billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: (2) A Director shall (in the absence of some other material interest than is indicated below) be entitled to vote (and be counted in the quorum) in respect of any resolution including:

assistant: (2) 董事（除下列權益外並無持有其他重大權益者）有權就包括下列事項的任何決議案進行投票（並被計入會議法定人數內）：
user: Please translate the following sentence from English to Chinese: (4) the deliberations on each proposal, the main points of each speaker’s statements in resect of therof, and the poll result;

assistant: （四）對每一提案的審議經過、發言要點和表決結果；
user: Please translate the following sentence from English to Chinese: Directors present in the meeting shall have the right to add explanatory descriptions to his/her representations at the meeting in the minutes.

assistant: 出席會議的董事有權要求在記錄上對其在會議上的發言做出說明性記載。
user: Please translate the following sentence from English to Chinese: Article 126 The chairman of the Board of Directors shall exercise the following functions and powers:

assistant: 第一百二十六條董事長行使下列職權：
user: Please translate the following sentence from English to Chinese: 43. (1) The Company shall keep in one or more books a Register of its Members and shall enter therein the following particulars, that is to say:

assistant: 43. (1) 本公司須設立一本或多本股東名冊，載入下列資料：
user: Please translate the following sentence from English to Chinese: managing any of the affairs of the Company in any place, and may appoint any persons to be members of such local boards, or any managers or agents, and may fix their remuneration

assistant: 董事會或代理處，並可委任任何人士出任該等地方性董事會的成員或任何經理或代理，
user: Please translate the following sentence from English to Chinese: (2) Where the Company has a Seal for use abroad, the Board may by writing under the Seal appoint any agent or committee abroad to be the duly authorised agent of the Company for the purpose of affixing and using such Seal and the Board may impose restrictions on the use thereof as may be thought fit. Wherever in these Articles reference is made to the Seal, the reference shall, when and so far as may be applicable, be deemed to include any such other Seal as aforesaid.

assistant: (2) 如本公司設有專供海外使用的印章，董事會可藉加蓋印章的書面文件，就加蓋及使用該印章的目的委任海外任何代理或委員會作爲本公司的正式獲授權代理，董事會並可就其使用施加認爲合適的限制。 在細則內凡對印章作出的提述，在及只要是適用情況下，均視爲包括上述的任何其他印章。
user: Please translate the following sentence from English to Chinese: (2) If the Company shall be wound up (whether the liquidation is voluntary or by the court) the liquidator may, with the authority of a special resolution and any other sanction required by the Law, divide among the Members in specie or kind the whole or any part of the assets of the Company and whether or not the assets shall consist of properties of one kind or shall consist of properties to be divided as aforesaid of different kinds, and may for such purpose set such value as he deems fair upon any one or more class or classes of property and may determine how such division shall be carried out as between the Members or different classes of Members.

assistant: (2) 倘本公司清盤（無論主動清盤或法庭頒令清盤），清盤人可在獲得特別決議案批准及根據法例規定的任何其他批准後，將本公司全部或任何部分資產以金錢或實物分發予股東，而不論該等資產爲一類或多類不同的財產，且清盤人可就此爲前述分派之任何一類或多類財產釐定其認爲公平的價值，並決定股東或不同類別股東間的分派方式。
user: Please translate the following sentence from English to Chinese: An extraordinary general meeting shall not decide on any matter not stated in the notice for the meeting.

assistant: 臨時股東大會不得決定通告未載明的事項。
user: Please translate the following sentence from English to Chinese: (3) to sign securities issued by the Company;

assistant: （三）簽署公司發行的證券；
user: Please translate the following sentence from English to Chinese: Article 165 When the General Manager of the Company exercising his or her powers, he or she shall perform the fiduciary obligation and due diligence, in accordance with the provisions of the laws, administrative regulations and these Articles of Association as well as the bye-laws relating to the general manager of the Company.

assistant: 第一百六十五條　本公司總經理在行使職權時，應當根據法律、行政法規和本章程及本公司的總經理工作細則的規定，履行誠信和勤勉的義務。
user: Please translate the following sentence from English to Chinese: Article 145  The Board shall formulate rules of procedure for Board meetings to ensure execution of resolutions of the Shareholders’ general meeting, enhance the work efficiency, and ensure scientific decision making of the Board.

assistant: 第一百四十五條董事會制定董事會議事規則，以確保董事會落實股東大會決議，提高工作效率，保證科學決策。
user: Please translate the following sentence from English to Chinese: 18. CORPORATE MEMBERS

assistant: 18. 機構股東
user: Please translate the following sentence from English to Chinese: Article 16 In 1999, 13,500,000 domestic invested ordinary shares were distributed (10:5) to promoters by means of “capital converted from profits” and thus the Company had a total number of 40,500,000 ordinary shares.

assistant: 第十六條 公司於 1999 年以利潤轉增股本的形式向發起人配送了 1,350 萬股（10:5）的內資普通股，公司普通股總數變爲 4,050 萬股。
user: Please translate the following sentence from English to Chinese: (D) Where a member of, or debenture holder of, the Company has, in accordance with the Companies Ordinance and other applicable laws, rules and regulations binding on the Company from time to time, consented to treat the publication of the relevant financial documents and/or the summary financial report and/or any other reports on the Company’s computer network as discharging the Company’s obligation under the Companies Ordinance to send copies of the relevant financial documents and/or the summary financial report and/or such reports, then subject to compliance with the publication and notification requirements of all applicable laws, rules and regulations from time to time, by the Company on the Company’s computer network of the relevant financial documents and/or the summary financial report of the Company at least twenty-one days before the date of the meeting shall, in relation to each such member of, or debenture holder of, the Company, be deemed to discharge the Company under paragraph (C) of this Article.

assistant: (D) 倘本公司股東，或債券持有人，根據公司條例及對本公司不時具約束力的其他適用法例、規則及規例，已同意將本公司在本公司電腦網絡上刊發的相關財務文件及／或財務摘要報告及／或任何其他報告，視爲本公司履行公司條例規定本公司須向彼等送交相關財務文件及／或財務摘要報告及／或該等報告的責任，則在遵守所有不時適用的法例、規則及規定中有關刊發及通知的規定下，由本公司在大會日期最少二十一日前爲上述本公司各股東及各債券持有人在本公司電腦網絡上刊發相關財務文件及／或財務摘要報告，應被視作本公司履行本細則 (C) 段的責任。
user: Please translate the following sentence from English to Chinese: (1) the profit distribution plans and plans for making up losses;

assistant: （一）利潤分配方案和彌補虧損方案；
user: Please translate the following sentence from English to Chinese: Where the Company is dissolved, the Company shall apply for cancellation of its registration in accordance with the laws.

assistant: 公司解散的，應當依法辦理公司註銷登記；
user: Please translate the following sentence from English to Chinese: (qq) to enter into any guarantee, contract of indemnity or suretyship and in particular (without prejudice to the generality of the foregoing) to guarantee, support or secure, with or without consideration, whether by obligation or by mortgaging, charging or pledging all or any part of the undertaking, property and assets (present and future) and uncalled capital of the Company or by both such methods or in any other manner, the performance of any obligations or commitments of, and the repayment or payment of principal amounts of and any premiums interest dividends and other moneys payable on or in respect of any securities or liabilities of, any person, firm or company including (without prejudice to the generality of the foregoing) any company which is for the time being a subsidiary or a holding company of the Company or another subsidiary of a holding company of the Company or otherwise associated with the Company;

assistant: (qq) 訂立任何擔保、彌償保證或擔保合約，尤其是（在不損及上述之一般性之原則下）透過承擔義務或按揭、押記或質押全部或任何部分之業務、財產及資產（不論現時或日後之業務、財產或資產）及本公司之未催繳股本或同時透過該兩種方法或以任何其他方式，擔保、支持或保證（無論有否涉及代價）履行任何人士、商號或公司（包括（在不損及上述之一般性之原則下）本公司當時之附屬公司或控股公司或本公司控股公司之另一家附屬公司在其他方面與本公司有關連之公司）之任何抵押品或負債之任何義務或承擔，以及償還或支付該等抵押或負債之本金額及任何溢價、利息、股息及其他應付款項；
user: Please translate the following sentence from English to Chinese: (E) The Directors may on any occasion determine that rights of election and the allotment of shares under paragraph (A) of this bye-law shall not be made available or made to any shareholders with registered addresses in any territory where in the absence of a registration statement or other special formalities the circulation of an offer of such rights of election or the allotment of shares would or might be unlawful, and in such event the provisions aforesaid shall be read and construed subject to such determination.

assistant: (E) 在並無登記陳述書或其他特別手續的情況下，於任何地區提呈本細則第(A)段下的選擇權利及股份配發會或可能違法，則董事會可於任何情況下決定不向登記地址位於該地區的股東提供或作出該等選擇權利及股份配發，而在此情況下，上述規定須按此決定閱讀及詮釋。
user: Please translate the following sentence from English to Chinese: Upon the passing of the liquidation resolution at the shareholders’ general meeting, the duties of the board of directors of the Company shall cease forthwith.

assistant: 股東大會進行清算的決議通過之後，公司董事會的職權立即終止。
user: Please translate the following sentence from English to Chinese: (1) to determine on matters of purchase and sale of major assets by the Company (including Subsidiaries controlled by it) for each year that in each case do not exceed 30% of the latest audited total assets of the Company;

assistant: （一）公司（含控股子公司）在一年內購買、出售重大資產，不超過公司最近一期經審計總資產 30%的事項；
user: Please translate the following sentence from English to Chinese: The proportion of representatives of employees in the Supervisory Committee shall not be less than 1/3 of the number of supervisors, not shall it exceed 1/2 of their number.

assistant: 監事會成員中職工代表監事之比例不低於監事會成員之三分之一且不超過二分之一，由公司職工民主選舉和罷免。
user: Please translate the following sentence from English to Chinese: The Company shall comply with the regulatory requirements of the CIRC on premium reserves to provide, pay and apply various premium reserves.

assistant: 公司應當按照中國保監會關於責任準備金的監管要求，提取、繳納和運用各項責任準備金。
user: Please translate the following sentence from English to Chinese: (6) The provisions of this article as to the establishment, maintenance and application of the Subscription Rights Reserve are subject to the provisions of the Companies Ordinance and nothing in this article shall entitle the Company to undertake any transaction prohibited by the Companies Ordinance.

assistant: (6) 本細則有關設立、維持及運用認購權儲備的條文，均受公司條例的條文規範，而本細則概無賦予本公司進行公司條例嚴禁進行的任何交易的權利。
user: Please translate the following sentence from English to Chinese: General meetings may also be convened on the written requisition of any one member of the Company which is a recognised clearing house (or its nominee(s)) deposited at the principal office of the Company in Hong Kong or, in the event the Company ceases to have such a principal office, the registered office specifying the objects of the meeting and signed by the requisitionist, provided that such requisitionist held as at the date of deposit of the requisition not less than one-tenth of the paid up capital of the Company which carries the right of voting at general meetings of the Company.

assistant: 股東大會亦可應本公司任何一名股東（爲一間認可結算所（或其代理人））的書面要求而召開，有關要求須送達本公司於香港的主要辦事處（或倘本公司不再設置上述主要辦事處，則爲註冊辦事處），當中列明大會的主要商議事項並由請求人簽署，惟該請求人於送達要求之日須持有本公司附有股東大會投票權的不少於十分之一的繳足股本。
user: Please translate the following sentence from English to Chinese: If there is any material difference between the financial statements prepared respectively in accordance with the two accounting standards, such difference shall be specified in the notes to the financial statements.

assistant: 如按兩種會計準則編制的財務報表有重要出入，應當在財務報表附註中加以註明。
user: Please translate the following sentence from English to Chinese: (6) nominating the executive vice presidents and financial controller and proposing to the board their appointment or removal and the appointment or removal of other senior management members including the persons in charge of various departments and branch organs other than those who shall be engaged or removed by the Board of Directors;

assistant: （六）提名總行副行長、財務負責人並報董事會聘任或者解聘，聘任或者解聘應由董事會聘任或者解聘以外的本行各職能部門和分支機構負責人等其他高級管理人員；
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) 董事可透過使所有參與會議之人士可同時及即時溝通之電話會議或其他通訊器材，參與任何董事會會議。 就計算法定人數目的而言，上述參與會議之方式猶如參與者親身出席會議。
user: Please translate the following sentence from English to Chinese: (1) To receive dividends and other ways of profit distribution in proportion to the number of shares held by them;

assistant: （一）依照其所持有的股份份額領取股利和其他形式的利益分配；
user: Please translate the following sentence from English to Chinese: (1) a resolution on dissolution is passed by the shareholders’ general meeting;

assistant: （一）股東大會決議解散；
user: Please translate the following sentence from English to Chinese: 48. (1) The Board may, in its absolute discretion, and without giving any reason therefor, refuse to register a transfer of any share (not being a fully paid up share) to a person of whom it does not approve, or any share issued under any share incentive scheme for employees upon which a restriction on transfer imposed thereby still subsists, and it may also, without prejudice to the foregoing generality, refuse to register a transfer of any share to more than four (4) joint holders or a transfer of any share (not being a fully paid up share) on which the Company has a lien.

assistant: 此等公司細則概無妨礙董事會確認獲配發人以某一其他人士爲受益人放棄獲配發或暫定配發的任何股份。 48. (1) 董事會可全權酌情且毋須給予任何理由而拒絕登記將任何股份（非繳足股份）轉讓予其不認可的人士或根據任何僱員股份獎勵計劃發行予僱員而其轉讓仍受限制的任何股份轉讓。
user: Please translate the following sentence from English to Chinese: Article 62 The controlling shareholders and actual controllers of the Company shall not utilize the associated relationship to damage the profits of the Company.

assistant: 第六十二條 公司的控股股東、實際控制人員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: (vi) by publishing it on the Company’s computer network, giving access to such network to the Entitled Person and giving to such person a notice of publication of such notice or document.

assistant: (vi) 在本公司的電腦網絡上公佈，授權該有權利的人士進入該網絡及向其發出刊登該通知或文件的通知。
user: Please translate the following sentence from English to Chinese: When creditors declare their claims, the liquidation committee shall not compensate the creditors.

assistant: 在申報債權期間，清算組不得對債權人進行清償。
user: Please translate the following sentence from English to Chinese: Chapter XIV Notice and Announcement Article 304 The Company’s notice, communication or other written material shall be issued in the following form:

assistant: 第十四章通知與公告 第三百〇四條本公司的通知、通訊或其他書面材料以下列形式發出：
user: Please translate the following sentence from English to Chinese: “ electronic” shall mean relating to technology having electrical, digital, magnetic, wireless, optical electromagnetic or similar capabilities and such other meanings as given to it in the Electronic Transactions Act 1999 of Bermuda as may be amended from time to time.

assistant: 「電子」指有關具有電動、數碼、磁力、無線、光學電磁或類似功能之技術，以及百慕達一九九九年電子交易法（可能經不時修訂）所賦予其他涵義。
user: Please translate the following sentence from English to Chinese: 14. The Company may by Special Resolution reduce its share capital or Reduction of capital undistributable reserve in any manner authorised, and subject to any conditions prescribed, by law.

assistant: 14. 本公司可通過特別決議案，以任何獲授權的方式及在法例規定的任何條件的規限下，削減其股本或非供分派儲備。
user: Please translate the following sentence from English to Chinese: 6. issuance of convertible corporate bonds;

assistant: （六）發行可轉換公司債券；
user: Please translate the following sentence from English to Chinese: Article 64 If a proposal is not carried or if the General Meeting of Shareholders modified a resolution from the previous General Meeting of Shareholders, the same shall be specifically mentioned in the announcement of the resolutions of the General Meeting of Shareholders.

assistant: 第六十四條提案未獲通過，或者本次股東大會變更前次股東大會決議的，應當在股東大會決議公告中作特別提示。
user: Please translate the following sentence from English to Chinese: (iii) cancel or reduce the rights owned by the shares of that class to acquire the accrued dividends or cumulative dividends;

assistant: （三）取消或者減少該類別股份所具有的、取得已產生的股利或者累積股利的權利；
user: Please translate the following sentence from English to Chinese: (2) to pay subscription money according to the number of shares subscribed and the method of subscription;

assistant: （二）依其所認購股份和入股方式繳納股金；
user: Please translate the following sentence from English to Chinese: If the vice chairman is unable or fails to perform his duties, a director shall be elected by more than half of the directors to perform such duties.

assistant: 董事會副主席不能履行職務或者不履行職務的，由半數以上董事共同推舉一名董事履行職務。
user: Please translate the following sentence from English to Chinese: (I) persons who directly or indirectly hold more than one percent of the voting shares of the Bank or hold positions in entities of shareholders of the Bank in the previous year;

assistant: （一）最近一年內曾經直接或間接持有本行百分之一以上有表決權股份的股東或在股東單位任職的人員；
user: Please translate the following sentence from English to Chinese: Objectives and Scope of Business\n

assistant: 經營宗旨和範圍\n
user: Please translate the following sentence from English to Chinese: Article 14 Shareholders requesting the convening of an extraordinary shareholders’ general meeting or a meeting of shareholders of different classes shall proceed in accordance with the procedures set forth below:

assistant: 第十四條股東要求召集臨時股東大會或類別股東會議，應當按照下列程式辦理：
user: Please translate the following sentence from English to Chinese: The Company shall notify its creditors within 10 days from the date of the resolution approving the division and shall make a public announcement of the division in newspapers within 30 days from that date.

assistant: 公司應當自作出分立決議之日起十日內通知債權人，並於三十日內在報紙上公告。
user: Please translate the following sentence from English to Chinese: (iii) to report to the Board during the annual Board meeting;

assistant: （三）在年度董事會上，向董事會報告工作；
user: Please translate the following sentence from English to Chinese: Directors’ term of service shall start from the date of their taking office and ends when the term of the current Board expires.

assistant: 董事任期從就任之日起計算，至本屆董事會任期屆滿時爲止。
user: Please translate the following sentence from English to Chinese: No dividend shall carry interest.

assistant: 股息並不附帶任何利息。
user: Please translate the following sentence from English to Chinese: Where required, a contract shall be filed in accordance with the provisions of the Companies Law and the Board may appoint any person to sign such contract on behalf of the persons entitled to the dividend and such appointment shall be effective.

assistant: 如有需要，應按照公司法之條文將合約存文件備案，及董事會可委任任何人士代表有權取得股息之人士簽署該合約，且該項委任應屬有效。
user: Please translate the following sentence from English to Chinese: Where an amendment to the Company’s Articles of Association involves matters of Company registration, the Company shall apply for registration according to applicable laws.

assistant: 如修訂涉及須登記事項，則本公司須根據有關法律申請登記事宜。
user: Please translate the following sentence from English to Chinese: (10) an increase in the rights or privileges of another class or other classes of shares;

assistant: (十) 增加其他類別股份的權利和特權；
user: Please translate the following sentence from English to Chinese: (iii) to handle and liquidate the outstanding business of the Company;

assistant: （三）處理與清算有關的公司未了結的業務；
user: Please translate the following sentence from English to Chinese: (d) full-time and any other part-time occupations and duties;

assistant: (d) 專職及其他全部兼職的職業、職務；
user: Please translate the following sentence from English to Chinese: The general powers given by this Bye-law shall not be limited or restricted by any special authority or power given to the Board by any other Bye-law.

assistant: 本細則給予的一般權力不受任何其他細則給予董事會的任何特別授權或權力所限制或限定。
user: Please translate the following sentence from English to Chinese: (v) Notwithstanding the provisions of paragraph D(i), in any circumstances where the directors of the Company shall consider that an adjustment to the Conversion Price provided for under the said provisions should not be made or should be calculated on a different basis or that an adjustment to the Conversion Price should be made notwithstanding that no such adjustment is required under the said provisions or that an adjustment should take effect on a different date or at a different time from that provided for under the provisions, the Company may appoint the Independent Financial Adviser, to consider whether for any reason whatever the adjustment to be made (or the absence of adjustment) would or might not fairly and appropriately reflect the relative interests of the persons affected thereby and, if the Independent Financial Adviser shall consider this to be the case, the adjustment shall be modified or nullified or an adjustment made instead of no adjustment in such manner including without limitation, making an adjustment calculated on a different basis) and/or the adjustment shall take effect from such other date and/or time as shall be certified by the Independent Financial Adviser to be in its opinion appropriate.

assistant: (v) 不論第 D(i)段之條文所作規定，如在任何情況下，董事認爲不應按照上述條文所述調整換股價，或應以其他基準計算有關調整，或儘管上述條文並無規定須對換股價作出調整但應作出有關調整，或有關調整應按有關條文所述於不同日期或時間生效，則本公司可委任獨立財務顧問，以考慮所作出調整（或不予調整）之任何理由將會或可能無法公平及適當地反映受此影響人士之相對權益，而倘獨立財務顧問認爲情況屬實，則有關調整須予以修訂或撤銷，或作出調整以代替於該情況下並無作出調整，調整方式包括（但不限於）按不同基準計算調整，及／或以獨立財務顧問以其認爲合適之方式，於認可之其他日期及／或時間生效。
user: Please translate the following sentence from English to Chinese: (2) The plan of issuing domestic capital shares and overseas-listed foreign capital shares upon incorporation of the Company is completed within 15 months from the date of approval from China Securities Regulatory Commission. Chapter 10 Board of Directors Article 105: The Company shall establish a board of directors consisting of 12 directors of which 4 are independent directors.

assistant: （二）公司設立時發行內資股、境外上市外資股的計劃，自中國證監會批准之日起十五個月內完成的。 第十章董事會 第一百零五條公司設董事會，董事會由 12 名董事組成，其中獨立董事 4 名。
user: Please translate the following sentence from English to Chinese: 22 The reference to business hours in Article 21 is subject to such reasonable restrictions as the Company in general meeting may impose, but so that not less than two hours in each business day is to be allowed for inspections.

assistant: 22 細則第21條所指營業時間受本公司可能於股東大會上實施之合理限制所限，惟各營業日可查閱時間不得少於兩小時。
user: Please translate the following sentence from English to Chinese: No certificate shall be issued representing shares of more than one class.

assistant: 任何證書均不得代表一個以上的股份類別來發行。
user: Please translate the following sentence from English to Chinese: (4) to settle outstanding taxes as well as taxes arising in the course of liquidation;

assistant: （四）清繳所欠稅款以及清算過程中產生的稅款；
user: Please translate the following sentence from English to Chinese: (ii) any proposal concerning an offer of shares or debentures or other securities of or by the Company or any other company which the Company may promote or be interested in for subscription or purchase where the Director or his associate(s) is/are or is/are to be interested as a participant in the underwriting or sub-underwriting of the offer;

assistant: (ii) 任何有關提呈發售本公司或由本公司創立或擁有權益的任何其他公司的股份或債權證或其他證券以供認購或購買，而董事或其聯繫人士參與或將會參與發售建議的包銷或分包銷的建議；
user: Please translate the following sentence from English to Chinese: (3) the class of the share certificates, the par value and the number of shares represented by each share certificate;

assistant: （三）股票種類、票面金額及代表的股份數； （四）股票的編號；
user: Please translate the following sentence from English to Chinese: 1.2 Currencies Unless expressly provided to the contrary, references herein to Hong Kong Dollar or HK$ are to the lawful currency of Hong Kong.

assistant: 1.2 貨幣 除非明確指明相反者，否則在本契約中所提述的港幣或港元均指香港的法定貨幣。
user: Please translate the following sentence from English to Chinese: Article 9  The Company shall adopt an internal management system which specific powers and responsibilities, modernized management and balance of incentive and restrictions.

assistant: 第九條　公司實行權責分明、管理科學、激勵和約束相結合的內部管理體制。