billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: The Board may appoint any person to sign on behalf of the persons entitled to participate in the distribution any contract necessary or desirable for giving effect thereto and such appointment shall be effective and binding upon the Members.

assistant: 董事會可委任任何人士代表有權參與分派之人士簽署任何必要或適當之合約以使其生效，該項委任對股東有效及具約束力。
user: Please translate the following sentence from English to Chinese: The Board may authorise any person to enter into on behalf of all Members interested, an agreement with the Company providing for such capitalisation and matters incidental thereto and any agreement made pursuant to such authority shall be effective and binding on all concerned.

assistant: 董事會可授權任何人士代表全體享有權益的股東與本公司訂立協議，訂明該撥充資本事宜及附帶事宜，而根據此授權訂立的任何協議均具有效力及對所有有關方具約束力。
user: Please translate the following sentence from English to Chinese: 11)the reorganization plan of the Company constitutes the responsibilities of the shareholders of different classes not on basis of proportions of shares during the reorganization;

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: (Article 93 of Mandatory Provisions) In the event that more than one-fourth of directors or more than two external directors consider that the information of the resolution is insufficient or the proof is not clear, they can adjourn the meeting of the Board or adjourn the discussion of certain matters of the Board, which shall be adopted by the Board.

assistant: （《必備條款》第九十三條） 當四分之一以上董事或 2 名以上外部董事認爲決議事項的數據不夠充分或論證不明確時，可以聯名提出緩升董事會或緩議董事會所議的部分事項，董事會應予採納。
user: Please translate the following sentence from English to Chinese: Without violating the provisions of this Articles of Association, shareholders may bring an action against the Company in accordance with this Articles of Association;

assistant: 在不違反本章程規定的前提下，股東可以依據本章程起訴公司；
user: Please translate the following sentence from English to Chinese: (cc) nationality;

assistant: （c）國籍；
user: Please translate the following sentence from English to Chinese: the registered office of the Company for the time being.

assistant: 本公司目前的註冊辦事處。
user: Please translate the following sentence from English to Chinese: If the number of voting shares represented by the shareholders who intend to attend the meeting amounts to not less than half of the Company’s total voting shares, the Company may hold a general meeting;

assistant: 擬出席會議的股東所代表的有表決權的股份數達到公司有表決權的股份總數二分之一以上的，公司可以召開股東大會；
user: Please translate the following sentence from English to Chinese: Article 308 The Bank shall not have any books of accounts in addition to its statutory ones.

assistant: 第三百零八條本行除法定的會計賬冊外，不另立會計賬冊。
user: Please translate the following sentence from English to Chinese: (44) To enter into any arrangements with any governments or authorities supreme, municipal, local or otherwise, that may seem conducive to the Company’s objects, or any of them, and to obtain from any such government or authority, any rights, privileges, and concessions which the Company may think it desirable to obtain, and to carry out, exercise and comply with any such arrangements, rights, privileges and concessions.

assistant: (44) 與任何政府或最高、市級、地方或其他機關訂立認爲有利於本公司宗旨或任何一項宗旨的任何安排，及從任何此等政府或機關取得本公司認爲適宜取得的任何權利、特權及特許權，及執行、行使及遵從任何此等安排、權利、特權及特許權。
user: Please translate the following sentence from English to Chinese: “the Board” shall mean the board of directors of the Company as constituted from time to time or (as the context may require) the majority of Directors present and voting at a meeting of the Directors at which a quorum is present;

assistant: 指本公司的董事會(其成員可不時變更)或按文義所指，在有足夠法定人數出席的董事會會議上出席及表決的大多數董事；
user: Please translate the following sentence from English to Chinese: The General Manager (President) shall be obliged to perform his duties in good faith and diligence in accordance with the laws and regulations and these Articles.

assistant: 公司總經理（總裁）應當遵守法律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) provide the relevant share certificate and other proof of title as reasonably requested by the Board of Directors;

assistant: （四）應當提供有關的股票，以及董事會所合理要求的證明轉讓人有權轉讓股份的證據；
user: Please translate the following sentence from English to Chinese: (1) the spouse or minor child of that Director, Supervisor, manager, and other members of senior management;

assistant: （一）公司董事、監事、經理和其他高級管理人員的配偶或未成年子女；
user: Please translate the following sentence from English to Chinese: (8) to decide on the increase or reduction of the Company’s registered capital;

assistant: （八）對公司增加或者減少註冊資本作出決議；
user: Please translate the following sentence from English to Chinese: (5) An addition, cancellation or reduction of share conversion rights, options, voting rights, transfer rights, preemptive rights or rights to acquire securities of the Company attached to shares of such class;

assistant: （五）增加、取消或者減少該類別股份所具有的轉換股份權、選擇權、表決權、轉讓權、優先配售權、取得公司證券的權利；
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) 轉讓文據只與一個類別的股份有關；
user: Please translate the following sentence from English to Chinese: Article 55 When a shareholder requests to have access to the information mentioned in the preceding Articles, he shall present evidence to prove the class and amount of shareholding in writing. The Company shall comply with the shareholder’s request after verifying his identity, and may charge reasonable fees for providing copies of the foregoing materials.

assistant: 第五十五條股東提出查閱前條所述有關信息或者索取資料的，應當向公司提供證明其持有公司股份的種類以及持股數量的書面文件，公司經覈實股東身份後按照股東的要求予以提供，並可就提供前述資料的複印件收取合理費用。
user: Please translate the following sentence from English to Chinese: the same cause of action or persons who are required to participate in the resolution of such disputes or claims of rights shall abide by the arbitration proceedings if the person is the Company, a shareholder, a director, a supervisor, a general manger or other senior management officer of the Company.

assistant: 所有由於同一事由有訴因的人或者該爭議或權利主張的解決需要其參與的人，如果其身份爲公司或公司股東、董事、監事、總經理或者其他高級管理人員，應當服從仲裁。
user: Please translate the following sentence from English to Chinese: (i) the basis of any such allotment shall be determined by the Board;

assistant: (i) 任何該等配發的基準應由董事會釐定；
user: Please translate the following sentence from English to Chinese: After the People’s court has ruled to declare the Company bankrupt, the Company’s liquidation committee shall hand over the liquidation matters to the People’s court.

assistant: 公司經人民法院裁定宣告破產後，清算組應當將清算事務移交給人民法院。
user: Please translate the following sentence from English to Chinese: Part VIII

assistant: 第 VIII 部分
user: Please translate the following sentence from English to Chinese: Otherwise, the Company shall within five (5) days notify the shareholders once again, by way of public announcement, of the matters to be considered at the meeting and the date and place of the meeting.

assistant: 達不到的，公司應當在五(5)日內將會議擬審議的事項、開會日期和地點以公告形式再次通知股東，經公告通知，公司可以召開類別股東會議。
user: Please translate the following sentence from English to Chinese: The annual general meeting of shareholders shall be held once every year within six (6) months after the end of the previous accounting year.

assistant: 年度股東大會每年召開一次,並應於上一會計年度完結之後六個月之內舉行。
user: Please translate the following sentence from English to Chinese: Shares listed and traded on overseas stock exchange with approvals from the authorised department of the State Council and overseas securities regulatory authority are referred to as overseas listed shares.

assistant: 經國務院授權的部門批准發行，並經境外證券監督管理機構覈准，在境外證券交易所上市交易的股份，稱爲境外上市股份。
user: Please translate the following sentence from English to Chinese: 36. Directors’ power to refuse to register transfers

assistant: 36. 董事會拒絕登記轉讓之權力
user: Please translate the following sentence from English to Chinese: Article 78 In the event a vote counting has been conducted at a shareholders’ general meeting, the result thereof shall be entered into the minutes of the meeting.

assistant: 第七十八條股東大會如果進行點票，點票結果應當記入會議記錄。
user: Please translate the following sentence from English to Chinese: The annual financial report of the Company shall be prepared in accordance with the PRC accounting standards, and also in accordance with international accounting standards or that of the place where the Company’s shares are listed, and the financial report shall be audited by PRC certified public accountants and international accountants pursuant to applicable laws.

assistant: 公司年度財務會計報告應按中國會計標準和國際或者境外上市地會計標準編制，並由中國註冊會計師及國際會計師依法審覈驗證。
user: Please translate the following sentence from English to Chinese: (V) equity incentive plans;

assistant: （五）股權激勵計劃；
user: Please translate the following sentence from English to Chinese: No forfeiture shall be invalidated by any omission or neglect to give such Notice.

assistant: 因遺漏或疏忽而未有發出上述通知概不會令沒收無效。
user: Please translate the following sentence from English to Chinese: If the shareholder is a recognized clearing house as defined in the relevant ordinance enacted from time to time in Hong Kong (the “Recognized Clearing House”) (or agent thereof), the said shareholder may authorize one or more persons as he deems appropriate to act on his behalf at any shareholders’ general meeting or class shareholders’ general meeting;

assistant: 如該股東爲香港不時制定的有關條例所定義的認可結算所（下稱「認可結算所」）（或其代理人），該股東可以授權其認爲合適的一個或以上人士在任何股東大會或任何類別股東會議上擔任其代表；
user: Please translate the following sentence from English to Chinese: Article 207

assistant: 第二百○七條
user: Please translate the following sentence from English to Chinese: The Company shall at all times comply with the provisions of the Companies Law in relation to the share premium account.

assistant: 本公司須一直遵守公司法有關股份溢價賬的條文規定。
user: Please translate the following sentence from English to Chinese: Article 96 The Company shall establish a system for independent directors and the secretary of the board of directors shall actively coordinate with independent directors in their performance of duties.

assistant: 第九十六條公司應當建立獨立董事工作制度，董事會祕書應當積極配合獨立董事履行職責。
user: Please translate the following sentence from English to Chinese: The Principal Register, the Hong Kong Register of Members and any other branch register(s) of members shall together be treated as the Register of Members for the purposes of these Articles.

assistant: 就本章程細則而言，股東名冊總冊、香港股東名冊及任何其他股東名冊分冊應一併視爲股東名冊。
user: Please translate the following sentence from English to Chinese: (i) the foregoing provisions of this Article shall apply only to the destruction of a document in good faith and without express notice to the Company that the preservation of such document was relevant to a claim;

assistant: (i) 本條的上述條文只適用於本著誠信及在本公司未獲明確通知該文件的保存與申索有關的情況下銷燬的文件；
user: Please translate the following sentence from English to Chinese: In addition to the provisions of Articles 16.7 to 16.10, a Director may be represented at any meeting of the Board (or of any committee of the Board) by a proxy appointed by him, in which event the presence or vote of the proxy shall for all purposes be deemed to be that of the Director.

assistant: 除本公司章程細則第 16.7 條至第 16.10 條以外，董事可以委託代理人代表其出席董事會的任何會議（或者董事會任何委員會的會議），在任何情況下代理人的出席或投票應當在任何情況下被認爲是董事的出席或投票。
user: Please translate the following sentence from English to Chinese: Article 140 The notice of board meetings may be delivered in the manners as set out in Article 239 of the Articles of Association.

assistant: 第一百四十條董事會會議召開的通知方式可選擇本章程第二百三十九條所列方式發出。
user: Please translate the following sentence from English to Chinese: (f) To engage in or carry on any other lawful trade, business or enterprise which may at any time appear to the Directors of the Company capable of being conveniently carried on in conjunction with any of the aforementioned businesses or activities or which may appear to the Directors or the Company likely tobe profitable to the Company.

assistant: (f) 從事或開展任何其他合法的貿易、業務或企業，且於任何時候本公司董事認爲該等貿易、業務或企業能夠易於開展且與任何前述業或活動有關，或本公司董事認爲應會有利於本公司。
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) 釐定有權參與任何股息、分派、配發或發行之股東的記錄日期，而有關記錄日期可爲宣派、派付或作出有關股息、分派、配發或發行的任何日期之前或之後不超過三十(30)日的任何時間；
user: Please translate the following sentence from English to Chinese: The Company in general meeting may, from time to time, whether or not all the shares for the time being authorised shall have been issued and whether or not all the shares for the time being issued shall have been fully paid up, by ordinary resolution, increase its share capital by the creation of new shares, such new capital to be of such amount and to be divided into shares of such respective amounts as the resolution shall prescribe.

assistant: 不論當時所有法定股本是否已經發行，亦不論當時所有已發行股份是否已繳足股本，本公司可隨時在股東大會上以普通決議案增設新股份而增加股本，新股本數額由有關決議案規定，並將股份分爲決議案所規定的面額。
user: Please translate the following sentence from English to Chinese: In addition, unless otherwise specified in the Articles of Association, the notice shall be delivered to each of the registered addresses as appeared in the register of members of overseas-listed foreign-invested Shares by personal delivery or postage paid mail so as to give the shareholders sufficient notice and time to exercise their rights or act in accordance with the terms of the notice.

assistant: 此外，除本章程另有規定外，必須根據每一境外上市外資股股東名冊登記的地址，由專人或以預付郵資函件方式送達，以便股東有充分通知和足夠時間行使其權利或按通知的條款行事。
user: Please translate the following sentence from English to Chinese: Shares already issued by the Company before public offering shall not be transferred within one year from the date on which the shares of the Company are listed and traded on the stock exchange.

assistant: 公司公開發行股份前已發行的股份，自公司股票在證券交易所上市交易之日起一年內不得轉讓。
user: Please translate the following sentence from English to Chinese: 3. The Office shall be at such place in Hong Kong as the Board shall from time to time appoint.

assistant: 3. 辦事處應設於由董事會不時指定在香港的地方。
user: Please translate the following sentence from English to Chinese: THE COMPANIES ACT 1981 FIRST SCHEDULE A company limited by shares may exercise all or any of the following powers subject to any provision of the law or its memorandum – 2. to acquire or undertake the whole or any part of the business, property and liabilities of any person carrying on any business that the company is authorized to carry on;

assistant: 一九八一年公司法 附表一 在法律或其章程大綱之任何條文規限下，股份有限公司可行使以下所有或任何權力- 2. 取得或承接任何人士經營公司獲准經營之任何業務的全部或任何部分業務、物業及負債；
user: Please translate the following sentence from English to Chinese: (a) the necessary quorum (other than at an adjourned meeting) shall be two persons (or in the case of a Member being a corporation, its duly authorised representative) holding or representing by proxy not less than one-third in nominal value of the issued shares of that class and at any adjourned meeting of such holders, two holders present in person or (in the case of a Member being a corporation) its duly authorised representative or by proxy (whatever the number of shares held by them) shall be a quorum;

assistant: (a) 大會（續會除外）之必要法定人數爲最少持有或由受委代表持有該類已發行股份面值三分一的兩名人士（倘股東爲法團，則其正式授權代表），而在有關持有人之任何續會上，兩名親自或（倘股東爲公司）其正式授權代表或委派代表出席之人士（不論其所持股份的數目）即可構成法定人數；
user: Please translate the following sentence from English to Chinese: (V) to propose the holding of extraordinary Shareholders’ General Meetings and, in the event that the Board of Directors fails to perform its duty of convening and presiding over a Shareholders’ General Meeting according to the Company Law, to convene and preside over such a meeting in accordance with the law;

assistant: （五）提議召開臨時股東大會，在董事會不履行《公司法》規定的召集和主持股東大會職責時依法召集和主持股東大會；
user: Please translate the following sentence from English to Chinese: (II) The purchaser of shares agrees with the Company, and each Shareholder, Director, Supervisor, general manager and other senior management personnel of the Company, and the Company acting on its behalf and for each Director, Supervisor, general manager and other senior management personnel also agrees with each Shareholder, to refer all disputes and claims arising from the Articles of Association or from any right and obligation specified in the PRC Company Law and other relevant PRC laws and administrative regulations with respect to the affairs of the Company, to arbitration in accordance with the Articles of Association, and that any reference to arbitration shall be deemed to authorize the arbitration tribunal to conduct a public hearing in open session and to publish its ruling, and the arbitration award shall be final and conclusive;

assistant: （二）股份購買人與公司、公司的每名股東、董事、監事、總經理及其他高級管理人員同意，而代表公司本身及每名董事、監事、總經理及其他高級管理人員行事的公司亦與每名股東同意，將因公司章程而產生之一切爭議及索賠，或因《公司法》及其他中國有關法律、行政法所規定的權利和義務發生的、與公司事務有關的爭議或權利主張，須根據公司章程的規定提交仲裁解決，及任何提交的仲裁均須視爲授權仲裁庭進行公開聆訊及公佈其裁決，該仲裁是終局裁決。
user: Please translate the following sentence from English to Chinese: (a) he resigns his office by notice in writing delivered to the office or tendered at a meeting of the Board;

assistant: (a) 倘將書面通知送達辦事處表示辭職或於董事會會議提交辭呈；
user: Please translate the following sentence from English to Chinese: Such special documents shall be sent by mail to holders of Overseas-Listed Foreign Shares.

assistant: 前述文件還應當以郵件方式送達給每個境外上市外資股股東。
user: Please translate the following sentence from English to Chinese: No shareholder (not being a Director) or other person shall have any right of inspecting any account or Inspection by book or document of the Company except as conferred by the Statutes or ordered by a court of shareholders competent jurisdiction or authorised by the Board or the Company in general meeting.

assistant: 任何股東（董事除外）或其他人士一概無權查閱本公司之任何賬目或賬簿或賬項文件，除非該權股東查閱利乃法規所賦予或由有司法管轄權之法院頒令或由董事會或本公司在股東大會上批准。
user: Please translate the following sentence from English to Chinese: (a) A Director may hold any other office or place of profit with the Company (except that of Auditor) in conjunction with his office of Director for such period and upon such terms as the Board may determine, and may be paid such extra remuneration therefor (whether by way of salary, commission, participation in profits or otherwise) as the Board may determine and such extra remuneration shall be in addition to any remuneration provided for by or pursuant to any other Article.

assistant: (a) 董事可於在職期間及按董事會決定的條款，兼任本公司其他任何有酬勞的職位或職務（核數師除外），並可收取由董事會釐定的額外酬金（不論爲薪金、傭金、分紅或其他方式），作爲根據任何其他章程細則所規定酬金以外的額外酬金。
user: Please translate the following sentence from English to Chinese: and in proving such transmission, publication or the giving of notice thereof, a certificate in writing signed by the Secretary or other person appointed by the Board as to the act and time of such transmission, publication or the giving of notice thereof, shall be conclusive evidence thereof;

assistant: 經祕書或董事會委任的其他人士簽署，有關傳送、登載或發出通告的行爲及時間的書面證明，可作爲傳送、登載或發出通知的不可推翻的確證； 及
user: Please translate the following sentence from English to Chinese: “Transfer Office” shall mean the place where the Principal Register is situate for the time being;

assistant: 「股份過戶登記處」指股東名冊總冊當時所在地；
user: Please translate the following sentence from English to Chinese: (VII) containing the text of any special resolution proposed to be passed at the meeting;

assistant: （七）載有任何擬在會議上提議通過的特別決議的全文；
user: Please translate the following sentence from English to Chinese: An external supervisor shall serve the Bank for at least fifteen (15) business days each year.

assistant: 外部監事每年爲本行工作時間不得少於15個工作日。
user: Please translate the following sentence from English to Chinese: (6) to exercise special disposal powers to handle corporate affairs in compliance with legal requirements and in the interests of the Company in case of an event of force majeure or an emergency that precludes the convening of a board meeting on a timely basis, and provide post-event reports to the Board;

assistant: （六）在發生不可抗力或重大危急情形，且無法及時召開董事會的緊急情況下，對公司事務行使符合法律規定和公司利益的特別處置權，並在事後向董事會報告；
user: Please translate the following sentence from English to Chinese: (2) The nomination and remuneration committee under the board of directors nominates;

assistant: （二）董事會提名薪酬委員會提名；
user: Please translate the following sentence from English to Chinese: (a) the basis of any such allotment shall be determined by the Directors;

assistant: (a) 配發基準由董事會決定；
user: Please translate the following sentence from English to Chinese: Without prejudice to the rights of the Company under Article 157 and the provisions of Article 160, the Company may cease sending such cheques for dividend entitlements or dividend warrants by post if such cheques or warrants have been left uncashed on two consecutive occasions.

assistant: 倘股息支票或股息單已連續兩次未被兌現，在不損及本公司於章程細則第157條之權利及章程細則第160條之條文之情況下，本公司可終止以郵遞方式寄發該等支票或股息單。
user: Please translate the following sentence from English to Chinese: 4. to verify financial information such as the financial reports, business reports and profit distribution plans, etc. that the Board intends to submit to the shareholders’ general meeting and, if in doubt, to appoint, in the name of the Company, a registered accountant or practicing auditor to assist in reviewing such information;

assistant: （四）覈對董事會擬提交股東大會的財務報告、營業報告和利潤分配方案等財務資料，發現疑問的，可以公司名義委託註冊會計師、執業審計師幫助複審；
user: Please translate the following sentence from English to Chinese: passenger cargo stowage, warehousing, loading and unloading, stevedoring;

assistant: 客車貨物配載、倉儲、裝卸、搬運；
user: Please translate the following sentence from English to Chinese: Article 143 The Company shall have a manager, who shall be appointed and dismissed by the board of directors.

assistant: 第十二章公司經理 第一百四十三條公司設經理一名，由董事會聘任或者解聘。
user: Please translate the following sentence from English to Chinese: (II) The applicant for arbitration may select China International Economic and Trade Arbitration Commission for arbitration following the arbitration rules thereof or select Hong Kong International Arbitration Centre for arbitration following the securities arbitration rules thereof.

assistant: （二）申請仲裁者可以選擇中國國際經濟貿易仲裁委員會按其仲裁規則進行仲裁，也可以選擇香港國際仲裁中心按其證券仲裁規則進行仲裁。
user: Please translate the following sentence from English to Chinese: (4) when the chairman considered necessary.

assistant: (四) 董事長認爲必要時。
user: Please translate the following sentence from English to Chinese: (a) and (b) of paragraph (1) of this Article shall rank pari passu in all respects with the shares then in issue save only as regards participation:

assistant: (a) 及 (b) 段之條文配發之股份，將於各方面與當時已發行之股份享有同等權益，惟涉及分享以下各項者除外：
user: Please translate the following sentence from English to Chinese: Unless otherwise directed by the Board, any dividend or bonus may be paid by cheque or warrant sent through the post to the registered address of the shareholder entitled, or, in case of joint holders, to the registered address of that one whose name stands first in the register in respect of the joint holding or to such person and to such address as the holder or joint holders may in writing direct. Every cheque or warrant so sent shall be made payable to the order of the person to whom it is sent, and the payment of any such cheque or warrant shall operate as a good discharge to the Company in respect of the dividend and/or bonus represented thereby, notwithstanding that it may subsequently appear that the same has been stolen or that any endorsement thereon has been forged.

assistant: 除非董事會另有指示，否則可以透過將支票或股息單郵寄至有權享有的股東的登記地址，或倘若爲聯名持有人，郵寄至在股東名冊上就該聯名持有股份排名最先的聯名持有人的登記地址，或該持有人或聯名持有人以書面指示的人士及地址，以派發任何股息或紅利。 如此寄發的每張支票或股息單的應付受款人須爲收件人，而透過任何上述支票或股息單進行付款，即等同本公司已就該等支票或股息單代表的股息及╱或紅利妥善履行責任，即使可能其後看來該等支票或股息單已被盜取或其上的任何背書爲僞造。
user: Please translate the following sentence from English to Chinese: Where the Company issues a new replacement share certificate pursuant to the Articles of Association, the name (title) of a bona fide purchaser gaining possession of such new share certificate or the person who is subsequently entered in the register of shareholders as holder of such shares (if he/she is a bona fide purchaser) shall not be removed from the register of shareholders.

assistant: 公司根據本章程的規定補發新股票後，獲得前述新股票的善意購買者或者其後登記爲該股份的所有者的股東（如屬善意購買者），其姓名（名稱）均不得從股東名冊中刪除。