect of any period between the said fixed time and the date of actual payment.

assistant: 爲本條細則之目的，按照股份發行條款須就有關股份於沒收之日之後的某個指定時間支付的任何款項（不管該款項是按照股份面值還是溢價計算），即使尚未到達該指定時間，仍須被視爲須在沒收之日支付，並且須在沒收之時立即到期應付，但只須支付上述指定時間至實際付款日期期間的利息。
user: Please translate the following sentence from English to Chinese: Shanghai Dazhong Taxi Company, Shanghai Coalgas Company, Bank of Communications, Shanghai Pudong Branch and Shanghai Shenhua Electrician Union Company

assistant: 上海大衆出租汽車股份有限公司、上海市煤氣公司、交通銀行上海浦東分行、上海申華電工聯合公司
user: Please translate the following sentence from English to Chinese: Shareholders' general meetings shall be convened by the board of directors.

assistant: 股東大會由董事會召集。
user: Please translate the following sentence from English to Chinese: （1） disclose the trade secrets of the Company, and impair the legal interests of the Company;

assistant: （一）泄露本公司商業祕密，損害本公司合法利益；
user: Please translate the following sentence from English to Chinese: (6) where the Company issues a replacement share certificate in accordance with this Article, it shall forthwith cancel the Original Certificate and record the cancellation and replacement matters in the register of members accordingly.

assistant: （六）公司根據本條規定補發新股票時，應當立即註銷原股票，並將此註銷和補發事項登記在股東名冊上。
user: Please translate the following sentence from English to Chinese: (2) The Members may, at any general meeting convened and held in accordance with these Articles, by special resolution remove the Auditor at any time before the expiration of his term of office and shall by ordinary resolution at that meeting appoint another Auditor in his stead for the remainder of his term.

assistant: (2) 股東可在依照本細則召開及舉行的任何股東大會上藉特別決議於該核數師任期屆滿前任何時間罷免該核數師，並在該股東大會上藉普通決議委任另一核數師代替其履行餘下任期。
user: Please translate the following sentence from English to Chinese: Each and every independent Director shall also make his/her duty report.

assistant: 每名獨立董事也應作出述職報告。
user: Please translate the following sentence from English to Chinese: (2) to consider the criteria and procedures for the selection of directors, the President and other senior management members and provide recommendations thereon to the Board of Directors;

assistant: （二）研究董事、總裁和其他高級管理人員的選擇標準和程序，並向董事會提出建議；
user: Please translate the following sentence from English to Chinese: A Chief Executive Officer shall at all times be subject to the control of the Directors but subject thereto the Directors may from time to time entrust to and confer upon a Chief Executive Officer for the time being such of the powers exercisable under these presents by the Directors as they may think fit and may confer such powers for such time and to be exercised on such terms and conditions and with such restrictions as they think expedient and they may confer such powers either collaterally with or to the exclusion of and in substitution for all or any of the powers of the Directors in that behalf and may from time to time revoke, withdraw, alter or vary all or any of such powers.

assistant: 行政總裁不論何時均受董事會控制，惟在此規限下董事會可不時委託及賦予行政總裁當時其認爲合適的根據本組織章程董事會可行使的權力，並可按其認爲合宜的時限、行使條款和條件及限制賦予有關權力，且賦予的權力可與董事會在該方面的全部或任何權力並行抑或排除及取代董事會在該方面的全部或任何權力，董事會亦可不時撤銷、撤回、更改或變更所有或任何該等權力。
user: Please translate the following sentence from English to Chinese: (i) in the relevant dividend (or the right to receive or to elect to receive an allotment of shares in lieu thereof as aforesaid);

assistant: (i) 有關股息（或如上所述收取或選擇收取配股代替股息的權利）；
user: Please translate the following sentence from English to Chinese: (h) A Director shall not vote (nor be counted in the quorum) on any resolution of the Board approving any transaction, contract or arrangement or any proposal in which to his knowledge he or any of his associate(s) is/are materially interested, but this prohibition shall not apply to any of the following matters namely:

assistant: (h) 董事不得對批准據其所知彼或其任何聯繫人擁有重大權益的任何交易、合約或安排或任何其他建議的任何董事會決議案投票，亦不得計入法定人數內，惟本限制不適用於下列任何事項：
user: Please translate the following sentence from English to Chinese: (1) The applicant shall submit an application to the Company in a prescribed form accompanied by a notarial certificate or a statutory declaration stating the ground upon which the application is made and the circumstances and evidence of the loss, and declaring that no other person shall have the claim to have his name entered in the register of shareholders in respect of the Relevant Shares.

assistant: (一) 申請人應當用公司指定的標準格式提出申請並附上公證書或者法定聲明文件。 公證書或者法定聲明文件的內容應當包括申請人申請的理由、股票遺失的情形及證據，以及無其他任何人可就有關股份要求登記爲股東的聲明。
user: Please translate the following sentence from English to Chinese: Independent directors may also collect the opinions of minority shareholders for proposing profit distribution plan, which is then directly submitted to the Board for consideration.

assistant: 獨立董事亦可以徵集中小股東的意見，提出分紅提案，並直接提交董事會審議。
user: Please translate the following sentence from English to Chinese: To every such separate general meeting all the provisions of these Bye-laws relating to general meetings of the Company shall, mutatis mutandis, apply, but so that:

assistant: 除作出必要的變動外，於本章程細則關於本公司股東大會的所有條文適用於每次另外舉行的該等大會，並因此：
user: Please translate the following sentence from English to Chinese: The duty of confidentiality in relation to trade secrets of the Company survives the termination of their tenure. Other duties may continue for such period as fairly required depending on the time lapse between the termination and the act concerned and the circumstances under which the relationships between them and the Company are terminated.

assistant: 其他義務的持續期應當根據公平的原則決定，取決於事件發生時與離任之間時間的長短，以及與公司的關係在何種情形和條件下結束。
user: Please translate the following sentence from English to Chinese: 11. (A) Subject to a special resolution being passed by the shareholders of the Company in general meeting and court approval being obtained, the Company may reduce its share capital or any other undistributable reserve in any manner permitted, and with, and subject to, any incident authorized, and consent or confirmation required by law and by way of special resolution with approval from the court in reducing its share capital.

assistant: 11. (A) 在取得本公司股東在股東大會上通過特別決議案及法院批准的前提下，本公司可以法律許可的任何方式及在取得法律規定的任何授權及同意或確認的規限下及透過特別決議案及法院批准削減其股本，削減其股本或任何其他不可分派儲備。
user: Please translate the following sentence from English to Chinese: 13 The Company may from time to time by Ordinary Resolution:

assistant: 13 本公司可不時藉普通決議案︰
user: Please translate the following sentence from English to Chinese: A board meeting shall only be convened if more than half of the board of directors are present (including any directors appointed in writing pursuant to Article 120 to attend the meeting as the representatives of other directors).

assistant: 董事會會議應由過半數的董事（包括按本章程第一百二十條書面委託其他董事代爲出席董事會議的董事）出席方可舉行。
user: Please translate the following sentence from English to Chinese: CHAPTER 21 DISSOLUTION AND LIQUIDATION OF THE COMPANY

assistant: 第二十一章公司解散和清算
user: Please translate the following sentence from English to Chinese: On a poll a member entitled to more than one vote need not use all his votes or cast all the votes he uses in the same way.

assistant: 於投票表決中有權投多於一票之股東毋須盡投其票，亦毋須以同一方式盡投其票。
user: Please translate the following sentence from English to Chinese: To advance or lend any of the aforesaid capital or other moneys of the Company for the time being to such persons, depositors and others on such terms and upon such security as may seem expedient or as may be thought fit;

assistant: 以可能認爲權宜或適當之條款及抵押品向有關人士、存款人及其他人士墊付或借出任何上述資金或本公司當時之其他資金；
user: Please translate the following sentence from English to Chinese: All necessary expenses incurred for such shareholders’ general meeting convened by the supervisory committee shall be borne by the Company.

assistant: 監事會可以召集股東大會所必需的費用由公司承擔。
user: Please translate the following sentence from English to Chinese: the review should cover all material controls, including financial, operational and compliance controls:

assistant: 有關檢討應涵蓋所有重要的監控方面，包括財務監控、運作監控及合規監控等方面：
user: Please translate the following sentence from English to Chinese: and where any books, records, documents or accounts are elsewhere than at the Registered Office or the Head Office, the local manager or such other officer of the Company having the custody thereof shall be deemed to be the authorised officer of the Company as aforesaid.

assistant: 倘有任何簿冊、紀錄、文件或賬目置於註冊辦事處或總辦事處以外之地點，負責保管該等文件之本公司當地經理或其他高級職員將被視爲上文所述之本公司經授權高級職員。
user: Please translate the following sentence from English to Chinese: In addition to the obligations imposed by relevant laws, administrative regulations or the listing rules of the securities exchange(s) on which the Company’s shares are listed, directors, supervisors, manager and other senior management of the Company, when exercising their functions and powers granted by the Company, shall owe to the shareholders the following obligations:

assistant: 除法律、行政法規或者公司股票上市的證券交易所的上市規則要求的義務外，公司董事、監事、經理和其他高級管理人員在行使公司賦予他們的職權時，還應當對每個股東負有下列義務：
user: Please translate the following sentence from English to Chinese: Where requisite, a contract shall be filed in accordance with the provisions of the Ordinance, and the Directors may appoint any person to sign such contract on behalf of the persons entitled to the dividend, and such appointment shall be effective.

assistant: 如有需要，應按照條例之條文將合約存檔備案，及董事可委任任何人士代表有權取得股息之人士簽署該合約，且該項委任應屬有效。
user: Please translate the following sentence from English to Chinese: 23. to take or hold mortgages, hypothecs, liens and charges to secure payment of the purchase price, or of any unpaid balance of the purchase price, of any part of the property of the company of whatsoever kind sold by the company, or for any money due to the company from purchasers and others and to sell or otherwise dispose of any such mortgage, hypothec, lien or charge;

assistant: 23. 作出或持有按揭、抵押權、留置權及押記以擔保支付公司所出售的任何類型財產任何部份的購買價或購買價的任何未付餘款，或買家及其他方應向公司支付的任何款項及出售或以其他方式處置任何有關按揭、抵押權、留置權或押記；
user: Please translate the following sentence from English to Chinese: “Companies Law” means the Companies Law (as revised) of the Cayman Islands as amended from time to time and every other act, order, regulation or other instrument having statutory effect (as amended from time to time) for the time being in force in the Cayman Islands applying to or affecting the Company, the Memorandum of Association and/or the Articles of Association;

assistant: 「公司法」指不時經修訂之開曼羣島公司法（經修訂）以及開曼羣島當時生效而適用於或影響本公司、公司組織章程大綱及／或公司組織章程細則之每項其他法案、法令、規例或其他具法定效力之文據（經不時修訂）；