billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: (X) To engage or dismiss the general manager and the secretary of the Board of Directors; and, upon the recommendation of the general manager, to engage or dismiss the deputy general manager, chief financial officer and other senior management personnel of the Company, and to decide upon matters concerning their remuneration, rewards and punishment;

assistant: （十）聘任或者解聘公司總經理、董事會祕書，根據總經理的提名，聘任或者 解聘公司副總經理、財務總監和其他高級管理人員，決定其報酬事項和獎懲事項；
user: Please translate the following sentence from English to Chinese: The proxy form shall contain a statement that in the absence of instructions by the shareholder the proxy may vote at his/her will.

assistant: 委託書應當註明如果股東不作指示，股東代理人可以按自己的意思表決。
user: Please translate the following sentence from English to Chinese: 16. to borrow or raise or secure the payment of money in such manner as the company may think fit;

assistant: 16. 以公司認爲適當的方式借入款項或籌措款項或保證支付款項；
user: Please translate the following sentence from English to Chinese: (i) ships and aircraft owners, managers, operators, agents, builders and repairers;

assistant: (i) 船舶及飛機之擁有者、管理商、營運商、代理商、建造商及維修商；
user: Please translate the following sentence from English to Chinese: (C) The Directors may do all acts and things considered necessary or expedient to give effect to any capitalisation pursuant to the provisions of paragraph (A) of this bye-law with full power to the Directors to make such provisions as they think fit in the case of shares becoming distributable in fractions (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).

assistant: (C) 董事會可作出一切必要或適宜之行爲及事宜，以根據本細則第(A)段之規定實施任何撥充資本事宜，並可在可分派零碎股份之情況下，全權作出其認爲合適之規定（該等規定包括據此把全部或部分零碎權益合計及出售並將所得款項淨額分派予享有權益者，或不理會零碎權益或將零碎權益上計或下計至完整數額，或據此零碎權益之利益歸於本公司而非有關股東）。
user: Please translate the following sentence from English to Chinese: No change may be made to the register of shareholders as a result of a transfer of shares within thirty (30) days prior to the date of a shareholders' general meeting or within five (5) days before the record date for the Company's distribution of dividends.

assistant: 股東大會召開前 30 日內或者公司決定分配股利的基準日前 5 日內，不得進行因股份轉讓而發生的股東名冊的變更登記。
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 cases references in these Articles to forfeiture shall include surrender.

assistant: 董事會可接納任何退還股份爲沒收的股份，且在該等情況下本細則凡 提述的沒收須包括退還。
user: Please translate the following sentence from English to Chinese: Subject to the rights of persons, if any, entitled to shares with special rights as to dividend, all dividends shall be declared and paid according to the amounts paid or credited as paid up on the shares in respect whereof the dividend is paid, but no amount paid up or credited as paid up on a share in advance of calls shall be treated for the purposes of this Article as paid up on the share.

assistant: 股息按繳足股本比例支付 在享有附有收取股息特別權利的股份持有人（如有）的權利所規限下，一切股息將按有關股份之繳足或入賬列爲繳足款項宣派及支付，惟按本條而言，在催繳前繳足或入賬列爲繳足之款項，不會視爲股份的實繳股款。
user: Please translate the following sentence from English to Chinese: The Board may grant special remuneration to any Director who, being called upon, shall perform any special or extra services to or at the request of the Company.

assistant: 倘任何董事應本公司的要求執行任何特別或額外服務，則可獲董事會授予之特別酬金。
user: Please translate the following sentence from English to Chinese: Article 21  When the Company convenes general meeting, it shall engage legal counsel to provide legal opinions on the following issues and make announcement:

assistant: 第二十一條公司召開股東大會時，聘請律師對以下問題出具法律意見並公告：
user: Please translate the following sentence from English to Chinese: The financial statements of the Company shall be prepared in MP134 accordance with the PRC accounting standards and regulations as well as the international accounting standards or the accounting standards of the overseas listing place.

assistant: 公司的財務報表除應當按中國會計準則及法規編制外，還應當按國際或境外上市地會計準則編制。
user: Please translate the following sentence from English to Chinese: This Article does not apply to the circumstances as set out in Article 38 of this chapter.

assistant: 本條規定不適用於本章第三十八條所述的情形。
user: Please translate the following sentence from English to Chinese: The general manager, while exercising their functions and powers, shall act honestly and diligently in accordance with the laws, administrative regulations and these Articles of Association.

assistant: 公司總經理在行使職權時，應當根據法律、行政法規和本章程的規定，履行誠信和勤勉的義務。
user: Please translate the following sentence from English to Chinese: 4.19 To lend and advance moneys or give credit to such persons and on such terms as may be thought fit and to guarantee or stand surety for the obligations of any third party whether such third party is related to the Company or otherwise and whether or not such guarantee or surety is to provide any benefits to the Company and for that purpose to mortgage or charge the Company's undertaking, property and uncalled capital or any part thereof, on such terms and conditions as may be thought expedient in support of any such obligations binding on the Company whether contingent or otherwise.

assistant: 4.19 向可能認爲合適的條款向有關人士貸款及墊款或提供信貸，以及不論任何第三方是否與本公司有關，且不論擔保或保證能否爲本公司提供任何利益，就有關第三方的債務作出擔保或保證，並就此目的以認爲有利的條款及條件抵押或押記本公司的承諾、財產及未催繳股本或當中任何部分，作爲對本公司具有約束力的任何有關債務（不論或然債務或其他債務）的支持。
user: Please translate the following sentence from English to Chinese: (1) have the same right as the shareholder to speak at the meeting;

assistant: （一）該股東在股東大會上的發言權；
user: Please translate the following sentence from English to Chinese: 3. The absolute value of the net profit or loss of the asset to be purchased (according to the audited financial report of the previous year) is below 50% of the absolute value of the Company’s audited net profit or loss in the preceding year;

assistant: 3、被收購資產相關的淨利潤或虧損的絕對值（按上一年度經審計的財務報告）佔公司經審計的上一年度淨利潤或虧損絕對值的 50％以下；
user: Please translate the following sentence from English to Chinese: Chapter 12 Company Manager Article 12.01 The Company shall have one manager who shall be appointed or dismissed by the Board of Directors.

assistant: 第十二章公司經理 第 12.01 條公司設經理一名，由董事會聘任或者解聘。
user: Please translate the following sentence from English to Chinese: (4) special expenses of the Board and the Chairman;

assistant: （四）董事會和董事長的特別費用；
user: Please translate the following sentence from English to Chinese: (i) any contract or arrangement for the giving of any security or indemnity to the Director or his close associate(s) (and if required by the Listing Rules, his other associate(s)) in respect of money lent or obligations incurred or undertaken by him or any of his close associate(s) (and if required by the Listing Rules, his other associate(s)) at the request of or for the benefit of the Company or any of its subsidiaries;

assistant: (i) 就董事或其任何緊密聯繫人（倘上市規則規定，則爲彼其他聯繫人）按本公司或其任何附屬公司要求，或爲其利益所借出款項或產生或承擔負債，給予彼或其緊密聯繫人（倘上市規則規定，則爲彼其他聯繫人）任何抵押或彌償保證所訂立之任何合約或安排；
user: Please translate the following sentence from English to Chinese: (7) such other matters provided by the laws, administrative regulations, Hong Kong Listing Rules or the Articles of Association and be considered by the general meeting by way of an ordinary resolution to be of a nature which may have a material impact on the Company and shall be adopted by a special resolution.

assistant: （七）法律、行政法規、《香港上市規則》或公司章程規定的，以及股東大會以普通決議通過認爲會對公司產生重大影響的、需要以特別決議通過的其他事項。
user: Please translate the following sentence from English to Chinese: (2) the General Manager shall instruct relevant departments of the Company to organize the materials and formulate a draft proposal;

assistant: （二）總經理責成有關公司職能部門組織材料，形成草案；
user: Please translate the following sentence from English to Chinese: A resolution in writing signed by all the Directors except such as are temporarily unable to act through ill-health or disability, and all the alternate Directors, if appropriate, whose appointors are temporarily unable to act as aforesaid shall (provided that such number is sufficient to constitute a quorum and further provided that a copy of such resolution has been given or the contents thereof communicated to all the Directors for the time being entitled to receive notices of Board meetings in the same manner as notices of meetings are required to be given by these Articles) be as valid and effectual as if a resolution had been passed at a meeting of the Board duly convened and held.

assistant: 由全體董事（因健康欠佳或身體殘障暫時未能行事者除外）及所有替任董事（如適用，其委任人如上所述暫時未能行事）簽署之書面決議，將猶如在正式召開及舉行之董事會會議上通過之決議般具有同等效力及作用，惟有關人數須足以構成法定人數及已按照該等細則規定之會議通告方式向當時有權收取董事會會議通告之全體董事發出有關決議複本或已獲知其內容。
user: Please translate the following sentence from English to Chinese: (o) developing, operating, advising or acting as technical consultants to any other enterprise or business;

assistant: (o) 發展與經營任何其他公司或企業、向該等公司或企業提供意見或擔任其技術顧問；
user: Please translate the following sentence from English to Chinese: Article 101 The Board shall keep minutes of its decisions on the matters considered at its meetings. The Directors attending a meeting and the person taking minutes shall sign the minutes of that meeting.

assistant: 第一百零一條董事會應當對會議所議事項的決定作成會議記錄，出席會議的董事和記錄員應當在會議記錄上簽名。
user: Please translate the following sentence from English to Chinese: If he elects to become the holder he shall notify the Company in writing either at the Registration Office or Office, as the case may be, to that effect.

assistant: 倘彼選擇成爲持有人，彼須以書面通知登記處或辦事處（視情況而定）以知會本公司。
user: Please translate the following sentence from English to Chinese: for a corporate shareholder, the proxy must be affixed with the common seal or signed by its legal representative or Director or attorney duly authorized in writing.

assistant: 委託人爲法人或其他機構的，應當加蓋法人印章或者由其法定代表人或董事或者正式委任的代理人簽署。
user: Please translate the following sentence from English to Chinese: The said acquirer of shares in the Company includes a person who directly or indirectly incurs any obligations due to the acquisition of shares in the Company.

assistant: 前述購買公司股份的人士，包括因購買公司股份而直接或者間接承擔義務的人。
user: Please translate the following sentence from English to Chinese: (3) The provision of this Bye-law as to the establishment and maintenance of the Subscription Rights Reserve shall not be altered or added to in any way which would vary or abrogate, or which would have the effect of varying or abrogating the provisions for the benefit of any warrantholder or class of warrantholders under this Bye-law without the sanction of a special resolution of such warrantholders or class of warrantholders.

assistant: (3) 未經該等認股權證持有人或類別認股權證持有人之特別決議案批准，本條細則有關成立及維持認購權儲備之規定不得以任何方式修改或增訂以致將會更改或撤銷或具有效力更改或撤銷本條細則下與該等認股權證持有人或該類別認股權證持有人利益有關之規定。
user: Please translate the following sentence from English to Chinese: (3) to approve the expropriation by a director or supervisor (for his own benefit or for the benefit of another person) of the individual rights of other shareholders, including (without limitation) rights to distributions and voting rights (save pursuant to a restructuring which has been submitted for approval by the shareholders in a general meeting in accordance with these Articles of Association).

assistant: （三）批准董事、監事（爲自己或者他人利益）剝奪其他股東的個人股益，包括（但不限於）任何分配權、表決權，但不包括根據本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: (iv) Any Director may continue to be or become a director, managing director, joint managing director, deputy managing director, executive director, manager or other officer or member of any other company in which the Company may be interested and (unless otherwise agreed) no such Director shall be accountable for any remuneration or other benefits received by him as a director, managing director, joint managing director, deputy managing director, executive director, manager or other officer or member of any such other company.

assistant: (iv) 任何董事可繼續擔任或出任本公司擁有權益之任何其他公司之董事、董事總經理、聯席董事總經理、副董事總經理、執行董事、經理或其他高級人員或股東，而（除非另有協定）該等董事毋須交代其因出任任何該等其他公司之董事、董事總經理、聯席董事總經理、副董事總經理、執行董事、經理或其他高級人員或股東而收取之任何酬金或其他福利。
user: Please translate the following sentence from English to Chinese: New shares

assistant: 新股被視
user: Please translate the following sentence from English to Chinese: (a) if served or delivered by post, shall where appropriate be sent by airmail and shall be deemed to have been served or delivered on the day following that on which the envelope containing the same, properly prepaid and addressed, is put into the post;

assistant: (a) 倘以郵遞方式送達或交付，在適當情況下應以空郵寄送，載有通知的信封應適當預付郵資及註明地址，並視爲於投郵之日的翌日送達或交付。
user: Please translate the following sentence from English to Chinese: (D) Subject, where applicable, to the rules of any relevant stock exchange, the Company, a subsidiary of the Company or holding company or a subsidiary of the Company's holding company may make loans to persons (including, notwithstanding Section 96 of the Companies Act, any such bona fide employee or former employee who is or was also a director) employed in good faith by the Company with a view to enabling those persons to acquire fully or partly paid shares in the Company or its holding company to be held by them by way of beneficial ownership.

assistant: (D) 在任何有關證券交易所的規則（如適用）的規限下，本公司可向本公司、本公司的附屬公司或控股公司按誠信所僱用的人士（受公司法第 96 條的規限下包括作爲董事或曾經作爲董事的任何該等真誠僱員或前僱員），作出貸款，以協助此等人士購買本公司或其控股公司的繳足股款及非繳足股款的股份而以實益所有權方式持有該等股份。
user: Please translate the following sentence from English to Chinese: (1) The Board may establish or concur or join with other companies (being subsidiary companies of the Company or companies with which it is associated in business) in establishing and making contributions out of the Company’s moneys to any schemes or funds for providing pensions, sickness or compassionate allowances, life assurance or other benefits for employees (which expression as used in this and the following paragraph shall include any Director or ex-Director who may hold or have held any executive office or any office of profit under the Company or any of its subsidiary companies) and ex-employees of the Company and their dependants or any class or classes of such person.

assistant: (1) 董事會可成立或夥同或聯同其他公司（本公司之附屬公司或在業務上有聯設立僱員計劃或系之公司）成立及自本公司之資金中撥款至任何爲本公司僱員（此詞彙在本段及下一段基金使用時包括任何在本公司或其任何附屬公司擔任或曾擔任行政職位或有酬職位之董事或前董事）及前僱員及其家屬或任何一個或以上類別之該等人士提供退休金、疾病或恩恤津貼、人壽保險或其他福利之計劃或基金。
user: Please translate the following sentence from English to Chinese: (3) Where the Company does not have a quorum of Directors ordinarily resident in Bermuda, the Company shall in accordance with the Act appoint and maintain a resident representative ordinarily resident in Bermuda and the resident representative shall maintain an office in Bermuda and comply with the provisions of the Act.

assistant: (3) 倘本公司並無原居駐百慕達之董事法定人數時，本公司須根據公司法委任並設有一名居駐於百慕達之居駐代表，且該居駐代表須在百慕達設有辦事處並遵守公司法條文之規定。
user: Please translate the following sentence from English to Chinese: Where the Board of Directors shall not agree to hold an extraordinary general meeting or give no feedback within ten days of its receipt of such motion, the Board of Directors shall be deemed to be incapable of discharging or failure to discharge its duty of holding a general meeting, the Supervisory Committee shall call and preside over such meeting on its own.

assistant: 董事會不同意召開臨時股東大會，或者在收到提案後十日內未作出反饋的，視爲董事會不能履行或者不履行召集股東大會會議職責，監事會可以自行召集和主持。
user: Please translate the following sentence from English to Chinese: The Company shall have independent non-executive directors.

assistant: 公司設獨立非執行董事。
user: Please translate the following sentence from English to Chinese: The special committees set up under the board of directors include without limitation: Strategic Development Committee, Audit Committee, Risk Policy Committee, Personnel and Remuneration Committee, and Connected Transactions Control Committee, etc.

assistant: 本行董事會設立戰略發展委員會、稽覈委員會、風險政策委員會、人事和薪酬委員會、關聯交易控制委員會等專業委員會。
user: Please translate the following sentence from English to Chinese: or (c) by a Member or Members present in person or in the case of a Member being a corporation by its duly authorised representative or by proxy and representing not less than one-tenth of the total voting rights of all Members having the right to vote at the meeting;

assistant: 或 (c) 當時有權親自或（如股東爲公司）由其正式授權代表或受委代表出席 並代表不少於全部有權於大會上投票之股東總投票權十分之一的一位或以上股東；
user: Please translate the following sentence from English to Chinese: The Company shall notify all creditors within 10 days after adoption of the division resolution and shall make at least three announcements in newspapers within 30 days.

assistant: 公司應當自作出分立決議之日起 10 日內通知債權人，並於 30 日內在報紙上至少公告 3 次。
user: Please translate the following sentence from English to Chinese: 35.4 On the Exchange Date, any and all certificates issued in respect of the Preference Shares shall cease to be valid and the Preference Shares shall confer no further rights.

assistant: 35.4 於交換日期，就優先股發行的任何及所有證書不再有效，且優先股不再賦予任何進一步權利。
user: Please translate the following sentence from English to Chinese: The president must guarantee authenticity of the report.

assistant: 總裁必須保證該報告的真實性。
user: Please translate the following sentence from English to Chinese: Every member upon whom a call is made shall pay the amount of every call so made on him to the person and at the time or times and place or places as the Board shall specify.

assistant: 凡受催繳之股東須按董事會指定之時間和地點（一處或多處）支付每筆催繳款項。
user: Please translate the following sentence from English to Chinese: (iv) if he becomes prohibited by law from acting as a Director;

assistant: (iv) 法律禁止其作爲一名董事行事；
user: Please translate the following sentence from English to Chinese: shall mean the Code on Takeovers and Mergers issued by the Securities and Futures Commission of Hong Kong as amended from time to time.

assistant: 經不時修訂並由香港證券及期貨事務監察委員會發出的《收購及合併守則》。
user: Please translate the following sentence from English to Chinese: (ii) subject matters and proposals;

assistant: （二）事由及議題；
user: Please translate the following sentence from English to Chinese: (5) the lending of money by the Company within its scope of operations in the ordinary course of its business, provided that the Company's net assets are not thereby reduced or, to the extent that those assets are thereby reduced, the financial assistance is provided out of the distributable profits of the Company;

assistant: (五) 公司在其經營範圍內, 爲其正常業務活動提供貸款(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 125 The directors bear the fiduciary duty and duty of diligence to the Bank and all the shareholders, and shall perform the authority conferred by the Bank in the manner of prudence, earnest and diligence, and ensure that:

assistant: 第一百二十五條董事對本行及全體股東負有誠信與勤勉義務，應當謹慎、認真、勤勉地行使本行所賦予的權利，並保證：
user: Please translate the following sentence from English to Chinese: (3) Without prejudice to the general powers conferred by these Bye-laws it is hereby expressly declared that the Board shall have the following powers:

assistant: (3) 在不影響細則所賦予一般權力的原則下，謹此明確聲明董事會擁有以下權力：
user: Please translate the following sentence from English to Chinese: Section 4 Functions and Powers of the Board of Directors Article 137 The Board shall be accountable to the shareholders’ general meeting and exercises the following powers according to the law:

assistant: 第四節董事會的職權第一百三十七條董事會對股東大會負責，依法行使下列職權：
user: Please translate the following sentence from English to Chinese: (xi) to restructure the Company where the proposed restructuring results in different classes of shareholders bearing a disproportionate burden of such proposed restructuring;

assistant: （十一）公司改組方案會構成不同類別股東在改組中不按比例地承擔責任；
user: Please translate the following sentence from English to Chinese: (24) to decide on other major matters and administrative affairs other than those specified in the laws, administrative regulations, regulations of the competent authorities and this Articles of Association to be decided by the shareholders’ general meeting and sign other important agreements;

assistant: (二十四) 決定除法律、行政法規、主管部門規章、本公司股票上市地上市規則和本公司章程規定應由本公司股東大會決議案的事項外的重大事項和行政事務，以及簽訂其他重要協議；
user: Please translate the following sentence from English to Chinese: (1) The Company shall cause to be kept in one or more books at its Office a Register of Directors and Officers in which there shall be entered the full names and addresses of the Directors and Officers and such other particulars as required by the Law or as the Directors may determine.

assistant: (1) 本公司須促使在其辦事處的一本或以上簿冊中保存董事及高級人員登記冊，當中須登錄董事及高級人員的全名及地址以及法例規定或董事決定的其他資料。
user: Please translate the following sentence from English to Chinese: Indemnity 182.

assistant: 彌償保證 182.
user: Please translate the following sentence from English to Chinese: or (b) the adoption, modification or operation of a pension fund or retirement, death or disability benefits scheme which relates both to Directors or his associate(s) and employees of the Company or any of its subsidiaries and does not provide in respect of any Director, or his associate(s), as such any privilege or advantage not generally accorded to the class of persons to which such scheme or fund relates.

assistant: 或(b)本公司或其任何附屬公司的董事、其聯繫人及僱員皆牽涉在內的退休基金或退休、死亡或傷殘福利計劃的採納、修改或運作，而有關退休基金或退休、死亡或傷殘福利計劃乃並不提供任何董事或其聯繫人一般不賦予與該計劃或基金相關的同類別人士一樣的任何特權者。
user: Please translate the following sentence from English to Chinese: (1) Any issue of new shares by the Company to the public (including issue of Overseas Listed Foreign Invested Shares or other equity securities), issue of convertible debentures, placing of shares to existing shareholders (except those for which the controlling shareholders have undertaken to fully subscribe in cash before the shareholders’ general meeting is convened);

assistant: （一）公司向社會公衆增發新股（含發行境外上市外資股或 其他股份性質的權證）、發行可轉換公司債券、向原有股東配售股份（但控股股東在會議召開前承諾全額現金認購的除外）；
user: Please translate the following sentence from English to Chinese: When the Chief executive is unable to perform his or her duties, the deputy chief executive shall exercise and perform, in compliance with proper procedure, the powers and duties concerned.

assistant: 副總裁協助總裁工作，在總裁不能履行職權時，由副總裁依序代爲行使職權。
user: Please translate the following sentence from English to Chinese: (xx) 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: (xx) 以購買或其他方式持有、出售、處置及處理位於百慕達境外的土地財產，以及位於任何地方的各類非土地財產。
user: Please translate the following sentence from English to Chinese: 6. to examine and approve the annual financial budgets and final accounts of the Company;

assistant: 6、審議批准公司的年度財務預算方案、決算方案；
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 in general meetings;

assistant: （一）負責召集股東大會，並向股東大會報告工作； （二）執行股東大會的決議；
user: Please translate the following sentence from English to Chinese: (4) to report on the work of the Board of Supervisors to the shareholders’general meeting;

assistant: （四）代表監事會向股東大會報告工作；
user: Please translate the following sentence from English to Chinese: (b) determining the Members entitled to receive notice of and to vote at any general meeting of the Company.

assistant: (b) 釐定成員有權接受本公司任何股東大會之通知書及在本公司任何股東大會上投票表決之日期。
user: Please translate the following sentence from English to Chinese: Such authorization shall be clear and specific.

assistant: 授權的內容應當明確、具體。
user: Please translate the following sentence from English to Chinese: A written notice placed on the Company’s website or the website of the Designated Stock Exchange, is deemed given by the Company to a shareholder on the day following that on which a notice of availability is deemed served on the shareholder;

assistant: 在本公司或指定證券交易所之網站發佈之書面通告，於登載通知視作送達股東日期翌日視爲已由本公司向股東發出；
user: Please translate the following sentence from English to Chinese: (g) save as aforesaid words and expressions defined in the Statutes shall bear the same meanings in these Bye-laws if not inconsistent with the subject in the context save that "company" shall where the context permits include any company incorporated in Bermuda or elsewhere;

assistant: (g) 除上述者外，規程中所界定詞彙及詞句於此等公司細則中具有相同涵義（倘無與內容的主題不符），惟如文義許可，「公司」包括任何於百慕達或其他地方註冊成立的公司；