billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: (17) reviewing other matters which should be decided by shareholder’s meetings as required by the law, administrative regulations and these Articles.

assistant: （十七）法律、行政法規及本章程規定應當由股東大會作出決議的其他事項。
user: Please translate the following sentence from English to Chinese: (h) references to a document being executed include references to it being executed under hand or under seal or by electronic signature or by any other method and references to a notice or document include a notice or document recorded or stored in any digital, electronic, electrical, magnetic or other retrievable form or medium and information in visible form whether having physical substance or not;

assistant: (h) 凡提述經簽署文件，包括提述透過手寫、印章、電子簽署或以任何其他方式簽署的文件； 凡提述通知或文件，均包括以任何數碼、電子、電能、磁性或其他可檢索形式或媒介記錄或儲存的通知或文件，以及可見形式的資料（不論是否實體形式）；
user: Please translate the following sentence from English to Chinese: CHAPTER 2  THE COMPANY’S OBJECTIVES AND SCOPE OF BUSINESS Chapter 9  The business philosophy of the Company is to spread health concepts and improve the health management awareness of the public and, with its operation objective of “improving the physical status of people under sub-health condition”, be committed to become a leader in China’s nutrition and healthcare food industry.

assistant: 第二章經營宗旨和範圍第九條公司的經營宗旨是： 倡導健康理念，提升公衆健康管理水平，以「讓亞健康的人健康起來」爲經營目標，致力於成爲中國營養與保健食品行業的領導者。
user: Please translate the following sentence from English to Chinese: 2. We, the undersigned, namely, NAME

assistant: 2. 吾等，即下述簽署人， 姓名
user: Please translate the following sentence from English to Chinese: Article 39 The Company shall maintain a complete register of members.

assistant: 第三十九條公司應當保存有完整的股東名冊。
user: Please translate the following sentence from English to Chinese: Article 91 If counting of votes is held at a shareholder’s general meeting, the result of Article 76 of vote counting at the general meeting shall be recorded in the minutes of the meeting.

assistant: 必備條款 75 章程指引 90 第九十一條股東大會如果進行點票，點票結果應當記入會議必備條款 76 記錄。
user: Please translate the following sentence from English to Chinese: The directors shall be elected by the general meeting.

assistant: 董事由股東大會選舉產生。
user: Please translate the following sentence from English to Chinese: (iv) all such documents as may be required in order to provide evidence of the continued listing of the Company on an appointed stock exchange within the meaning of the Companies Act.

assistant: (iv) 爲證明本公司於指定證券交易所（定義見公司法）持續上市而可能所需的所有相關文件。
user: Please translate the following sentence from English to Chinese: Article 61 The general meeting shall exercise the following functions and powers:

assistant: 第六十一條股東大會行使下列職權：
user: Please translate the following sentence from English to Chinese: "Clearing House" shall have the meaning ascribed thereto in the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) and any amendments thereof and re-enactment thereof for the time being enforced and includes every other ordinance incorporated therewith or substituted therefor;

assistant: 「結算所」具有香港法例第571章證券及期貨條例及其當時生效之任何修訂及重訂條文（包括就此加入或替代之每項其他條例）所賦予之涵義；
user: Please translate the following sentence from English to Chinese: Article 25 The Shares of the Company held by the promoter shall not be transferred within one year from the date of the establishment of the Company.

assistant: 第二十 五條發起人持有的公司股份，自公司成立之日起 1年內不得轉讓。
user: Please translate the following sentence from English to Chinese: (b) the Subscription Rights Reserve shall not be used for any purpose other than that specified above unless all other reserves of the Company (other than share premium account) have been extinguished and will then only be used to make good losses of the Company if and so far as is required by law;

assistant: (b) 所除上有述其指他明儲目備（的股外份，溢認價購賬權儲除備外）不已得終用絕於，任而何法其律他有目所的要，求除並非以本此公爲司限，將僅用於彌補本公司之虧損；
user: Please translate the following sentence from English to Chinese: if a proxy is appointed to attend the meeting, he/she shall present his/her ID card, the written power of attorney legally issued by the legal representative of the corporate shareholder in accordance with the relevant laws.

assistant: 委託代理人出席會議的，代理人應出示本人身份證、法人股東單位的法定代表人依法出具的書面授權委託書。
user: Please translate the following sentence from English to Chinese: (4) other matters deemed as necessary by the Board of directors.

assistant: （四）董事會認爲必要的其他事項。
user: Please translate the following sentence from English to Chinese: (2) the issuance of corporate bonds;

assistant: （二）發行公司債券；
user: Please translate the following sentence from English to Chinese: Any appointment or removal of an alternate Director shall be effected by Notice signed by the appointor and delivered to the Office or head office or tendered at a meeting of the Board.

assistant: 替任董事的任何委任或罷免須經由委任人簽署通知並交付辦事處或總辦事處或在董事會會議上呈交，方始生效。
user: Please translate the following sentence from English to Chinese: (3) The remuneration for offering other services for the management of Company and its subsidiaries;

assistant: （三）爲公司及其子公司的管理提供其他服務的報酬；
user: Please translate the following sentence from English to Chinese: (iv) if he becomes prohibited by law from acting as a Director;

assistant: (iv) 被依法禁止出任董事；
user: Please translate the following sentence from English to Chinese: “Registration Office” shall mean in respect of any class of share capital, such place or places in the Relevant Territory or elsewhere where the Directors from time to time determine to keep a branch register of shareholders of the Company in respect of that class of share capital and where (except in cases where the Directors otherwise agree) transfers of other documents of title for such class of share capital are to be lodged for registration and are to be registered;

assistant: 「登記辦事處」就任何類別股本而言，指於相關地區或其他董事不時釐定爲存置該類別股本的股東名冊分冊的一個或多個地方，而（除非董事會另行同意）轉讓該類別股本的其他所有權文件將遞交至該登記處登記及註冊；
user: Please translate the following sentence from English to Chinese: A share certificate shall relate to only one class of shares.

assistant: 張股票只可涉及一種股份類別。
user: Please translate the following sentence from English to Chinese: (F) A Special Resolution shall be effective for any purpose for Special Resolution effective as which an Ordinary Resolution is expressed to be required Ordinary Resolution under any provision of these Articles.

assistant: (F) 本細則如有任何條文訂明要以普通決議案通過任何目特別決議案與普通決議案同樣有效的，以特別決議案通過亦同樣有效。
user: Please translate the following sentence from English to Chinese: Resolutions related to related party (connected) transactions of the Company made by the board of directors shall not come into force unless they are signed by the independent non-executive directors.

assistant: 董事會作出關於公司關聯（連）交易的決議時，必須由獨立非執行董事簽字後方能生效。
user: Please translate the following sentence from English to Chinese: (b) the instrument of transfer is in respect of only one class of shares;

assistant: (b) 轉讓書只涉及一個股份類別；
user: Please translate the following sentence from English to Chinese: \n- 37 - REGISTER OF DIRECTORS AND OFFICERS 132.

assistant: \n- 37 - 董事及高級人員登記冊 132.
user: Please translate the following sentence from English to Chinese: However, if a director can prove that he had expressed his opposition to such resolution when it was put to the vote, and such opposition is recorded in the minutes of the meeting, the director may be relieved of such liability.

assistant: 但經證明在表決時曾表明異議並記載於會議紀錄的，該董事可以免除責任。
user: Please translate the following sentence from English to Chinese: The Chairman and the Vice-Chairman of the Board of Directors shall be elected and removed by more than half of all the Directors.

assistant: 董事長由全體董事的過半數選舉和罷免。
user: Please translate the following sentence from English to Chinese: 6. subject to section 96 to lend money to any employee or to any person having dealings with the company or with whom the company proposes to have dealings or to any other body corporate any of whose shares are held by the company;

assistant: 6. 根據第 96 條向任何僱員或與本公司交易或本公司擬與之交易之任何人士或本公司持有其任何股份之任何其他法人團體出借資金；
user: Please translate the following sentence from English to Chinese: Repurchasing shares by an off-market agreement shall seek prior approval at a shareholders’ general meeting in accordance with these Articles of Association.

assistant: 公司在證券交易所外以協議方式購回股份時，應當事先經股東大會按公司章程的規定批准。
user: Please translate the following sentence from English to Chinese: The Directors shall also be entitled to be repaid all travelling, hotel Directors' expenses and other expenses reasonably incurred by them respectively in or about the performance of their duties as Directors, including their expenses of travelling to and from Directors' meetings, committee meetings or general meetings or otherwise incurred whilst engaged on the business of the Company or in the discharge of their duties as Directors.

assistant: 董事亦有權報銷在或就執行董事職務時合理產生的所有差旅費、酒董事支出店費及其他支出，包括因出席董事會會議、委員會會議或股東大會或任何在處理本公司業務或執行董事職務時另行支出的差旅費。
user: Please translate the following sentence from English to Chinese: words importing persons and the neuter shall include companies and corporations and vice versa;

assistant: 意指人士和中性涵義的詞語應包括公司和法團，反之亦然；
user: Please translate the following sentence from English to Chinese: (I) to keep a complete copy of the constitution and record;

assistant: （一）保證公司有完整的組織文件和記錄；
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) 親身或如股東爲公司，由其正式授權代表或由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名或以上股東；
user: Please translate the following sentence from English to Chinese: and (f) generally do all acts and things required to give effect to such resolution as aforesaid.

assistant: 及 (f) 爲令該等決議案生效，一般情況下進行所有上述行動及事宜。
user: Please translate the following sentence from English to Chinese: (IV) formulating related party transactions management rules of the Bank and implementing the same upon approval by the Board of Directors; (V) identifying the Bank’s related parties, reporting to the Board of Directors and the Board of Supervisors and informing other relevant staff;

assistant: （四）擬定本行關聯交易管理辦法，報董事會批准後執行； （五）負責確認本行的關聯方，向董事會和監事會報告，並應當及時向本行相關工作人 員公佈其所確認的關聯方；
user: Please translate the following sentence from English to Chinese: (2) To verify the qualification of the parties attending the general meeting are legally valid;

assistant: (二)驗證出席會議人員資格的合法有效性；
user: Please translate the following sentence from English to Chinese: or (c) any 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 in aggregate not less than one-tenth of the total voting rights of all Members having the right to attend and vote at the meeting;

assistant: 或 (c) 任何一名或多名親身（或如股東爲公司，則其正式授權代表）或委派代表出席，及合共佔所有有權出席大會並於會上投票之股東之總投票權不少於十分一之股東；
user: Please translate the following sentence from English to Chinese: and (B) the nominal amount of Shares in respect of which such subscription rights would have been exercisable having regard to the provisions of the conditions of the warrants, had it been possible for such subscription rights to represent the right to subscribe for Shares at less than par and immediately upon such exercise so much of the sum standing to the credit of the Subscription Right Reserve as is required to pay up in full such additional nominal amount of Shares shall be capitalised and applied in paying up in full such additional nominal amount of Shares which shall forthwith be allotted credited as fully paid to the exercising warrant holder;

assistant: 與 (B) 倘該等認購權可以低於面值認購股份而根據認股權證的條件行使原應有關的股份面值的差額，而行使該等認購權時，須立即將繳足該等額外股份面值所需的金額從認購權儲備進賬撥作資本，用於繳足該等向行使認股權證持有人配發的入賬列爲繳足的額外股份面值；
user: Please translate the following sentence from English to Chinese: I. The accounting firm may resign by placing the written notification of resignation at the domicile or the registered office of the Company.

assistant: 一. 會計師事務所可以用把辭聘書面通知置於公司法定地址或註冊辦事處之 方式辭去其職務。
user: Please translate the following sentence from English to Chinese: (II) To ensure that the Company legally prepares and submits reports and documents as required by relevant authorities as well as to accept and organize the implementation of any assignment from the regulatory authorities;

assistant: （二）確保公司依法準備和遞交有權機構所要求的報告和文件，負責接受監管部門下達的有關任務並組織完成；
user: Please translate the following sentence from English to Chinese: Article 285 All directors of the Company shall perform due diligence on and strictly control liability risks incurred as a result of external guarantee, and shall by law accept related liability for loss arising from contravening or improper external guarantee.

assistant: 第二百八十五條公司的全體董事應當審慎對待和嚴格控制對外擔保產生的債務風險，並對違規或失當的對外擔保產生的損失依法承擔連帶責任。
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) 在公司法、本公司之組織章程大綱及細則以及（如適用）任何指定證券交易所及╱或任何主管監管機關之規則規限下，本公司購買或以其他方式購入其本身股份之任何權力應由董事會按其認爲合適之方式根據其認爲合適之條款及條件行使。
user: Please translate the following sentence from English to Chinese: 14. The Company may at any time pay a commission to any person for Company may pay subscribing or agreeing to subscribe (whether absolutely or conditionally) for commission. any shares in the Company or procuring or agreeing to procure subscriptions (whether absolute or conditional) for any shares in the Company, but so that the conditions and requirements of the Companies Ordinance shall be observed and complied with, and in each case the commission shall not exceed ten per cent. of the price at which the shares are issued.

assistant: 14. 本公司可於任何時間就認購或同意認購（無論絕對或附帶條件）本公司任本公司可支付佣金何股份或促使或同意促使認購（無論絕對或附帶條件）本公司任何股份而向任何人士支付佣金，惟須遵守及符合公司條例的條件及規定，且在各情況支付的佣金不得超過股份發行價的百分之十。
user: Please translate the following sentence from English to Chinese: (5) the accountants firm employed by the Company requests to call for an extraordinary general meeting in accordance with the requirements of Article 165 of this articles of association;

assistant: (五) 公司聘請的會計師事務所根據本章程第165條的規定要求召開臨時股東大會時；
user: Please translate the following sentence from English to Chinese: Nevertheless, securities companies holding more than 5% of the shares as a result of the purchase of unsubscribed shares under an offering through underwriting are not subject to the six-month restriction on share disposal.

assistant: 但是，證券公司因包銷購入售後剩餘股票而持有5%以上股份的，賣出該股票不受六個月時間限制。
user: Please translate the following sentence from English to Chinese: (xii) acquiring, owing, selling, chartering, repairing or dealing in ships and aircraft;

assistant: (xii) 取得、擁有、出售、包租、修理或買賣船隻及飛機；
user: Please translate the following sentence from English to Chinese: 1) the date and place for convening the meeting;

assistant: （一）舉行會議的日期和地點；
user: Please translate the following sentence from English to Chinese: or (6) ceases to be a Director by virtue of any provision of the Statutes or is removed from office pursuant to these Bye-laws. EXECUTIVE DIRECTORS 87.

assistant: 或 (6) 倘因法規的任何條文須停止出任董事或根據本細則被罷免。 執行董事 87.
user: Please translate the following sentence from English to Chinese: The board of supervisors shall consist of supervisors as a staff representative, external supervisors elected by the shareholders’ general meeting, and other supervisors.

assistant: 監事會應當由職工代表出任的監事、股東大會選舉的外部監事和其他監事組成。
user: Please translate the following sentence from English to Chinese: The Board shall cause Minutes to be duly entered in books provided for the purpose:

assistant: 董事會須就以下方面安排將會議記錄妥善錄入簿冊中：
user: Please translate the following sentence from English to Chinese: Any alternate Director may be removed by the Company in general meeting and, if appointed by the Directors, may be removed by the Directors.

assistant: 任何替任董事可由本公司於股東大會上撤任，並倘由董事委任，則可由董事會撤任。
user: Please translate the following sentence from English to Chinese: If the Articles require that matters to be delegated to the Board of Directors are to be adopted by the shareholders’ general meeting by way of ordinary resolutions, such resolutions on matters to be delegated shall be approved by more than half of the voting rights of the shareholders (including proxies thereof) attending the shareholders’ general meeting.

assistant: 股東大會對董事會的授權，若授權事項屬於本行章程規定應當由股東大會以普通決議通過的事項，則授權相關議案應當由出席股東大會的股東（包括股東代理人）所持表決權的二分之一以上通過；
user: Please translate the following sentence from English to Chinese: (2) Any person entitled under Article 53 to be registered as the holder of any shares may vote at any general meeting in respect thereof in the same manner as if he were the registered holder of such shares, provided that forty-eight (48) hours at least before the time of the holding of the meeting or adjourned meeting, as the case may be, at which he proposes to vote, he shall satisfy the Board of his entitlement to such shares, or the Board shall have previously admitted his right to vote at such meeting in respect thereof.

assistant: (2) 根據本章程細則第 53 條有權登記爲任何股份持有人的任何人士可於任何股東大會上以相同於該等股份的登記持有人的方式就該等股份進行表決，惟其須於擬表決的會議或延會（視乎情況）召開時間前至少四十八(48)小時，令董事會信納其對該等股份的享有權，或董事會已事先認許其於會議上就該等股份進行表決的權利。
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: 於投票表決時，有權投多於一票的股東並沒有義務用盡其所有票數投於同一意向。
user: Please translate the following sentence from English to Chinese: If and whenever any unissued shares of any class in the capital of the Company for the time being shall have been issued and be fully paid and at that time the shares of that class previously issued stand converted into stock such further shares upon being fully paid and ranking pari passu in all respects with the shares representing such stock shall ipso facto be converted into stock transferable in the same units as the existing stock of that class.

assistant: 倘及於任何時間本公司股本中任何類別的任何未發行股份成爲已發行及繳足，及於過往已發行的該類別股份轉讓爲股額時，該等額外股份於繳足及在所有方面與代表該等股額的股份享有同等地位後，應實際上轉換爲可以與該類別現有股額的相同單位轉讓的股額。
user: Please translate the following sentence from English to Chinese: (f) By deleting “$0.10” in Article 3(1) and replacing therewith “$0.05”;

assistant: (f) 刪除細則第3(1)條內之「0.10元」，並以「0.05元」代之；
user: Please translate the following sentence from English to Chinese: (B) Where any difficulty arises in regard to any distribution under Bye-Law 155(A) the Board may settle the same as it thinks expedient and in particular may issue fractional certificates or authorise any person to sell and transfer any fractions or may resolve that the distribution should be as nearly as may be practicable in the correct proportion but not exactly so or may ignore fractions altogether, and may determine that cash payments shall be made to any shareholders in order to adjust the rights of all parties, as may seem expedient to the Board.

assistant: (B) 如根據本細則 155(A)條作出任何分發時出現任何困難，董事會可在其認爲適當之情況下解決出現之任何困難，尤其是可發行零碎股份或授權任何人士出售及轉讓股份的任何零碎部分，或決議應在實際可行的情況下按正確比例作出分發 (但不必爲確實比例或可不理會全部零碎部分)，且可決定在董事會認爲適當之情況下向任何股東作出現金付款以調整所有各方的權利。
user: Please translate the following sentence from English to Chinese: Any notice or document sent by post shall be deemed to have been served on the day following that on which the envelope or wrapper containing the same is put into a post office situated within Hong Kong and in proving such service it shall be sufficient to prove that the envelope or wrapper containing the notice was properly prepaid (and in the case of an address outside Hong Kong where airmail service can be extended thereto airmail postage prepaid), addressed and put into such post office and a certificate in writing signed by the Secretary or other person appointed by the Board that the envelope or wrapper containing the notice was so addressed and put into such post office shall be conclusive evidence thereof.

assistant: 如要證明已經送達，則證明包含有關通告或文件之信封或封套已預付適當郵資（如寄往香港境外空郵可到達之地址，須已就空郵預付郵資）、寫上正確地址及投入有關郵政局已經足夠，而由祕書或任何其他由董事會授權之人士簽發之證明書，確認包含有關通告的信封或封套已寫上地址及投入有關郵政局，將爲送達的最終憑證。
user: Please translate the following sentence from English to Chinese: If it refuses to register the share assignment, the Company shall give the assignor and assigner a notice of assignment refusal within two months as of the date when the assignment application is officially submitted.

assistant: 如果公司拒絕登記股份轉讓，公司應在轉讓申請正式提出之日起兩個月內給轉讓人和承讓人一份拒絕該股份轉讓的通知。
user: Please translate the following sentence from English to Chinese: (i) (if the Company shall be wound up and the assets available for distribution amongst the Members shall be more than sufficient to repay the whole of the capital paid up at the commencement of the winding up, the excess shall be distributed pari passu amongst such members in proportion to the amount paid up on the shares held by them respectively and (ii) if the Company shall be wound up and the assets available for distribution amongst the Members as such shall be insufficient to repay the whole of the paid-up capital such assets shall be distributed so that, as nearly as may be, the losses shall be borne by the Members in proportion to the capital paid up, or which ought to have been paid up, at the commencement of the winding up on the shares held by them respectively.

assistant: (1) 按照任何類別股份當時其所附有關於分派清盤後所餘資產的特別權利、特權或限制，如(i)本公司清盤而可向股東分派的資產超逾償還開始清盤時全部已繳股本，則餘數可按股東就其所持股份的已繳股本之比例向股東分派； 及(ii)本公司清盤而可向本公司股東分派的資產不足以償還全部已繳股本，則資產的分派方式爲儘可能由股東按開始清盤時所持股份的已繳及應繳股本比例分擔虧損。
user: Please translate the following sentence from English to Chinese: A Director appointed to an office under this Bye-law shall be subject to the same provisions as to removal as the other Directors of the Company, and he shall (subject to the provisions of any contract between him and the Company) ipso facto and immediately cease to hold such office if he shall cease to hold the office of Director for any cause.

assistant: 根據本細則獲委任職位的董事須受與本公司其他董事相同的撤職規定規限，倘其因任何原因終止出任董事，則應（受其與本公司所訂立任何合約條文規限）依照事實及即時終止出任其職位。
user: Please translate the following sentence from English to Chinese: Transfer of Shares .

assistant: 股份轉讓 .
user: Please translate the following sentence from English to Chinese: (5) not to enter into contracts, transactions or arrangements with the Company unless otherwise stipulated by the Articles or otherwise with the informed consent of shareholders at a general meeting;

assistant: （五）除本章程另有規定或者由股東大會在知情的情況下另有批准外，不得與公司訂立合同、交易或者安排；
user: Please translate the following sentence from English to Chinese: Where the equity capital of the Company includes shares with different voting rights, the designation of each class of shares, other than those with the most favourable voting rights, must include the words “restricted voting” or “limited voting”.

assistant: 如股本資本包括附有不同投票權的股份，則每一類別股份（附有最優惠投票權的股份除外）的名稱，均須加上「受限制投票權」或「受侷限投票權」的字樣。
user: Please translate the following sentence from English to Chinese: Any Director appointed by the Board to fill a casual vacancy shall hold office until the first general meeting of Members after his appointment and be subject to re-election at such meeting and any Director appointed by the Board as an addition to the existing Board shall hold office only until the next following annual general meeting of the Company and shall then be eligible for re-election.

assistant: 獲董事會委任以填補臨時空缺的任何董事，其任期直至其委任後首屆股東大會爲止，並可於該股東大會上膺選連任； 而獲董事會委任以作爲現有董事會的增補的任何董事僅任職至本公司下一屆股東周年大會舉行爲止，並可膺選連任。
user: Please translate the following sentence from English to Chinese: Upon the approval granted by the examining and approving authorities of the Company authorized by the State Council, the Company may operate as a holding company as described in paragraph 2, Article 12 of the Company Law according to its needs of operation and management.

assistant: 經國務院授權的公司審批部門批准，公司可以根據經營管理的需要，按照《公司法》第十二條第二款所述控股公司運作。