billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: (1) Any Notice or other document delivered or sent by post to or left at the registered address of any Member in pursuance of these Articles shall, notwithstanding that such Member is then dead or bankrupt or that any other event has occurred, and whether or not the Company has notice of the death or bankruptcy or other event, be deemed to have been duly served or delivered in respect of any share registered in the name of such Member as sole or joint holder unless his name shall, at the time of the service or delivery of the notice or document, have been removed from the Register as the holder of the share, and such service or delivery shall for all purposes be deemed a sufficient service or delivery of such Notice or document on all persons interested (whether jointly with or as claiming through or under him) in the share.

assistant: (1) 依據此等細則交付或郵寄或留置於股東登記地址的任何通告或其他文件，儘管該股東當時已身故或破產或已發生任何其他事件，及不論本公司是否獲得該身故或破產或其他事件的通告，均視作已就以該股東作爲單獨或聯名持有人名義登記的任何股份妥爲送達或交付（除非於送達或交付通告或文件之時其姓名已從登記冊刪除不作股份持有人），且該送達或交付就所有目的而言，均視作已向所有擁有股份權益（不論共同或透過該股東申索）的人士充份送達或交付該通告或文件。
user: Please translate the following sentence from English to Chinese: (5) A vacancy on the Board created by the removal of a Director under the provisions of subparagraph (4) above may be filled by the election or appointment by the Members at the meeting at which such Director is removed to hold office until the next appointment of Directors or until their successors are elected or appointed or, in the absence of such election or appointment such general meeting may authorise the Board to fill any vacancy in the number left unfilled.

assistant: (5) 根據上文第(4)分段之規定罷免董事而產生之董事會空缺，可由股東於有關罷免董事之大會上以推選或委任方式填補，任期直至下一次董事委任或其繼任人獲選出或委任爲止，或倘無作出上述選舉或委任，則有關股東大會可授權董事會填補尚未填補之任何空缺。
user: Please translate the following sentence from English to Chinese: On a poll a member entitled to more than one vote is under no obligation to cast all his votes in the same way.

assistant: 於按股數投票時，有權投超過一票之股東並無必要以同一方式投出全部票數。
user: Please translate the following sentence from English to Chinese: The minutes shall be filed with the Company and kept by the Secretary of the Board.

assistant: 公司檔案由董事會祕書保存。
user: Please translate the following sentence from English to Chinese: The board of supervisors shall have the right to request the board of directors or the internal audit department to give explanations if it has any doubt about the audit result submitted by the internal audit department.

assistant: 監事會對內部審計部門報送的審計結果有疑問時， 有權要求董事會或內部審計部門做出解釋。
user: Please translate the following sentence from English to Chinese: (1) Where the General Meeting of Shareholders considers matters relating to a connected transaction, the connected shareholders shall not participate in the vote;

assistant: （一）股東大會審議有關關聯交易事項時，有關聯關係的股東應當迴避；
user: Please translate the following sentence from English to Chinese: (d) If, in the opinion of the Board, any Dividend or other distribution in respect of Shares or any other payment to be made by the Company to any Shareholder is of such a small amount as to make payment to that Shareholder in the relevant currency impracticable or unduly expensive either for the Company or the Shareholder then such Dividend or other distribution or other payment may, at the absolute discretion of the Board, be, if this be practicable, converted at such rate of exchange as the Board may determine and paid or made in the currency of the country of the relevant Shareholder (as indicated by the address of such Shareholder on the Register).

assistant: (d) 如董事會認爲本公司就有關股份或任何其他款項向任何股東支付的任何股息或其他分派，因其款額小，且對本公司或該股東而言若以有關貨幣單位支付均爲不切實可行或過於昂貴，則該等股息或其他分派或其他款項可由董事會全權酌情決定（如爲實際可行的情況，則按董事會決定的匯率方可兌換）按有關股東的所在國家之貨幣單位繳付或發出（按該股東在登記冊上所列出的地址而定）。
user: Please translate the following sentence from English to Chinese: The statement of income and expenditure and the balance sheet provided for by these Bye-laws shall be examined by the Auditor and compared by him with the books, accounts and vouchers relating thereto; and he shall make a written report thereon stating whether such statement and balance sheet are drawn up so as to present fairly the financial position of the Company and the results of its operations for the period under review and, in case information shall have been called for from Directors or officers of the Company, whether the same has been furnished and has been satisfactory.

assistant: 本公司細則規定之收支表及資產負債表須由核數師審查，並與相關簿冊、賬目及會計憑證比較，核數師並須就此編制書面報告，說明所制定之報表及資產負債表，是否公平地呈述回顧期間內本公司之財務狀況及經營業績，在請求董事或本公司高級人員提供資料之情況下，說明是否獲提供資料及資料是否符合需要。
user: Please translate the following sentence from English to Chinese: (I) To abide by laws, administrative regulations and the Articles of Association;

assistant: （一）遵守法律、行政法規和公司章程；
user: Please translate the following sentence from English to Chinese: (4) it shall provide shareholders with all necessary information and explanation in connection with the matters to be discussed for them to make informed decisions.

assistant: （四） 向股東提供爲使股東對將討論的事項作出決定所需要的資料及解釋；
user: Please translate the following sentence from English to Chinese: The remuneration of the accounting firm appointed by the Board shall be determined by the Board.

assistant: 由董事會聘任的會計師事務所的報酬，由董事會確定。
user: Please translate the following sentence from English to Chinese: and if necessary, may employ the professional organs including the accounting firm and the legal firm to assist in its work;

assistant: 必要時，可以聘請會計師事務所、 律師事務所等專業機構協助其工作；
user: Please translate the following sentence from English to Chinese: For the purposes of this Bye-law, a general Notice to the Board by a Director to the effect that:

assistant: 就本細則而言，董事向董事會提交一般通知表明：
user: Please translate the following sentence from English to Chinese: (8) specify the time and place for lodging proxy forms for the relevant meeting.

assistant: （八）載明會議投票代理委託書的送達時間和地點。
user: Please translate the following sentence from English to Chinese: The following resolutions have been embodied into this copy of the memorandum and articles of association:

assistant: 本組織章程大鋼及組織章程細則已包含以下決議案：
user: Please translate the following sentence from English to Chinese: The Company’s lien (if any) on a share shall extend to all dividends and bonuses declared in respect thereof.

assistant: 公司對股份的留置權（如有）將延伸至該等股份的一切股息及紅利。
user: Please translate the following sentence from English to Chinese: transaction of any business specified in such requisition;

assistant: 以處理有關要求中指明的任何事項；
user: Please translate the following sentence from English to Chinese: In any other case it shall stand adjourned to the same day in the next week at the same time and place or to such time and place as the Board may determine.

assistant: 否則，該會議將押後至下一個星期同一日於同一時間及地點，或按董事會決定的時間及地點舉行。
user: Please translate the following sentence from English to Chinese: (3) a period of less than 3 years has elapsed since the completion of the liquidation of any company or enterprise which was insolvent and where the person acted as a director or factory manager, manager of such company or enterprise and was personally liable for such insolvency;

assistant: （三）擔任破產清算的公司、企業的董事或者廠長、經理，對該公司、企業的破產負有個人責任的，自該公司、企業破產清算完結之日起未逾 3 年；
user: Please translate the following sentence from English to Chinese: A Shareholder of unsound mind or in respect of whom an order has been made by any court having jurisdiction in lunacy may vote, whether on a show of hands or on a poll, by his committee or receiver, or other person in the nature of a committee or receiver appointed by that court, and any such committee, receiver or other person may vote on a poll by proxy. Evidence to the satisfaction of the Board of the authority of the person claiming to exercise the right to vote shall be delivered to such place or one of such places (if any) as is specified in accordance with these Articles for the deposit of instruments of proxy or, if no place is specified, at the Registration Office, not later than the latest time at which an instrument of proxy must, if it is to be valid for the meeting, be delivered.

assistant: 精神不健全的股東，或任何對精神病案件有管轄權的法院已就其發出命令的股東，可在舉手或投票表決中，由其監管人或接管人，或由法庭指定的具有監管人或接管人性質的其他人士代爲表決，且該等監管人或接管人或其他人士可委派代表在投票表決時投票。 令董事會信納該人士有權要求行使表決權利的證明須不遲於遞交代表委任書（倘該文件在大會中亦有效）最後送遞期限前送交至依據本章程細則就存放代表委任書所指明的地點或（如有）其中一個地點，或如無指明地點，則送交至過戶登記處。
user: Please translate the following sentence from English to Chinese: 63 as to exercise or control the exercise of 30 per cent. (or such other amount as may from time to time be specified in the HK Code on Takeovers and Mergers as being the level for triggering a mandatory general offer) or more of the voting power at general meetings, or to control the composition of a majority of the board of directors and any other company which is its subsidiary or holding company or a fellow subsidiary of any such holding company;

assistant: 63 中各自的權益除外）行使或控制行使30%（或根據《香港收購及合併守則》不時指定爲觸發強制性全面收購水平的其他數量）或以上的股東大會投票權，或控制董事會的大多數組成，及作爲其附屬公司或控股公司的任何其他公司或任何有關控股公司的同系附屬公司；
user: Please translate the following sentence from English to Chinese: The Company is a joint stock limited company of perpetual existence.

assistant: 公司爲永久存續的股份有限公司。
user: Please translate the following sentence from English to Chinese: (1) Balance sheet;

assistant: （1）資產負債表；
user: Please translate the following sentence from English to Chinese: In proving such service it shall be sufficient to prove that the letter, envelope or wrapper containing the notice or document was properly addressed and put into the post as prepaid mail. Any notice or document not sent by post but left by the Company at a registered address shall be deemed to have been served or delivered on the day it was so left. Any notice or document, if sent by electronic means (including through any relevant system), shall be deemed to have been given on the day following that on which the electronic communication was sent by or on behalf of the Company.

assistant: 任何並非郵寄但已由本公司送交登記地址的通知或文件，將視爲於送交當日已送交。 任何以電子方式（包括透過任何相關係統）送交的通知或文件，將視爲於本公司或代表本公司寄發電子通訊的翌日發出。
user: Please translate the following sentence from English to Chinese: a duly registered holder from time to time of the shares in the capital of the Company.

assistant: 不時經正式登記的本公司股本持有人。
user: Please translate the following sentence from English to Chinese: (10) to regularly report the performance of Directors and senior management at shareholders’ general meetings;

assistant: （十）定期向股東大會報告董事、高級管理人員的履職情況；
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.

assistant: 投票表決的結果須視爲大會上通過的決議案。
user: Please translate the following sentence from English to Chinese: (2) date of registration and establishment of the Company;

assistant: （二）公司登記成立的日期；
user: Please translate the following sentence from English to Chinese: Such meeting shall be held within two Months after the deposit of such requisition.

assistant: 有關會議須在存放該請求書後2個月內召開。
user: Please translate the following sentence from English to Chinese: (i) it shall be determined at such meeting to reduce the number of Directors;

assistant: (i) 於大會上決定削減董事人數；
user: Please translate the following sentence from English to Chinese: Nanjing University has subscribed for 20,000,000 shares (sub-divided into 200,000,000 shares) , representing 28.57% of the total number of issuable ordinary shares of the Company at the time of its incorporation. Jiangsu Zongyi Company Limited has subscribed for 16,000,000 shares (sub-divided into 160,000,000 shares) , representing 22.86% of the total number of issuable ordinary shares of the Company at the time of its incorporation.

assistant: 南京大學認購 20,000,000 股(拆細爲 200,000,000 股)，佔公司成立時可發行普通股總數的 28.57%。 江蘇綜藝股份有限公司認購 16,000,000 股(拆細爲 160,000,000 股)，佔公司成立時可發行普通股總數的 22.86%。
user: Please translate the following sentence from English to Chinese: To every such separate general meeting the provisions of these Articles relating to general meetings shall mutatis mutandis apply, provided that:

assistant: 本章程細則中關於股東大會的規定在作出必要修訂後適用於上述另行召開的股東大會，惟：
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. 爲任何人士籌集及協助籌集資金，並透過紅利、貸款、承諾、背書、擔保或其他方式協助任何人士，並就任何人士履行或達成任何合約或責任提供保證，特別是就任何人士支付債務責任之本金及利息提供保證；
user: Please translate the following sentence from English to Chinese: (2) (a) The shares allotted pursuant to the provisions of paragraph (1) of this Article shall rank pari passu in all respects with shares of the same class (if any) then in issue save only as regards participation in the relevant dividend or in any other distributions, bonuses or rights paid, made, declared or announced prior to or contemporaneously with the payment or declaration of the relevant dividend unless, contemporaneously with the announcement by the Board of their proposal to apply the provisions of sub-paragraph (a) or (b) of paragraph (2) of this Article in relation to the relevant dividend or contemporaneously with their announcement of the distribution, bonus or rights in question, the Board shall specify that the shares to be allotted pursuant to the provisions of paragraph (1) of this Article shall rank for participation in such distribution, bonus or rights.

assistant: (2) (a) 根據本條細則第(1)段的條文配發的股份在各方面均與當其時已發行的同類別股份（如有）享有同等權益，惟僅就分享有關股息，或分享派付或宣派有關股息之前或與之同時派付、作出、宣派或公佈的任何其他分派、紅利或權利除外； 除非當董事局宣佈其擬就有關股息應用本條細則第(2)段第(a)或(b)分段的條文時，或當董事局宣佈有關分派、紅利或權利時，董事局訂明根據本條細則第(1)段的條文將予配發的股份有權分享該分派、紅利或權利。
user: Please translate the following sentence from English to Chinese: (2) Directors may participate in any meeting of the Board by means of a conference telephone or other communications equipment through which all persons participating in the meeting can communicate with each other simultaneously and instantaneously and, for the purpose of counting a quorum, such participation shall constitute presence at a meeting as if those participating were present in person.

assistant: (2) 董事可通過電話會議方式或所有參與會議人士能夠同時及即時彼此互通訊息的其他通訊設備參與任何董事會會議，就計算法定人數而言，以上述方式參 與應構成出席會議，如同該等參與人親身出席。
user: Please translate the following sentence from English to Chinese: payment of liquidation expenses, salaries of the employees and social security expenses and statutory compensation, payment of outstanding taxes, and payment of the Company’s liabilities.

assistant: 在分別支付清算費用、職工的工資、社會保險費用和法定補償金，繳納所欠稅款，清償公司債務。
user: Please translate the following sentence from English to Chinese: (I) Increase or reduction of the Company share capital and issuance of any category of stocks, warrants or other similar securities;

assistant: （一）公司增、減股本和發行任何種類股票、認股證和其他類似證券；
user: Please translate the following sentence from English to Chinese: (b) act by himself or his firm in a professional capacity for the Company (otherwise than as Auditor) and he or his firm may be remunerated for professional services as if he were not a Director;

assistant: (b) 以本身或其商號之專業身份爲本公司服務（核數師除外）及彼或彼之商號可有權就專業服務獲發酬勞，猶如其並非爲董事；
user: Please translate the following sentence from English to Chinese: has the meanings attributed to them in the rules of the Designated Stock Exchange.

assistant: 指具指定證券交易所規則所賦予的涵義。
user: Please translate the following sentence from English to Chinese: In the event that the Board of Directors shall not agree to hold any extraordinary general meeting, it shall state its reason(s) and publish an announcement thereof.

assistant: 董事會不同意召開臨時股東大會的，應說明理由並公告。
user: Please translate the following sentence from English to Chinese: (I) time, place, agenda and name of the convener of the meeting;

assistant: （一）會議時間、地點、議程和召集人姓名或名稱；
user: Please translate the following sentence from English to Chinese: (a) determining the Members entitled to receive any dividend, distribution, allotment or issue and such record date may be on, or at any time not more than thirty (30) days before or after, any date on which such dividend, distribution, allotment or issue is declared, paid or made;

assistant: (a) 確定股東有權接收任何股息、分派、分配或發行的記錄日期，而該記錄日期可爲宣派、派發或作出該等股息、分派、分配或發行的任何日期，或在此日期前後不超過三十(30)日的任何時間；
user: Please translate the following sentence from English to Chinese: (9) Not to use their connections to hurt the interests of the Company;

assistant: (九)不得利用其關聯關係損害公司利益；
user: Please translate the following sentence from English to Chinese: (3) The Members may, at any general meeting convened and held in accordance with these Bye-laws, 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: (3) 股東可在覈數師任期屆滿前隨時於根據本公司細則召開及舉行之任何股東大會上透過特別決議案罷免該核數師，並於同一股東大會以普通決議案委任另一核數師代替出任餘下任期。
user: Please translate the following sentence from English to Chinese: Newspapers:

assistant: 報章：
user: Please translate the following sentence from English to Chinese: A Director, officer or employee of any such Director, officer or employee shall not be appointed Auditors of the Company.

assistant: 任何該等董事、高級人員或該董事、高級人員或僱員的僱員不得獲委任爲本公司的核數師。
user: Please translate the following sentence from English to Chinese: (2) Remunerations as directors, supervisors or senior management of subsidiaries of the Company;

assistant: （二）作爲公司的子公司的董事、監事或者高級管理人員的報酬；
user: Please translate the following sentence from English to Chinese: The person so authorised shall be entitled to exercise the same powers on behalf of such corporation as the corporation could exercise if it were an individual Member and such corporation shall for the purposes of these Articles be deemed to be present in person at any such meeting if a person so authorised is present thereat.

assistant: 如此獲授權人士有權代表法團行使就如法團爲個別股東時可行使的同等權力，且就本細則而言，若如此獲授權人士出席上述任何大會，則須視爲該法團親自出席。
user: Please translate the following sentence from English to Chinese: PAGE 47

assistant: 第 47 頁
user: Please translate the following sentence from English to Chinese: (7) to examine and approve the profit distribution plans and loss recovery plans of the Company;

assistant: （七）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: (t) to acquire by purchase or otherwise hold, sell, dispose of and deal in real property situated outside Bermuda and in personal property of all kinds wheresoever situated.

assistant: (t) 透過購買或以其他方式取得及持有、出售、處置及買賣位於百慕達以外之土地財產以及不論位於任何地方之各類非土地財產。
user: Please translate the following sentence from English to Chinese: (2) name of the chairman of the meeting and the present directors, supervisors, managers and other senior management staff;

assistant: （二）會議主席以及出席或列席會議的董事、監事、總經理和 其他高級管理人員姓名；
user: Please translate the following sentence from English to Chinese: (3) Dismissal, remunerations and payment methods with respect to the members of the Board of Directors and the board of Supervisors;

assistant: (3) 董事會和監事會成員的罷免及其報酬和支付方法；
user: Please translate the following sentence from English to Chinese: (1) Natural person shareholders:

assistant: （一）個人股東：
user: Please translate the following sentence from English to Chinese: The Company may sue shareholders in accordance with its Articles of Association. Shareholders may sue shareholders in accordance with the Articles of Association of the Company.

assistant: 公司也可以依據本章程起訴股東； 股東可以依據本章程起訴股東；
user: Please translate the following sentence from English to Chinese: Unless a poll be so demanded and not withdrawn, a declaration by the Chairman that a resolution has on a show of hands been carried or carried unanimously, or by a particular majority, or lost, and an entry to that effect in the book containing the minutes of the proceedings of the Company shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favour or against such resolution.

assistant: 除非要求以投票方式表決，且未有撤回有關要求，否則，主席宣佈以舉手方式表決通過或一致通過，或獲特別大多數通過，或否決決議案，並就此記錄於本公司會議紀錄爲有關事實的最終憑證，而毋須提供所記錄有關贊成或反對該決議案的票數或比例作爲證據。
user: Please translate the following sentence from English to Chinese: However, when the Company exercises the aforesaid rights, it shall not infringe or revoke the rights of any class shareholders.

assistant: 但是，公司行使上述權利時，不應損害或廢除任何類別股東的權利。
user: Please translate the following sentence from English to Chinese: (2) All acts done by any such committee in conformity with such regulations, and in fulfilment of the purposes for which it was appointed, but not otherwise, shall have like force and effect as if done by the Board, and the Board shall have power, with the consent of the Company in general meeting, to remunerate the members of any such committee, and charge such remuneration to the current expenses of the Company.

assistant: (2) 該等委員會在符合該等規例下就履行其獲委任的目的（但非其他目的）而作出的所有行爲，應猶如董事會所作出般具有同等效力及作用，董事會經本公司股東大會同意下有權向該等委員會的成員支付酬金，以及把該等酬金列爲本公司的經常開支。
user: Please translate the following sentence from English to Chinese: and (iv) the Company has notified the stock exchange in the Relevant Territory of its intention to effect such sale.

assistant: 及 (iv) 本公司已通知相關地區的證券交易所其出售有關股份的意向。
user: Please translate the following sentence from English to Chinese: A Director, officer or employee of any such Director, officer or employee shall not be appointed Auditors of the Company.

assistant: 董事、高級職員或任何有關董事、高級職員或僱員的僱員不得獲委任爲本公司的核數師。
user: Please translate the following sentence from English to Chinese: Register of Directors and Officers.

assistant: 董事和高級人員名冊。
user: Please translate the following sentence from English to Chinese: For this purpose, the Company shall maintain a register of Preference Shareholders in Bermuda and a branch register of Preference Shareholders in Hong Kong.

assistant: 就此而言，本公司須在百慕達存置優先股股東之股東名冊及在香港存置優先股股東之股東名冊分冊。
user: Please translate the following sentence from English to Chinese: (2) the class and number of shares held by each shareholder;

assistant: （二）各股東所持股份的類別及其數量；
user: Please translate the following sentence from English to Chinese: “announcement” shall include the releases of an announcement to the press or the delivery or transmission by telephone, telex or otherwise of an announcement to the Relevant Stock Exchange and “date of announcement” shall mean the date on which the announcement is first so released, delivered or transmitted;

assistant: 「公佈」包括於報章刊登之公佈或以電話、電報或其他方式向有關證券交易所交付或傳送之公佈，而「公佈日期」指首次刊登、交付或傳送公佈之日期；
user: Please translate the following sentence from English to Chinese: (5) reviewing the following matters related to external investment which are subject to the approval of the Board:

assistant: （五）審覈須經董事會批准的以下對外投資相關事項：
user: Please translate the following sentence from English to Chinese: Where the profit distributed in cash as decided by the Board is lower than 20% of the current year’s distributable profit attributable to the Shareholders of the parent company as stated in the consolidated financial statements (whichever is lower under China Accounting Standard for Business Enterprises and International Financial Reporting Standards), the Board will formulate a dividend distribution proposal to be submitted to the general meeting of the Company for approval. The Company shall make internet voting available to the Shareholders.

assistant: 當董事會決議以現金方式分配的利潤低於合併報表口徑歸屬於母公司股東的當年可供分配利潤（以中國企業會計準則和國際財務報告準則下的金額孰低者爲準）的20%，並形成利潤分配方案提交公司股東大會審議時，公司需爲股東提供網絡投票方式。
user: Please translate the following sentence from English to Chinese: Article 173 The meeting of a supervisory committee shall be held at least once every six months, which shall be convened and preside over by the chairman of the supervisory committee.

assistant: 第一百七十三條監事會每 6 個月至少召開一次會議，由監事會主席負責召集。
user: Please translate the following sentence from English to Chinese: 19. The Company shall not be bound to register more than four persons as joint holders of any share.

assistant: 19. 本公司無須爲任何股份登記四名以上的聯名持有人。
user: Please translate the following sentence from English to Chinese: Mandatory Provisions Article 2

assistant: 《必備條款》第二條