billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: Where any shareholder is, under the applicable laws and regulations and listing rules of the stock exchange of the place where the Company’s shares are listed, required to abstain from voting on any particular resolution or restricted to voting only for or only against any particular resolution at any general meeting, any votes cast by such shareholders (or their proxies) in contravention of such requirement or restriction shall not be counted.

assistant: 根據適用的法律法規及公司股票上市地交易所的上市規則，若任何股東就任何個別的決議案須放棄表決或被限制只可投贊成票或只可投反對票時，任何違反有關規定或限制的由股東（或其代理人）所作的表決均不計入表決結果。
user: Please translate the following sentence from English to Chinese: For the purposes of the preceding paragraph, the term “interested shareholders” shall have the following meanings:

assistant: 前款所述“有利害關係的股東”的含義如下：
user: Please translate the following sentence from English to Chinese: Article 194 The Company shall not in any manner pay taxes for a director, a supervisor, the general manager or any other senior officers.

assistant: 第一百九十四條　本公司不得以任何方式爲董事、監事、總經理和其他高級管理人員繳納稅款。
user: Please translate the following sentence from English to Chinese: However, such power may be exercised after the first occasion on which such a warrant is returned undelivered.

assistant: 然而，如股息券在初次未能送達收件人而遭退回後，公司亦可行使此項權力。
user: Please translate the following sentence from English to Chinese: 20. (1) Upon every transfer of shares the certificate held by the transferor shall be given up to be cancelled, and shall forthwith be cancelled accordingly, and a new certificate shall be issued to the transferee in respect of the shares transferred to him at such fee as is provided in paragraph (2) of this Article.

assistant: 20. (1) 於每次轉讓股份後，轉讓人持有的股票須予放棄以作註銷並即時作相應註銷，且承讓人須就轉讓予其的股份獲發一張新股票，相關費用在本條細則第(2)段訂明。
user: Please translate the following sentence from English to Chinese: (aa) the said amount in cash which the holder of such warrant is required to pay on exercise of the subscription rights represented thereby (or, as the case may be, the relevant portion thereof in the event of a partial exercise of the subscription rights);

assistant: (aa) 認股權證持有人就其當時行使認購權（或（視具體情況而定）部 分行使認購權）須支付的現金款項；
user: Please translate the following sentence from English to Chinese: The Company’s directors or other senior management personnel may hold the position of secretary of the board of directors concurrently. Auditors appointed by the board may not hold the position of secretary of the board of directors at the same time.

assistant: 當公司董事會祕書由董事兼任時，如某一行爲應當由董事及公司董事會祕書分別作出，則該兼任董事及公司董事會祕書的人不得以雙重身份作出。
user: Please translate the following sentence from English to Chinese: WRITTEN RESOLUTIONS OF MEMBERS 82.

assistant: 股東書面決議 82.
user: Please translate the following sentence from English to Chinese: (5) To distribute profits to shareholders.

assistant: （五）向股東分配利潤。
user: Please translate the following sentence from English to Chinese: or (ii) that Shareholders entitled to such Dividend will be entitled to elect to receive an allotment of Shares credited as fully paid in lieu of the whole or such part of the Dividend as the Board may think fit on the basis that the Shares so allotted shall be of the same class or classes as the class or classes of Shares already held by the allottee.

assistant: 或 (ii) 可獲派股息的股東可選擇獲配發入賬列作繳足的股份以代替全部或董事會認爲適合的部份股息，惟所配發股份須與承配人已持有股份同一類別。
user: Please translate the following sentence from English to Chinese: (a) to make such provision by the issue of fractional certificates or by payment in cash or otherwise (including provisions whereby, in whole or in part, fractional entitlements are aggregated and sold and the net proceeds distributed to those entitled, or are disregarded or rounded up or down or whereby the benefit of fractional entitlements accrues to the Company rather than to the members concerned) as they think fit in cases where shares, debentures or other securities become distributable in fractions;

assistant: (a) 如果可分派的股份、債權證或其他證券需不足一股或一個單位，董事會可全權作出其認爲合適的撥付，有關撥付是通過發行碎股股票或以現金支付或以其他方式作出的（包括規定合併及出售全部或部分零碎權利，且所得款項淨額被分派予有權享有的股東，或規定可不予理會或上舍入或下舍入，或規定零碎權利的利益須歸於本公司而非相關股東所有的條文）；
user: Please translate the following sentence from English to Chinese: (1) No Member shall, unless the Board otherwise determines, be entitled to attend and vote and to be reckoned in a quorum at any general meeting unless he is duly registered and all calls or other sums presently payable by him in respect of shares in the Company have been paid.

assistant: (1) 除非董事會另有決定，否則於股東已正式登記及已就該等股份向本公司支付目前應付的所有催繳或其他款項前，概無權出席任何股東大會並於會上投票及計入大會的法定人數。
user: Please translate the following sentence from English to Chinese: (ii) any proposal concerning an offer of shares or debentures or other securities of or by the Company or any other company which the Company may promote or be interested in for subscription or purchase where the Director or his associate(s) is/are or is/are to be interested as a participant in the underwriting or sub-underwriting of the offer;

assistant: (ii) 建議發售本公司或任何本公司可能發起或擁有權益之任何其他公司之股份或債券或其他證券以供認購或購買，而該董事或彼之聯繫人因參與發售之包銷或分包銷而現時或將會涉及利益；
user: Please translate the following sentence from English to Chinese: (g) change the currency of denomination of its share capital.

assistant: (g) 更改其股本的面值貨幣單位。
user: Please translate the following sentence from English to Chinese: (c) the date on which any person ceased to be a Member.

assistant: (c) 任何人士不再爲成員的日期。
user: Please translate the following sentence from English to Chinese: (5) The Members may, at any general meeting convened and held in accordance with these Articles, by ordinary resolution remove a Director at any time before the expiration of his period of office notwithstanding anything to the contrary in these Articles or in any agreement between the Company and such Director (but without prejudice to any claim for damages under any such agreement).

assistant: (5) 成員可於根據本細則召開及舉行的任何大會上，在任何董事任期屆滿前隨時以普通決議將其罷免，即使與本細則或本公司與有關董事訂立的任何協議有所牴觸（惟不會影響根據任何有關協議提出的損失申索）。
user: Please translate the following sentence from English to Chinese: if the Supervisory Committee fails to hold and preside over such meeting, shareholders individually or jointly holding not less than 10% of the Company’s shares for not less than ninety (90) consecutive days shall have the right to hold and preside over such meeting by themselves.

assistant: 監事會不召集和主持的，連續九十日以上單獨或者合計持有公司百分之十以上股份的股東可以自行召集和主持。
user: Please translate the following sentence from English to Chinese: The provisions of this article shall not apply to the circumstances listed in Article 33 hereof.

assistant: 本條規定不適用於本章第三十三條所述的情況。
user: Please translate the following sentence from English to Chinese: (1) A Member who is a patient for any purpose relating to mental health or in respect of whom an order has been made by any court having jurisdiction for the protection or management of the affairs of persons incapable of managing their own affairs may vote, by his receiver, committee, curator bonis or other person in the nature of a receiver, committee or curator bonis appointed by such court, and such receiver, committee, curator bonis or other person may vote on a poll by proxy, and may otherwise act and be treated as if he were the registered holder of such shares for the purposes of general meetings, provided that such evidence as the Board may require of the authority of the person claiming to vote shall have been deposited at the Office, head office or Registration Office, as appropriate, not less than forty-eight (48) hours before the time appointed for holding the meeting, or adjourned meeting, as the case may be.

assistant: 就本細則而言，已身故股東（任何股份以其名義登記）之多名遺囑執行人或遺產管理人視爲股份之聯名持有人。 (1) 倘股東爲患有任何精神病之病人或已由任何具司法管轄權（可保護或管理無能力管理其本身事務之人士之事務）之法院頒令，則可由其財產接管人、監護人、財產保佐人或由有關法院指派性質爲財產接管人、監護人及財產保佐人之其他人士投票，而有關財產接管人、監護人、財產保佐人或其他人士可委派代表以投票方式表決，及就股東大會而言，可按猶如其爲該等股份之登記持有人般行事及處理，惟須於大會或其續會之指定舉行時間（視情況而定）不少於四十八(48)小時前，向辦事處、總辦事處或過戶登記處（倘適用）遞交董事會可能要求聲稱有權投票人士之授權證明。
user: Please translate the following sentence from English to Chinese: All the shares issued by the Bank are ordinary shares and the shares of the Bank shall adopt the form of share certificates.

assistant: 本行發行的所有股份均爲普通股，本行的股份採取股票的形式。
user: Please translate the following sentence from English to Chinese: The Company was incorporated on 26 April 2001 by means of promotion after the approval of the Economic System Restructuring Office of the People’s Government of Beijing Municipality evidenced by the approval document, “Jing Zheng Ti Gai Gu Han \n[2001] No. [25]” and the confirmation of the State Economic and Trade Commission evidenced by the approval document, “Guo Jing Mao Qi Gai \n[2001] No. [1366]”were obtained. The Company registered itself with and was granted a business licence by Beijing Administration for Industry and Commerce on 26 April 2001.

assistant: 公司經北京市人民政府經濟體制改革辦公室以京政體改股函〔2001〕25號文批准，並經國家經濟貿易委員會以國經貿企改〔2001〕1366號文確認，於2001年4月26日以發起方式設立，於2001年4月26日在北京市工商行政管理局註冊登記，取得公司營業執照，號碼爲：
user: Please translate the following sentence from English to Chinese: The Audit Committee shall be established in accordance with the rules of the Designated Stock Exchange.

assistant: 審覈委員會須根據指定證券交易所之規則成立。
user: Please translate the following sentence from English to Chinese: If any question shall arise at any meeting of the Board as to the materiality of a Director's interest or the significance of a contract, arrangement or transaction or proposed contract, arrangement or transaction or as to the entitlement of any Director to vote or form part of a quorum and such question is not resolved by his voluntarily agreeing to abstain from voting or not to be counted in the quorum, such question shall be referred to the Chairman of the meeting (or, where such question relates to the interest of the Chairman, to the other Directors at the meeting) and his ruling (or, as appropriate, the ruling of the other Directors) in relation to any other Director (or, as appropriate, the Chairman) shall be final and conclusive except in a case where the nature or extent of the interests of the Director concerned (or, as appropriate, the Chairman) as known to such Director (or, as appropriate, the Chairman) has not been fairly disclosed to the Board.

assistant: 如果有人於任何董事會會議上對董事權益的重要性，或合同、安排或交易或擬簽訂的合同、安排或交易的重要性，或任何董事投票或計入法定人數的權利存有任何疑問，且該疑問未經其自願同意放棄投票或不計入法定人數的方式解決，則該疑問由會議主席（如果該疑問涉及主席利益，則由其他參會董事）處理。 除非有關董事（或主席，如適用）並未誠懇向董事會披露其所知悉權益的性質和範圍，否則主席（或其他董事，如適用）就有關該任何其他董事（或主席，如適用）的裁決將爲最終決定性裁決。
user: Please translate the following sentence from English to Chinese: (c) The authority granted under this Clause 5.3:

assistant: (c) 根據本第5.3條賦予的授權：
user: Please translate the following sentence from English to Chinese: If he shall be himself a Director or shall attend any such meeting as an alternate for more than one Director his voting rights shall be cumulative.

assistant: 倘其本身是董事或以代表多於一名董事之候補董事身份出席任何上述會議，其投票表決權應屬累計性。
user: Please translate the following sentence from English to Chinese: (4) to recover any moneys received by that director, supervisor, general manager or other officer which should have been received by the Company, including (without limitation) commissions;

assistant: （四）追回有關董事、監事、總經理和其他高級管理人員收受的本應爲公司所收取的款項，包括（但不限於）佣金；
user: Please translate the following sentence from English to Chinese: The Board may enforce payment thereof if it thinks fit, and without any deduction or allowance for the value of the forfeited shares, at the date of forfeiture, but his liability shall cease if and when the Company shall have received payment in full of all such moneys in respect of the shares.

assistant: 如董事會認爲適當，董事會可於沒收當日強制執行有關付款而不扣除或扣減遭沒收股份的價值，但若本公司已獲全數支付上述有關股份的全部款項，則該人士責任亦告終止。
user: Please translate the following sentence from English to Chinese: (3) Except as allowed by the Law and subject further to compliance with the rules and regulations of the Designated Stock Exchange and any other relevant regulatory authority the Company shall not give financial assistance for the purpose of or in connection with a purchase made or to be made by any person of any shares in the Company.

assistant: (3) 除非公司法允許，並在指定證券交易所及任何相關監管機構的規則與法規的約束下，本公司不得爲或就任何人士購買本公司的任何股份提供財務援助。
user: Please translate the following sentence from English to Chinese: Article 119. The president shall be accountable to the board of directors and shall exercise the following functions and powers:

assistant: 第一百一十九條 公司總裁對董事會負責，行使下列職權：
user: Please translate the following sentence from English to Chinese: The following provisions shall have effect at any time and from time to time provided that they are not prohibited by or inconsistent with the Companies Law:

assistant: 在未有被公司法禁止或與其不符的情況下，以下條文應隨時及不時具有效力：
user: Please translate the following sentence from English to Chinese: 7.8 Upon every transfer of shares, the certificate held by the transferor shall be given up to be cancelled and shall forthwith be cancelled accordingly and a new certificate shall be issued, on payment by the transferee of such fee not exceeding the maximum amount as the Exchange may from time to time determine to be payable or such lesser sum as the Board may from time to time require, to the transferee in respect of the shares transferred to him and, if any of the shares included in the certificate so given up shall be retained by the transferor, a new certificate in respect thereof shall be issued to him, on payment by the transferor of such fee not exceeding the maximum amount as the Exchange may from time to time determine to be payable or such lesser sum as the Board may from time to time require.

assistant: 轉讓後註銷股票 7.8 在股份轉讓後，轉讓人應交出所有所持股票並立即將股票註銷，在受讓人支付不超過聯交所不時確定的最高應付金額或董事會可不時要求的較低金額的費用之後，將就轉讓予受讓人的股份向其發出新股票，若所交出的股票中包含任何應由轉讓人保留的股份，則在轉讓人支付不超過聯交所不時確定的最高應付金額或董事會可不時要求的較低金額的費用之後，將就該部分的股份向轉讓人發出新股票。
user: Please translate the following sentence from English to Chinese: 45. Notwithstanding any other provision of these Bye-laws the Company or the Directors may fix any date as the record date for:

assistant: 45. 即使本章程細則有任何其他規定亦然，本公司或董事可釐定任何日期爲：
user: Please translate the following sentence from English to Chinese: The financial statements of the Company shall be audited by the Auditor in accordance with generally accepted auditing standards.

assistant: 本公司的財務報表須由核數師按照一般採納的審計準則審覈。
user: Please translate the following sentence from English to Chinese: (i) the Directors’ report, the Company’s annual accounts together with a copy of the auditors’ report and where applicable, its summary financial report;

assistant: (i) 董事會報告、本公司年度賬目連同核數師報告及（倘適用）其財務摘要報告；
user: Please translate the following sentence from English to Chinese: (c) upon the exercise of all or any of the subscription rights represented by any warrant, the relevant subscription rights shall be exercisable in respect of a nominal amount of shares equal to the amount in cash which the holder of such warrant is required to pay on exercise of the subscription rights represented thereby (or, as the case may be the relevant portion thereof in the event of a partial exercise of the subscription rights) and, in addition, there shall be allotted in respect of such subscription rights to the exercising warrantholder, credited as fully paid, such additional nominal amount of shares as is equal to the difference between:

assistant: (c) 在任何認股權證所代表的所有或任何認購權獲行使時，可就與該認股權證持有人在行使認股權證所代表認購權（或在部份行使認購權的情況下，則爲有關的部份，視乎情況而定）時所須支付的現金金額相等的股份面額行使相關的認購權，此外，行使認購權的認股權證持有人應就該等認購權獲配發面額相等於下列兩項之差的額外入賬列爲繳足股份：
user: Please translate the following sentence from English to Chinese: Added on 1 December 2004 Added on 1 December 2004

assistant: 於二零零四年十二月一日新增
user: Please translate the following sentence from English to Chinese: If a Director fails to attend two Board meetings consecutively in person or fails to appoint another Director to attend such meetings on his behalf, he shall be deemed to be in default of performing his duty. The Board should recommend his removal to the shareholders’ general meeting.

assistant: 董事連續二次未能親自出席，也不委託其他董事出席董事會會議，視爲不能履行職責，董事會應當建議股東大會予以撤換。
user: Please translate the following sentence from English to Chinese: (I) A statement that their resignation does not involve any information to be disclosed to the shareholders or creditors of the Company;

assistant: （一）認爲其辭聘並不涉及任何應該向公司股東或者債權人交代情 況的聲明；
user: Please translate the following sentence from English to Chinese: (i) the adoption, modification or operation of any employees' share scheme or any share incentive scheme or share option scheme under which the Director or any of his close associates may benefit;

assistant: (i) 採納、修改或實施董事或其任何緊密聯系人可能受益的任何僱員購股計劃或任何股份獎勵計劃或購股權計劃；
user: Please translate the following sentence from English to Chinese: (1) to be responsible for the convening of the Shareholders’ general meeting and to report on its work to the Shareholders’ general meeting;

assistant: (一)負責召集股東大會，並向股東大會報告工作；
user: Please translate the following sentence from English to Chinese: (1) divulging any trade secret of the Bank, hence harming the legal interests of the Bank;

assistant: （一）泄露本行商業祕密，損害本行合法利益；
user: Please translate the following sentence from English to Chinese: To pass a special resolution at a shareholders’ general meeting, votes representing more than two thirds of the voting rights represented by the shareholders (including proxies) present at the meeting shall be exercised in favour of such resolution.

assistant: 股東大會作出特別決議，應當由出席股東大會的股東（包括股東代理人）所持表決權的三分之二以上通過。
user: Please translate the following sentence from English to Chinese: (a) the instrument of transfer is lodged with the Company accompanied by the certificate for the shares to which it relates (which shall upon registration of the transfer be cancelled) and such other evidence as the Board may reasonably require to show the right of the transferor to make the transfer;

assistant: (a) 已向本公司遞交轉讓文據，並隨附有關的股票（其將於登記轉讓後註銷）及董事會所合理要求用以顯示轉讓人有權作出轉讓的其他證據；
user: Please translate the following sentence from English to Chinese: A Director retiring at a meeting as aforesaid shall remain in office until the conclusion of that meeting.

assistant: 如上文所述在大會上退任的董事將留任至該大會結束爲止。
user: Please translate the following sentence from English to Chinese: The fiduciary duty of the directors, supervisors, managers and MP118 other senior executives of the Company may not necessarily terminate with the expiry of their terms of office, and their confidential obligations in respect of any commercial secrets of the Company shall survive after expiry of their terms of office.

assistant: 公司董事、監事、經理和其他高級管理人員所負的誠信義務不《必備條款》一定因其任期結束而終止，其對公司商業祕密保密的義務在其第 118 條任期結束後仍然有效。
user: Please translate the following sentence from English to Chinese: Election and removal of the Chairman and the Vice-Chairman shall be approved by more than half of all the members of the Board. The Chairman and the Vice-Chairman shall serve for a term of three years and shall be eligible for re-election.

assistant: 董事長和副董事長由全體董事的過半數選舉和罷免，董事長和副董事長任期均爲三年，可以連選連任。
user: Please translate the following sentence from English to Chinese: The fiduciary duties of the directors, supervisors, general manager, and other senior management officers of the Company do not necessarily cease upon termination of their tenure. The duty to keep confidential trade secrets of the Company survives the termination of their tenure.

assistant: 公司董事、監事、總經理和其他高級管理人員所負的誠信義務不一定因其任期結束而終止，其對公司商業祕密保密的義務在其任期結束後仍有效。
user: Please translate the following sentence from English to Chinese: Article 60 The general meeting shall have the following functions and powers:

assistant: 第六十條股東大會行使下列職權：
user: Please translate the following sentence from English to Chinese: The shareholders who intend to attend a Shareholders’ general meeting shall be required to register on such date and at such venue as indicated in the relevant notice.

assistant: 欲參加股東大會的股東應當按通知要求的日期和地點進行登記。
user: Please translate the following sentence from English to Chinese: Where the stock exchange(s) on which the Company's shares are listed require other senior officer(s) of the Company to sign on the share certificates, the share certificates shall also be signed by such senior officer(s).

assistant: 公司股票上市的證券交易所要求公司其他高級管理人員簽署的，還應當由其他有關高級管理人員簽署。
user: Please translate the following sentence from English to Chinese: (2) to implement resolutions of the general meeting;

assistant: （二）執行股東大會的決議；
user: Please translate the following sentence from English to Chinese: (d) to stand surety for or to guarantee, indemnify, support or secure the performance of all or any of the obligations of any person, firm or company whether or not related or affiliated to the Company in any manner and whether by personal covenant or by mortgage, charge or lien upon the whole or any part of the undertaking, property and assets of the Company, both present and future, including its uncalled capital or by any such method and whether or not the Company shall receive valuable consideration therefor;

assistant: (d) 爲任何人士、企業或公司（無論是否以任何方式與本公司相關或有關聯）的全部或任何債務的履行作爲擔保人或提供擔保、彌償、支援或保障，無論通過個人契諾或本公司現有的或未來的全部或任何部分業務、財產和資產（包括其未催繳股本）的抵押、押記或留置權或任何上述方式，且不論本公司是否爲此能收到有價值的對價；
user: Please translate the following sentence from English to Chinese: (4) to verify financial information such as financial reports, business reports, profit distribution plans, etc. that the Board of Directors intends to submit to the shareholders’ general meeting and, if in doubt, to be able to appoint, in the name of the Company, a registered accountant or practicing auditor to assist in reviewing such information;

assistant: （四）覈對董事會擬提交股東大會的財務報告，營業報告和利潤分配方案等財務資料，發現疑問的可以公司名義委託註冊會計師、執業審計師幫助複審；
user: Please translate the following sentence from English to Chinese: Each candidate for director or supervisor should be separately proposed, except for directors or supervisors elected by way of cumulative voting system.

assistant: 除採取累積投票制選舉董事、監事外，每位董事、監事候選人應當以單項提案提出。
user: Please translate the following sentence from English to Chinese: (11) not to misappropriate the funds of the Bank or lend the funds of the Bank to others, not to put any assets of the Bank under an account opened in his own name or in the name of others, not to use the Bank’s assets as security for the debts of the shareholders of the Bank or others;

assistant: （十一）不得挪用本行資金或者將本行資金違規借貸給他人，不得將本行資產以其個人名義或者以其他名義開立賬戶存儲，不得以本行資產爲本行的股東或者其他個人債務違規提供擔保；
user: Please translate the following sentence from English to Chinese: Article 175 When distributing the after-tax profits of the current year, the Company shall allocate 10% of its profits to its statutory common reserve fund.

assistant: 公司分配當年稅後利潤時，應當提取利潤的百分之十列入法定公積金。
user: Please translate the following sentence from English to Chinese: In such case, the following provisions shall apply:

assistant: 在此情況下，以下規定將適用：
user: Please translate the following sentence from English to Chinese: (vii) exploring for, the drilling for, the moving, transporting and re-fining petroleum and hydro carbon products including oil and oil products;

assistant: (vii) 勘探、鑽探、移動、運輸及提煉石油及碳氫化合物產品，包括石油及石油產品；
user: Please translate the following sentence from English to Chinese: (2) The Board may issue warrants or convertible securities or securities of similar nature conferring the right upon the holders thereof to subscribe for any class of shares or securities in the capital of the Company on such terms as it may from time to time determine.

assistant: (2) 董事會可按其不時決定的條款發行認股權證或可換股證券或類似性質的證券，以賦予認股權證的持有人可認購本公司股本中任何類別的股份或證券的權利。
user: Please translate the following sentence from English to Chinese: Company shall also have several deputy general managers who shall assist the general manager.

assistant: 設副總經理若干名，協助總經理工作。
user: Please translate the following sentence from English to Chinese: 18. Every person whose name is entered, upon an allotment of shares, as a Member in the Register shall be entitled, without payment, to receive one certificate for all such shares of any one class or several certificates each for one or more of such shares of such class upon payment for every certificate after the first of such reasonable out-of-pocket expenses as the Board from time to time determines.

assistant: 18. 於配發股份後，作爲股東登記在本公司股東名冊的每位人士應有權免費就所有該等任何類別股份獲發一張股票，或就首張以後的每張股票支付董事會不時決定的合理實際開支後就一股或多股上述類別股份獲發多張股票。