billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: Transfers of overseas listed foreign shares may be effected by the standard instrument of transfer specified by Hong Kong Stock Exchange.

assistant: 境外上市外資股股份轉讓可採用香港聯交所規定的標準過戶表格。
user: Please translate the following sentence from English to Chinese: The bylaws must not contradict the provisions of the Articles of Association.

assistant: 章程細則不得與章程的規定相牴觸。
user: Please translate the following sentence from English to Chinese: For the avoidance of doubt, where the Exchange is closed for business of dealing in securities in Hong Kong on a day by reason of a Number 8 or higher typhoon signal, black rainstorm warning or other similar event, such day shall for the purpose of these Articles be counted as a business day.

assistant: 爲免生疑慮，就本細則而言，聯交所因 8 號或更高級別的颱風信號、黑色暴雨警告或其他類似事件而停止於香港進行證券交易業務的日子應被視爲營業日。
user: Please translate the following sentence from English to Chinese: Article 89

assistant: 第八十九條
user: Please translate the following sentence from English to Chinese: (III) the amount paid-up or payable in respect of shares held by each shareholder;

assistant: (三)各股東所持股份已付或者應付的款項；
user: Please translate the following sentence from English to Chinese: “principal register” shall mean the register of members of the Company maintained at such place within or outside the Cayman Islands as the Board shall determine from time to time;

assistant: 「股東名冊總冊」指本公司股東名冊，存置於董事會不時釐定之開曼羣島境內或境外之地方；
user: Please translate the following sentence from English to Chinese: and (iii) if the transaction in question is:

assistant: 及 (iii) 如有關交易爲：
user: Please translate the following sentence from English to Chinese: The dividends paid by the Company shall be denominated and declared in RMB, and shall be paid to holders of domestic shares in RMB, paid to holders of H shares in Hong Kong dollar.

assistant: 公司的股利以人民幣宣派，對內資股以人民幣支付，對 H股股東以港幣支付。
user: Please translate the following sentence from English to Chinese: The result of the poll shall be deemed to be the resolution of the meeting at which the poll was demanded.

assistant: 表決的結果須當作是該以投票方式表決的要求被提出的會議上的決議。
user: Please translate the following sentence from English to Chinese: The Supervisors and the recorder, who attended the meeting, shall sign the minutes of that meeting.

assistant: 出席會議的監事和記錄人應當在會議記錄上簽名。
user: Please translate the following sentence from English to Chinese: In increasing the capital of the Company through an issue of new shares, the Company shall, after obtaining approvals in accordance with the requirements of the Articles of Association, implement the same in accordance with the procedures prescribed by relevant laws and administrative regulations.

assistant: 公司增資發行新股，按照本章程的規定批准後，根據國家有關法律、行政法規規定的程序辦理。
user: Please translate the following sentence from English to Chinese: 11 (a) All unissued Shares and other securities of the Company shall be at the disposal of the Board and it may offer, allot (with or without conferring a right of renunciation), grant options over or otherwise dispose of them to such persons, at such times, for such consideration and generally on such terms (subject to Article 9) as it in its absolute discretion thinks fit, but so that no Shares shall be issued at a discount.

assistant: 11 (a) 所有本公司未予發行之股份及其他證券須由董事會處置，且董事會可全權酌情決定，按其認爲合適的時間、代價及條款（受本細則第 9 條所規限）向其認爲合適之人士提呈發售、配發（連帶或不連帶放棄的權利）股份、授予股份購股權或以其他方式處置股份，但股份不得以折讓價發行。
user: Please translate the following sentence from English to Chinese: The Board may accept the surrender of any share liable to be forfeited hereunder and, in such case, references in these Articles to forfeiture will include surrender.

assistant: 董事會可接受任何須予沒收股份之交回，及在此情況下，細則中有關沒收的 提述將包括交回。
user: Please translate the following sentence from English to Chinese: The Company can, upon the approval of the securities regulator of the State Council, offer shares to domestic investors and overseas investors.

assistant: 經國務院證券主管機構批准，公司可以向境內投資人和境外投資人發行股票。
user: Please translate the following sentence from English to Chinese: Article 140 Directors shall comply with the laws, administrative regulations and these Articles of Association, and shall fulfill obligations to the Company as follows:

assistant: 第一百四十條董事應當遵守法律、行政法規和本章程，對公司負有下列忠實義務：
user: Please translate the following sentence from English to Chinese: (2) Approve directors and supervisors (for the interests of themselves or others) to deprive the Company property in any form whatsoever, including (but not limited to) any opportunity in favor of the Company;

assistant: (2) 批准董事、監事（爲自己或者他人利益）以任何形式剝奪公司財產，包括（但不限於）任何對公司有利的機會；
user: Please translate the following sentence from English to Chinese: A shareholder who is the holder of two or more shares may appoint more than one proxy to attend and vote on the same occasion provided that, if more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.

assistant: 持有兩股或以上股份的股東可委任一名以上代表代其出席有關大會及於同一大會中投票。 惟倘委派超過一名受委代表，有關委任文件必須註明各受委代表所代表之股份數目及類別。
user: Please translate the following sentence from English to Chinese: 24. The net proceeds of the sale shall be received by the Company and applied in or towards payment or discharge of the debt or liability in respect of which the lien exists, so far as the same is presently payable, and any residue shall (subject to a like lien for debts or liabilities not presently payable as existed upon the share prior to the sale) be paid to the person entitled to the share at the time of the sale.

assistant: 24. 出售所得收益由本公司收取並用作繳付或解除涉及留置權而現時應繳付之債務或負債，至於任何餘款，須付予於出售當時有權持有股份之人士，惟須受涉及非現時應付債務或負債而在出售前已存在之類似股份留置權所規限。
user: Please translate the following sentence from English to Chinese: The liquidator may, with the like authority, vest any part of the assets in trustees upon such trusts for the benefit of the Members as the liquidator with the like authority shall think fit, and the liquidation of the Company may be closed and the Company dissolved, but so that no contributory shall be compelled to accept any shares or other property in respect of which there is a liability.

assistant: 經過類似授權的清盤人可將資產的任何部分以其認爲對股東有利的方式委託給受託人，結束公司清算並解散公司，但是不得強迫分擔人接受任何有債務的股份或其他財產。
user: Please translate the following sentence from English to Chinese: \n- 22 - meeting or on a poll demanded at a meeting or an adjourned meeting in cases where the meeting was originally held within twelve (12) months from such date. Delivery of an instrument appointing a proxy shall not preclude a Member from attending and voting in person at the meeting convened and in such event, the instrument appointing a proxy shall be deemed to be revoked.

assistant: \n- 22 - 就於簽署日期起計十二（12）個月內舉行之原有大會之相關續會或於會上或續會上要求進行之投票表決而言，有關文據仍屬有效。 交回委任受委代表之文據後，股東仍可親身出席召開之大會並於會上投票，在該情況下，委任受委代表之文據須視爲已遭撤銷。
user: Please translate the following sentence from English to Chinese: The tenure of a Director shall commence from the date of the passing of the resolution in the shareholders’ general meeting until the end of the tenure of the existing Board.

assistant: 董事任期從股東大會決議通過之日起計算，至本屆董事會任期屆滿時爲止。
user: Please translate the following sentence from English to Chinese: If a resolution passed by the board of directors is in violation of the law, statutory regulations or the Articles of Association so as to result in the Company incurring serious losses, those directors who participated in making those resolutions shall bear liability for compensation towards the Company.

assistant: 董事會的決議違反法律、行政法規或者本章程，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 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 Directors may think fit and adequate particulars thereof shall be made known to each relevant exercising warrantholder upon the issue of such certificate.

assistant: 任何該等證書所代表的權利須爲記名方式，並可按當時可轉讓的股份的相同方式以一股股份爲單位全部或部分轉讓，而本公司須就存置登記冊以及董事認爲適當的其他事宜作出有關安排，並於發出上述證書時通知每名行使認股權證持有人有關的適當資料。
user: Please translate the following sentence from English to Chinese: Article 183 The general manager’s term of appointment is 3 years. The general manager can be reappointed.

assistant: 第一百八十三條總經理每屆任期三年，連聘可以連任。
user: Please translate the following sentence from English to Chinese: 28. to do any of the things authorized by this subsection and all things authorized by its memorandum as principals, agents, contractors, trustees or otherwise, and either alone or in conjunction with others;

assistant: 28. 以當事人、代理、承包商、受託人或其他身份，作出本分條授權之任何事項及其章程大綱授權之所有事項，無論單獨或與其他人士共同作出；
user: Please translate the following sentence from English to Chinese: (iii) if he absents himself from the meetings of the Directors during a continuous period of six months, without special leave of absence from the Directors, and his alternate Director (if any) shall not during such period have attended in his stead, and the Directors pass a resolution that he has by reason of such absence vacated his office;

assistant: (iii) 倘其在未經董事批給特別休假下，在連續六個月期間內缺席董事會議，而其替任董事（如有）並無在該期間內代其出席，以及董事通過其因上述缺席而離任的決議案；
user: Please translate the following sentence from English to Chinese: (a) in the case of an individual, his or her present first name, surname and address;

assistant: (a) 如爲個人，其現在的全名和地址；
user: Please translate the following sentence from English to Chinese: The share certificates shall be signed by the legal representative of the Company.

assistant: 股票由法定代表人簽署。
user: Please translate the following sentence from English to Chinese: If he elects to have another person registered he shall execute a transfer of the share in favour of that person.

assistant: 倘其選擇他人登記，則須以該人士爲受益人執行股份轉讓。
user: Please translate the following sentence from English to Chinese: The Company may sell the shares held by a holder of overseas listed foreign shares who is untraceable in such ways as the board of directors thinks fit, provided that the following conditions shall be complied with:

assistant: 公司有權按董事會認爲適當的方式出售未能聯絡的境外上市外資股股東的股票，但必須遵守以下的條件：
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本公司該等股份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: Such remuneration shall be in addition to his remuneration as a Director.

assistant: 該等酬金應附加於董事酬金內。
user: Please translate the following sentence from English to Chinese: (3) a person who, when acting alone or in concert with others, holds 30% or more of the issued shares of the Company;

assistant: （三）該人單獨或者與他人一致行動時，持有公司發行在外百分之三十以上（含百分之三十）的股份；
user: Please translate the following sentence from English to Chinese: Article 244 The notice of a meeting of the Board of Supervisors shall contain the following contents:

assistant: 第二百四十四條監事會會議通知包括以下內容：
user: Please translate the following sentence from English to Chinese: Unless a poll is duly demanded and the demand is not withdrawn, a declaration by the chairman that a resolution has been carried, or carried unanimously, or by a particular majority, or not carried by a particular majority, or lost, and an entry to that effect made in the minute book of the Company, shall be conclusive evidence of the facts without proof of the number or proportion of the votes recorded for or against the resolution.

assistant: 除非已正式提出以投票方式表決的要求且該要求未被撤回，否則如主席宣佈決議案已獲通過或一致通過或以特定多數通過或未以特定多數通過或未獲通過，並將其計入本公司會議紀 錄冊內，即爲有關事實的確證，而毋須證明贊成或反對決議案的票數或比例。
user: Please translate the following sentence from English to Chinese: Any committee so formed shall, in the exercise of the powers, authorities and discretions so delegated, conform to any regulations which may be imposed on it by the Board.

assistant: 按上文所述組成的委員會在行使所獲授的權力、授權及酌情權時，須符合董事會施加的任何規例。
user: Please translate the following sentence from English to Chinese: Unless otherwise stated, “shares”, “stocks”, “share capital” and “shareholders” mentioned in Chapter 4 to Chapter 10 herein refer to ordinary shares, ordinary stocks, ordinary share capital and ordinary shareholders respectively.

assistant: 除另有說明外，本章程第四章至第十章所稱「股份」、「股票」、「股本」、「股東」，分別指普通股股份、普通股股票、普通股股本、普通股股東。
user: Please translate the following sentence from English to Chinese: Such remuneration shall be in addition to his ordinary remuneration as a Director.

assistant: 有關酬金可作爲董事酬金以外的報酬。
user: Please translate the following sentence from English to Chinese: Payment of the portion in excess of the face value shall be effected in the following manner:

assistant: 高出面值的部分，按照下述辦法辦理：
user: Please translate the following sentence from English to Chinese: (l) dock owners, wharfingers, warehousemen;

assistant: (l) 碼頭擁有人、碼頭管理人、倉庫管理人；
user: Please translate the following sentence from English to Chinese: (2) Subject to the Law, the Company’s Memorandum and Articles of Association and, where applicable, the rules of any Designated Stock Exchange and/or any competent regulatory authority, any power of the Company to purchase or otherwise acquire its own shares shall be exercisable by the Board in such manner, upon such terms and subject to such conditions as it thinks fit.

assistant: (2) 在法例、本公司的組織章程大綱及細則及（倘適用）任何指定證券交易所及╱或任何具司法管轄權的機構的規則規限下，本公司購買或以其他方式購入其本身股份的任何權力應由董事會按其認爲適當的方式根據其認爲適當的條款及條件行使。
user: Please translate the following sentence from English to Chinese: (i) dispose of Share Stapled Units and/or Convertible Instruments not subscribed by allottees under provisional letters of allotment or their renouncees by means of excess application forms, in which case such Share Stapled Units and/or Convertible Instruments must be available for subscription by all Registered Holders of Share Stapled Units (provided that the Trustee-Manager and the Company acting jointly may, after making enquiry regarding the applicable law in any applicable jurisdiction other than Hong Kong, in their absolute discretion, elect to exclude those Registered Holders of Share Stapled Units whose addresses are outside Hong Kong if the Trustee-Manager and the Company jointly consider such exclusion to be necessary or expedient on account either of the legal restrictions or requirements of the regulatory bodies or stock exchanges in such jurisdiction(s)) and allocated on a fair basis;

assistant: (i) 出售未獲承配人根據暫定分配通知書或其放棄人通過額外申請表格方式認購的股份合訂單位及╱或可換股工具，在此情況下，有關股份合訂單位及╱或可換股工具必須供全體股份合訂單位登記持有人（惟託管人－經理及本公司共同於就香港以外任何適用司法權區適用法律作出查詢後，可按其絕對酌情權，在託管人－經理及本公司共同認爲有關豁除基於有關司法權區的法律限制或監管機構或證券交易所規定而屬必要或恰當的情況下，選擇豁除該等地址位於香港以外地區的股份合訂單位登記持有人）認購，並按公平基準分配；
user: Please translate the following sentence from English to Chinese: (f) references to any act, ordinance, statute or statutory provision shall be interpreted as relating to any statutory modification or re-enactment thereof for the time being in force;

assistant: (f) 對任何法例、條例、法規或法定條文的提述應詮釋爲有關當時有效之任何法定修改或重訂；
user: Please translate the following sentence from English to Chinese: Article 137 The term of office of independent directors shall be three (3) years.

assistant: 第一百三十七條獨立董事任期三年。
user: Please translate the following sentence from English to Chinese: Shanghai Dazhong Public Utilities (Group) Co., Ltd. Articles of Association (Amended in 2017) –1–

assistant: 上海大衆公用事業（集團）股份有限公司章程 （2017 年修訂） –1–
user: Please translate the following sentence from English to Chinese: Each shareholder of the Bank shall be entitled to obtain the financial report mentioned in these Articles of Association.

assistant: 本行的每個股東都有權得到本章中所提及的財務報告。
user: Please translate the following sentence from English to Chinese: The Board may delegate to any regional or local board, manager or agent any of the powers, authorities and discretions

assistant: 區性或地方性董事會、經理或代理轉授董事會獲賦予或可行使之任何權力、授權及酌情權
user: Please translate the following sentence from English to Chinese: Article 260 The accounting firm engaged by the Bank shall have the following rights:

assistant: 第二百六十條經本行聘用的會計師事務所享有下列權利：
user: Please translate the following sentence from English to Chinese: If the secretary appointed is a corporation or other body, it may act and sign by the hand of any one or more of its directors or officers duly authorised.

assistant: 若被委任之祕書爲公司或其他機構，則其任何一位或多位被正式授權的董事或高級職員可代表該法團或機構執行職務或簽署。
user: Please translate the following sentence from English to Chinese: (3) If any disputes or claims prescribed in clause (1) above are referred to arbitration, the laws of the People’s Republic of China shall apply, save as otherwise provided in laws and regulations.

assistant: （三）以仲裁方式解決因（一）項所述爭議或者權利主張，適用中華人民共和國的法律； 但法律、行政法規另有規定的除外。
user: Please translate the following sentence from English to Chinese: Before making up the losses and allocating the statutory common reserve fund, the Company shall not allocate the dividends or carry out other allocations by way of bonus.

assistant: 公司未彌補虧損和提取法定公積金之前，不得分配股利或以紅利形式進行其 他分配。
user: Please translate the following sentence from English to Chinese: If the notice contains a representation referred to in subparagraph 2 above, a copy of such statement shall be placed at the Company’s registered office for shareholders’ inspection.

assistant: 如果通知載有前款第2項提及的陳述，公司應當將該陳述的副本備置於公司，供股東查閱。
user: Please translate the following sentence from English to Chinese: (i) a resolution shall be an ordinary resolution when it has been passed by a simple majority of votes cast by such Members as, being entitled so to do, vote in person or, in the case of any Member being a corporation, by its duly authorised representative or, where proxies are allowed, by proxy at a general meeting of which not less than fourteen (14) clear days’ Notice has been duly given;

assistant: (i) 倘決議案由不少於有權親身或（倘成員爲法團）以其正式授權代表或（倘容許委任代表）由委任代表出席經正式發出不少於十四（14）整天通告而舉行之股東大會並於會上投票之成員以過半數票數通過，則該決議案將爲普通決議案；
user: Please translate the following sentence from English to Chinese: (ii) tax in arrears;

assistant: (ii)所欠稅款；
user: Please translate the following sentence from English to Chinese: (4) To monitor whether or not the business performance of the Company has achieved its pre-set objectives and express opinions at relevant meetings.

assistant: （四）仔細檢查公司的經營業績是否達到既定的目標，並在相關會 議上發表意見。
user: Please translate the following sentence from English to Chinese: (ii) words importing any gender shall include every gender and words importing persons shall include partnerships, firms, companies and corporations;

assistant: (ii) 指示性別的詞語包含所有性別，表示人士的詞語包含合夥經營、商號、公司及法團；
user: Please translate the following sentence from English to Chinese: (iii) the right of election may be exercised in respect of the whole or part of that portion of the dividend in respect of which the right of election has been accorded;

assistant: (iii) 選擇權利可就獲給予選擇權利的股息部份而全部或部份行使；
user: Please translate the following sentence from English to Chinese: The notice shall be inclusive of the day on which it is served or deemed to be served and of the day for which it is given, and shall specify the time, place, and agenda of the meeting, particulars of the resolutions to be considered at the meeting and in the case of special business (as defined in Article 13.1) the general nature of that business.

assistant: 有關通知應包括送達或視作送達之日及其授予之日及通告應載有送達或視作送達通告和發出通告的日期，且通告須列明大會舉行的時間、地點和議程，以及在會議上考慮的決議案詳情，若有特別事項（定義見細則第 13.1 條），則還須列明其大概性質。
user: Please translate the following sentence from English to Chinese: (1) To consider and approve the increase or reduction of the registered capital of the Company;

assistant: （一）審議批准增加或者減少公司註冊資本；
user: Please translate the following sentence from English to Chinese: Management 112.

assistant: 管理權 112.
user: Please translate the following sentence from English to Chinese: Article 185 The Company shall formulate its own financial and Article 130 of the accounting system in accordance with the relevant requirements of laws, Mandatory Provisions administrative regulations and the PRC accounting standards formulated by the finance regulatory department of the State Council.

assistant: 第一百八十五條公司依照法律、行政法規和國務院財政主管部門制《必備條款》第一百三 定的中國會計準則的規定，制定本公司的財務會計制度。
user: Please translate the following sentence from English to Chinese: (10) to exercise certain powers of the board of directors within the mandate of the board of directors when the board of directors is not in session;

assistant: （十）在董事會閉會期間，在董事會授權範圍內代行董事會部分職權；
user: Please translate the following sentence from English to Chinese: Article 308 After completion of the Bank’s liquidation, the liquidation committee shall compile a liquidation report, a statement on income and expenditures during the liquidation and financial account books, which shall be filed with the shareholders general meeting and the banking regulatory authority of the State Council for confirmation after they are certified by certified public accountants of China.

assistant: 第三百零八條本行清算結束後，清算組應當製作清算報告以及清算期內收支報表和財務賬冊，經中國註冊會計師驗證後，報股東大會和國務院銀行業監督管理機構確認。
user: Please translate the following sentence from English to Chinese: and (c) unless the contrary is stated therein, shall be valid as well for any adjournment of the meeting as for the meeting to which it relates.

assistant: 及 (c) 除非其中另有規定，否則除就該委任代表文書所涉及的會議有效外，就該會議的任何延會亦應有效。
user: Please translate the following sentence from English to Chinese: (d) sub-divide its shares, or any of them, into shares of smaller amount than is fixed by the Company’s Memorandum of Association (subject, nevertheless, to the Law), and may by such resolution determine that, as between the holders of the shares resulting from such sub-division, one or more of the shares may have any such preferred, deferred or other rights or be subject to any such restrictions as compared with the other or others as the Company has power to attach to unissued or new shares;

assistant: (d) 將其全部或部份股份細分爲面值少於組織章程大綱規定的面值的股份（不得違反法例的規定），而有關細分股份的決議可決定分拆產生的股份持有人之間，其中一股或更多股份可較其他股份有優先權利、遞延權利或其他權利或限制，而該等優先權利、遞延權利或其他權利或限制爲本公司可附加於未發行或新股者；
user: Please translate the following sentence from English to Chinese: When more than a quarter of the Directors or more than two (2) of the external Directors consider the information as inadequate or the proof inaccurate, they may jointly propose to postpone the Board meeting, or to postpone discussion on some of the items listed in the agenda, and the Board of Directors shall accept.

assistant: 當四分之一以上董事或 2 名以上外部董事認爲決議事項的資料不夠充分或論證不明確時，可以聯名提出緩開董事會或緩議董事會所議部分事項，董事會應予採納。
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 re-enactment thereof for the time being in force.

assistant: 及任何法規或法定條文的提述應解釋爲有關當時有效的法規或法定條文的任何法定修改或重新立法。
user: Please translate the following sentence from English to Chinese: The notice of meeting shall include the date, place, duration, issues and agenda of the meeting, and the date of the notice.

assistant: 監事會會議通知包括以下內容： 舉行會議的日期、地點、會議日期、事由及議題以及發出通知的日期。
user: Please translate the following sentence from English to Chinese: (4) any other form of financial assistance given by the Company when the Company is insolvent or has no net assets or when its net assets would thereby be reduced to a material extent.

assistant: （四）公司在無力償還債務、沒有淨資產或者將會導致淨資產大幅度減少的情形下，以任何其他方式提供的財務資助。
user: Please translate the following sentence from English to Chinese: After the Company purchases its own shares according to the provisions of the said paragraph, it shall, under the circumstance as mentioned in sub-paragraph (1), cancel them within 10 days after the purchase;

assistant: 公司依照該款規定收購本公司股份後，屬於第(一)項情形的，應當自收購之日起十日內註銷；