billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: (3) Any person who by operation of law, transfer or other means whatsoever shall become entitled to any share shall be bound by every Notice in respect of such share which prior to his name and address being entered on the Register shall have been duly given to the person from whom he derives his title to such share.

assistant: (3) 任何藉法律的實施、轉讓或其他方式而享有任何股份權利的人士，須受在其姓名及地址登錄股東名冊前原已就有關股份正式發給其獲取有關股份權利的人士的每份通告所約束。
user: Please translate the following sentence from English to Chinese: Article 74 When the Bank is to convene a shareholders’ general meeting, it shall issue a written notice forty-five days prior to the meeting, informing all the registered shareholders entitled to attend the shareholders’ general meeting of the matters to be examined at the meeting as well as the date and place of the meeting. Shareholders that intend to attend the shareholders’ general meeting shall, before twenty days prior to the meeting, deliver a written reply to the Bank on the meeting attendance.

assistant: 第七十四條本行召開股東大會，應當於會議召開四十五日前發出書面通知，將會議擬審議的事項以及開會的日期和地點告知所有有權出席股東大會的在冊股東。 擬出席股東大會的股東，應當於會議召開二十日前，將出席會議的書面回覆送達本行。
user: Please translate the following sentence from English to Chinese: Where a resolution of the Board violates the laws, administrative regulations or the Articles of Association and causes serious losses to the Company, the directors who took part in such a resolution shall be liable to compensate the Company.

assistant: 董事會的決議違反法律、行政法規或者公司章程，致使公司遭受嚴重損失的，參與決議的董事對公司負賠償責任。
user: Please translate the following sentence from English to Chinese: The provisions of this Article shall mutatis mutandis apply to bonuses, capitalisation issues, distributions of realised and unrealised capital profits or other distributable reserves or accounts of the Company and offers or grants made by the Company to the shareholders.

assistant: 本細則的規定在加以適當修訂後適用於的紅利、資本化發行、已變現及未變現資本溢利分派或其他可供分派儲備或本公司賬目及本公司向股東作出要約或授出。
user: Please translate the following sentence from English to Chinese: No trust shall be created in respect of such debt and no interest shall be payable in respect of it and the Company shall not be required to account for any money earned from the net proceeds which may be employed in the business of the Company or as it thinks fit. Any sale under this Article shall be valid and effective notwithstanding that the Member holding the shares sold is dead, bankrupt or otherwise under any legal disability or incapacity.

assistant: 概不會就該債務因而設立任何信託，亦毋須就此支付任何利息，本公司毋須交代自所得款項淨額所賺取任何款項，有關款項可用於本公司業務或其認爲適當的用途。 根據本章程細則作出的任何出售將爲有效及生效，即使持有股份的股東已身故、破產或無法律能力或無行事能力亦然。
user: Please translate the following sentence from English to Chinese: Shares issued by the Company to overseas investors and subscribed in foreign currency shall be called 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: and references to any statute or statutory provision shall be construed as relating to any statutory modification or reenactment thereof for the time being in force.

assistant: 及 對任何法規或法定條文的提述應解釋爲與其任何法定修改或重新頒佈就此暫時生效者有關。
user: Please translate the following sentence from English to Chinese: 25. Fourteen days’ notice at least of any call shall be given specifying the time and place of payment and to whom such call shall be paid.

assistant: 25. 本公司須於最少十四天前發出有關付款時間及地點以及受款人士的通知。
user: Please translate the following sentence from English to Chinese: If within 21 days of such deposit, the Board fails to proceed to convene such meeting, the requisitionist(s) himself (themselves) may do so in the same manner, and all reasonable expenses incurred by the requisitionist(s) as a result of the failure of the Board shall be reimbursed to the requisitionist(s) by the Company.

assistant: 如董事會在請求書存放日期起計21日內未有進行安排召開有關會議，則請求人（或多名請求人）可用相同方式自行召開會議，且請求人因董事會未有妥爲召開會議而招致的所有合理費用，須由本公司償還請求人。
user: Please translate the following sentence from English to Chinese: (a) any share certificate which has been cancelled at any time after the expiry of one (1) year from the date of such cancellation;

assistant: (a) 自注銷之日起一(1)年屆滿後任何時間，已註銷的任何股份證書；
user: Please translate the following sentence from English to Chinese: Where permitted by laws, the Company has the power to sell the shares of a shareholder who is untraceable under the following circumstances:

assistant: 公司將在法律允許下有權在以下情況出售未能聯絡到的股東的股份：
user: Please translate the following sentence from English to Chinese: (3) The number of shares of the Company held by such candidate;

assistant: （三）披露持有本公司股份數量；
user: Please translate the following sentence from English to Chinese: Mandatory Provisions Article 38 Hong Kong Listing Rules Appendix 3 paragraph 1(4)

assistant: 必備條款第三十八條香港上市規則附錄三第一條第四節
user: Please translate the following sentence from English to Chinese: 47. The instrument of transfer shall be executed by or on behalf of the transferor and the transferee provided that the Board may dispense with the execution of the instrument of transfer by the transferee in any case which it thinks fit in its discretion to do so.

assistant: 47. 轉讓文件須由轉讓人及承讓人雙方或其代表簽署（惟董事會在認爲適合之情況有權酌情豁免承讓人簽署轉讓文件）。
user: Please translate the following sentence from English to Chinese: (i) to act and to perform all the functions of a holding company in all its branches and to coordinate the policy and administration of any subsidiary company or companies wherever incorporated or carrying on business or of any group of companies of which the Company or any subsidiary company is a member or which are in any manner controlled directly or indirectly by the Company;

assistant: (i) 在其所有分公司從事及履行控股公司的一切功能，以及協調在註冊成立地點或進行業務地點的任何一家或以上的附屬公司或本公司或任何附屬公司爲當中成員公司或本公司以任何形式直接或間接控制的任何集團公司的政策及管理；
user: Please translate the following sentence from English to Chinese: Notwithstanding his attendance, he shall not vote or be counted towards the quorum in respect of such matters.

assistant: 即使該名董事出席會議，亦不得就該等事宜投票或計入法定人數。
user: Please translate the following sentence from English to Chinese: However, the Board of Directors may refuse to recognize any transfer documents without stating any reason unless the following conditions are met:

assistant: 但是除非符合下列條件，否則董事會可拒絕承認任何轉讓文件，並無需申述任何理由：
user: Please translate the following sentence from English to Chinese: 5. subject to section 96 to lend money to any employee or to any person having dealings with the company or with whom the company proposes to have dealings or to any other body corporate any of whose shares are held by the company;

assistant: 5. 在第96條規限下向任何僱員或任何正與公司進行交易或公司擬與其進行交易之人士或公司持有其任何股份之任何法人團體借出款項；
user: Please translate the following sentence from English to Chinese: (4) the right to transfer, bestow, or pledge the shares held according to laws and regulations and the Articles of Association of the Company;

assistant: (四) 依照法律、行政法規及本章程的規定轉讓、贈予或質押其所持有股份；
user: Please translate the following sentence from English to Chinese: The chairman of the board of directors exercises the following powers:

assistant: 董事長行使下列職權：
user: Please translate the following sentence from English to Chinese: Where any members of the liquidation team cause any loss to the Company or any creditor with intention or due to gross negligence, he/she shall be liable to make indemnification.

assistant: 清算組成員因故意或者重大過失給公司或者債權人造成損失的，應當承擔賠償責任。
user: Please translate the following sentence from English to Chinese: and (iv) the dividend (or that part of the dividend in respect of which a right of election has been accorded) shall not be payable in cash on shares in respect whereof the share election has been duly exercised (“the elected shares”) and in lieu thereof shares of the relevant class shall be allotted credited as fully paid up to the holders of the elected shares on the basis of allotment determined as aforesaid and for such purpose the Board shall capitalise and apply out of any part of the undivided profits of the Company (including profits carried and standing to the credit of any reserves or other special account, share premium account, capital redemption reserve other than the Subscription Rights Reserve) as the Board may determine, such sum as may be required to pay up in full the appropriate number of shares of the relevant class for allotment and distribution to and amongst the holders of the elected shares on such basis.

assistant: 及 (iv) 就被適當行使股份選項的股份（「行使選項股份」）而言，有關股息（或獲賦予選項權利的該部分股息）不得以現金支付，取而代之，須基於如上所述決定的配發基準向行使選項股份的持有人，以入賬列爲繳足方式，配發有關類別股份，而就此而言，董事會應把其決定的任何部分本公司未分利潤（包括撥入任何儲備或其他特別賬項作爲進賬的利潤、股份溢價賬、股本贖回儲備，但認購權儲備除外）撥充資本及予以運用，該筆款項可能須用於繳足該等向行使選項股份的持有人按此基準配發及分派的有關類別股份的適當股數。
user: Please translate the following sentence from English to Chinese: The Board or any committee of the Board may participate in a meeting of the Board or such committee by means of a conference telephone or similar communication equipment by means of which all persons participating in the meeting are capable of hearing each other.

assistant: 董事會或任何董事會委員會的成員可透過電話會議或所有與會人士能夠藉以互相聆聽的類似通訊設備，參與董事會或該委員會的會議。
user: Please translate the following sentence from English to Chinese: The Board may also without placing the same to reserve carry forward any profits which it may think prudent not to distribute.

assistant: 董事會亦可以不把該款項存放於儲備，而把其認爲審慎起見不應分派的任何利潤結轉。
user: Please translate the following sentence from English to Chinese: The decision making process through written resolutions will have a deadline after which failure to express opinions shall be regarded as abstention.

assistant: 通訊表決應規定表決的有效時限，在規定時限內未表達意見的監事，視爲棄權。
user: Please translate the following sentence from English to Chinese: The Board may do any of the matters aforesaid, either alone or in conjunction with any such other company as aforesaid. Any Director holding any such employment or office shall be entitled to participate in and retain for his own benefit any such donation, gratuity, pension, allowance or emolument. Capitalisation of Reserves 151.

assistant: 擔任任何該等職務或從事任何該等工作的任何董事應有權分享併爲其自身利益保留任何該等捐贈、酬勞、退休金、津貼或報酬。 儲備的資本化 151.
user: Please translate the following sentence from English to Chinese: 13. to supervise the performance of the external auditors, and review and monitor the independence and objectivity of the external auditors and the effectiveness of the audit procedure in accordance with applicable standards.

assistant: 13. 對外部審計機構的執業行爲進行監督，按適用的標準檢查並監督外部審計機構是否獨立客觀及審計程序是否有效。
user: Please translate the following sentence from English to Chinese: For the purpose of sealing documents creating or evidencing securities issued by the Company, the Company may have a securities seal which is a facsimile of the Seal of the Company with the addition of the word “Securities” on its face or in such other form as the Board may approve.

assistant: 就於本公司所發行證券的設立或證明文件上蓋章而言，本公司可設置一個證券鋼印，該證券鋼印爲本公司鋼印的複製本並另在其正面加上「證券」字樣或經董事會批准的其他格式。
user: Please translate the following sentence from English to Chinese: The Company may, from time to time, by ordinary resolution elect any person to be a Director either to fill a casual vacancy or as an addition to the Board.

assistant: 公司可不時以普通決議的形式補選或增選任何人士擔任董事。
user: Please translate the following sentence from English to Chinese: All Directors shall be natural persons.

assistant: 全體董事須爲自然人。
user: Please translate the following sentence from English to Chinese: 34. On the trial or hearing of any action or other proceedings for the recovery of any money due for any call, it shall be sufficient to prove that the name of the member sued is entered in the register as the holder, or one of the holders, of the shares in respect of which such debt accrued;

assistant: 34. 於有關收回任何到期的催繳股款的任何訴訟或其他法律程序的審訊或聆訊中，根據本章程細則，證明被起訴股東的名稱作爲有關應計負債股份的持有人或其中一位持有人記錄於股東名冊；
user: Please translate the following sentence from English to Chinese: Article 217 The internal audit system and duties of the audit team shall be Guidelines implemented upon obtaining the approval from the board of directors.

assistant: 第二百一十七條公司內部審計制度和審計人員的職責，應當《章程指引》 經董事會批准後實施。
user: Please translate the following sentence from English to Chinese: The approach and procedures for nomination of candidates for Directors and Supervisors are as follows:

assistant: 董事、監事提名的方式和程序爲：
user: Please translate the following sentence from English to Chinese: To grant pensions, allowances, gratuities and bonuses to employees or ex-employees of the Company or the dependents of such persons and to support, establish or subscribe to any charitable or other institutions, clubs, societies or funds or to any national or patriotic fund.

assistant: 發放退休金、津貼、酬金及紅利予本公司的僱員或前僱員或其家屬，並支持、成立、捐助任何慈善或其他機構、會所、社團或基金或任何國立或愛國基金。
user: Please translate the following sentence from English to Chinese: Article 213 The meetings of the Board of Supervisors shall be convened only if more than one-half of the total number of Supervisors attending the meetings.

assistant: 第二百一十三條監事會會議應由二分之一以上監事出席 方可舉行。
user: Please translate the following sentence from English to Chinese: (2) specify the date, time and venue of the meeting;

assistant: （二）列明會議的日期、時間、地點；
user: Please translate the following sentence from English to Chinese: (vii) if he shall be removed from office by an Ordinary Resolution of the Company under Article 111.

assistant: (vii) 根據細則第 111 條通過本公司普通決議案將其罷免。
user: Please translate the following sentence from English to Chinese: 2．if the shares being repurchased were issued at a premium, payment shall be made out of the distributable profits of the Company or the proceeds of a new issue of shares made for that purpose, provided that the amount paid out of the proceeds of the new issue shall not exceed the aggregate of premiums received by the Company on the issue of the shares repurchased or the current balance of the Company’s premium account (or capital reserve account) (including the premiums from the new issue);

assistant: 2、購回的股份是以高於面值的價格發行的，從公司的可分配利潤賬面餘額、爲購回舊股而發行的新股所得中減除； 但是從發行新股所得中減除的金額，不得超過購回的舊股發行時所得的溢價總額，也不得超過購回時公司溢價賬戶（或資本公積金賬戶）上的金額（包括髮行新股的溢價金額）；
user: Please translate the following sentence from English to Chinese: (3) granting shares as incentives to the employees of the Company;

assistant: （三）將股份獎勵給公司職工；
user: Please translate the following sentence from English to Chinese: The rights represented by any such certificate shall be in registered form and shall be transferable in whole or in part in units of one share in the like manner as the shares for the time being are transferable, and the Company shall make such arrangements in relation to the maintenance of a register therefor and other matters in relation thereto as the Board may think fit and adequate particulars thereof shall be made known to each relevant exercising warrantholder upon the issue of such certificate.

assistant: 任何有關證書所代表的權利須爲記名形式，並須可全部或部份以一股股份爲單位轉讓，方式與當時可轉讓的股份相同，而本公司須就存置有關證書的名冊作出董事會認爲適合的安排，以及辦理其他相關事宜，而於發出有關證書後，每名行使權利的相關認股權證持有人須獲提供有關該等證書的充足資料。
user: Please translate the following sentence from English to Chinese: (4) a company in which that Director, supervisor, president, general manager, deputy general manager and other senior management member, alone or jointly with one or more persons referred to in paragraphs (1), (2) and (3) above or other Directors, supervisors, president, general manager, deputy general manager and other senior management members of the Company have a de facto controlling interest;

assistant: (四) 由公司董事、監事、總裁、總經理、副總經理和其它高級管理人員在事實上單獨控制的公司，或者與本條(一)、(二)、(三)項所提及的人員或者公司其它董事、監事、總裁、總經理和其它高級管理人員在事實上共同控制的公司；
user: Please translate the following sentence from English to Chinese: (5) take charge of the Bank’s annual auditing, to prepare and submit subjective reports regarding the truthfulness, accuracy, completeness and timeliness of information in the audited financial statements to the Board of Directors for review;

assistant: （五）負責本行年度審計工作，並就審計後的財務報告信息的真實性、準確性、完善性和及時性作出判斷性報告，提交董事會審議；
user: Please translate the following sentence from English to Chinese: To such extent as the Board may from time to time determine in relation to any committee of the Board, the foregoing provisions of this paragraph shall also apply mutatis mutandis to any meeting of any such committee of which his appointor is a member.

assistant: 倘董事會不時就董事會的任何委員會如此決定，本段的上述條文亦應引伸適用於其委任人爲委員的任何上述委員會的任何會議。
user: Please translate the following sentence from English to Chinese: Except for such circumstances, the letter of resignation shall take effect when the same is served to the board of directors.

assistant: 除前述這情形外，董事辭職自辭職報告送達董事會時生效。
user: Please translate the following sentence from English to Chinese: In addition to those provided in the Company Law, a share certificate of the Company shall also contain any other items required to be specified by the stock exchange(s) on which the shares of the Company are listed.

assistant: 公司股票應當載明的事項，除《公司法》規定的外，還應當包括公司股票上市的證券交易所要求載明的其他事項。
user: Please translate the following sentence from English to Chinese: (1) Any corporation which is a Member may by resolution of its directors or other governing body authorise such person as it thinks fit to act as its representative at any meeting of the Company or at any meeting of any class of Members.

assistant: (1) 身爲股東的任何法團可透過其董事或其他管治機構的決議授權其認爲適合的人士擔任本公司任何大會或任何類別股東大會的代表。
user: Please translate the following sentence from English to Chinese: (e) the shares concerned are free of any lien in favour of the Company;

assistant: (e) 本公司不就相關的股份享有任何留置權；
user: Please translate the following sentence from English to Chinese: Where warrants are issued to bearer, no new warrant shall be issued to replace one that has been lost unless the Board is satisfied beyond reasonable doubt that the original has been destroyed and the Company has received an indemnity in such form as the Board shall think fit with regard to the issue of any such new warrant.

assistant: 若向持有人發行認股權證，則除非董事會在無合理疑點之情況下確信原有認股權證已被銷燬，而本公司已就發行任何新認股權證獲得董事會認爲適當形式之彌償保證，否則不得發行任何新認股權證以替代遺失之原有證書。
user: Please translate the following sentence from English to Chinese: 2. Registered Founding Date of the Corporation;

assistant: （2）公司登記成立日期；
user: Please translate the following sentence from English to Chinese: DIRECTORS’ FEES AND EXPENSES

assistant: 董事袍金及開支
user: Please translate the following sentence from English to Chinese: (4) not to deprive shareholders of their individual rights, including but not limited to rights of distribution and voting rights, except for a restructuring of the Company proposed at the general meeting for approval in accordance with the Articles of Association.

assistant: （四）不得剝奪股東的個人權益，包括（但不限於）分配權、表決權，但不包括根據公司章程提交股東大會通過的公司改組。
user: Please translate the following sentence from English to Chinese: (V) the provision of a loan by the Company within its scope of business and in the ordinary course of its business (provided that the net assets of the Company are not thereby reduced or that, to the extent that the assets are reduced, the financial assistance is paid out of the distributable profits of the Company);

assistant: （五）公司在其經營範圍內，爲其正常的業務活動提供貸款（但是不應當導致公司的淨資產減少，或者即使構成了減少，但該項財務資助是從公司的可分配利潤中支出的）；
user: Please translate the following sentence from English to Chinese: Article 53 Where the Company issues a replacement certificate pursuant to these Articles of Association, the name of a bona fide purchaser who obtains the aforementioned new share certificate or a shareholder who thereafter registers as the owner of such shares(in the case that he is a bona fide purchaser) shall not be removed from the register of shareholders.

assistant: 第五十三條公司根據本章程的規定補發新股票後，獲得前述新股票的善意購買者或者其後登記爲該股份的所有者的股東（如屬善意購買者），其姓名（名稱）均不得從股東名冊中刪除。
user: Please translate the following sentence from English to Chinese: For the purpose of the foregoing, the “relevant period” means the period commencing twelve years before the date of publication of the advertisement referred to in paragraph (c) of this Bye-law and ending at the expiry of the period referred to in that paragraph.

assistant: 就上文而言，「有關期間」指此條細則 (c)段所述刊登廣告之日前十二年起至該段所述屆滿期間止的期間。
user: Please translate the following sentence from English to Chinese: (5) The resident representative shall be entitled to have notice of, attend and be heard at all meetings of the Directors or of any committee of such Directors or general meetings of the Company.

assistant: (5) 常駐代表有權收取所有董事會會議或任何董事委員會或本公司股東大 會之通告、出席該等會議及耹聽該等會議。
user: Please translate the following sentence from English to Chinese: 5) matters which the independent non-executive directors believe may impair the rights and interests of minority shareholders;

assistant: （五）獨立非執行董事認爲可能損害中小股東權益的事項；
user: Please translate the following sentence from English to Chinese: (i) the giving of any security or indemnity either:

assistant: (i) 發出下列任何擔保或賠償保證：
user: Please translate the following sentence from English to Chinese: SHARE RIGHTS

assistant: 股份權利
user: Please translate the following sentence from English to Chinese: There are two types of shareholders’ general meeting: annual general meeting and extraordinary general meeting.

assistant: 股東大會分爲年度股東大會和臨時股東大會。
user: Please translate the following sentence from English to Chinese: The promoters of the Company are:

assistant: 公司的發起人爲：
user: Please translate the following sentence from English to Chinese: Notices of general meetings shall be served on all shareholders (whether or not entitled to vote thereat) by personal delivery or prepaid mail, and the address of the recipient shall be the address appearing on the register of shareholders.

assistant: 第六十九條股東大會通知應當向股東（不論在股東大會上是否有表決權）以專人送出或者以郵資已付的郵件送出，收件人地址以股東名冊登記的地址爲準。
user: Please translate the following sentence from English to Chinese: (g) to purchase or otherwise acquire, to sell, exchange, surrender, lease, mortgage, charge, convert, turn to account, dispose of and deal with real and personal property and rights of all kinds and, in particular, mortgages, debentures, produce, concessions, options, contracts, patents, annuities, licences, stocks, shares, bonds, policies, book debts, business concerns, undertakings, claims, privileges and choses in action of all kinds;

assistant: (g) 購買或以其他方式獲取、出售、交換、讓與、租賃、抵押、押記、兌換、利用、處置及處理動產和不動產及各種權利，尤其是，各種類型的抵押、公司債券、產出、特許、期權、合約、專利、年金、許可、股票、股份、債券、保險單、賬面債務、企業、產業、索賠、特權及訴訟產；
user: Please translate the following sentence from English to Chinese: The Board may from time to time appoint any one or more of its body to the office of Managing Director, Joint Managing Director, Deputy Managing Director or other Executive Director and/or such other office in the management of the business of the Company as it may decide for such period and upon such terms as it thinks fit and upon such terms as to remuneration as it may decide in accordance with Bye-law 96.

assistant: 董事會可不時委任其任何一名或多名成員於其認爲合適之有關期間按其認爲合適之有關條款及根據公司細則第96條可能釐定之有關薪酬條款擔任董事總經理、聯席董事總經理、副董事總經理或其他執行董事及╱或董事會可能決定之本公司業務管理層之其他有關職務。
user: Please translate the following sentence from English to Chinese: the Act and every other act of the Legislature of Bermuda for the time being in force applying to or affecting the Company, its memorandum of association and/or these Bye-laws.

assistant: 公司法及目前有效而適用於或可影響本公司其組 織章程大綱及／或本公司細則之百慕達立法機關
user: Please translate the following sentence from English to Chinese: (14) Consider and approve the matters related to the establishment of legal entities, the material external investment, material assets acquisition, material asset disposal and write-offs, mortgages on material assets, external guarantee and external donation:

assistant: （十四）審議批准設立法人機構、重大對外投資、重大資產購置、重大資產處置與覈銷、重大資產抵押、對外擔保、對外捐贈等事項：
user: Please translate the following sentence from English to Chinese: VARIATION OF RIGHTS

assistant: 修訂權利
user: Please translate the following sentence from English to Chinese: 29. The Directors may from time to time at their discretion extend the time fixed for any call, and may extend such time as to all or any of the members, whom from residence outside Hong Kong or other cause the Directors may deem entitled to any such extension but no member shall be entitled to any such extension except as a matter of grace and favour.

assistant: 29. 董事可不時酌情延遲任何催繳股款的支付時間，並可將延遲居於香港以外或有其他理由而董事視爲可獲得有關延遲繳款權的全部或任何股東，惟除非獲得寬限及優待，概無股東可獲得有關延期。