billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: If a director is not present at a meeting of the board of directors, nor to appoint an alternate to attend on his behalf, he shall be deemed to have abstained his rights to vote at that meeting.

assistant: 董事未出席某次董事會會議，亦未委託代表出席的，應當視作已放棄在該次會議上的投票權。
user: Please translate the following sentence from English to Chinese: (1) the number of directors is less than the minimum quorum stipulated in the Company Law or less than two-thirds of the number stipulated in the Articles;

assistant: （一）董事人數不足《公司法》規定的法定最低人數，或者少於本行章程所定人數的三分之二時；
user: Please translate the following sentence from English to Chinese: (a) the basis of any such allotment shall be determined by the Board;

assistant: (a) 任何配發的基準須由董事會決定；
user: Please translate the following sentence from English to Chinese: (I) Form of profit distribution:

assistant: （一）利潤分配的形式：
user: Please translate the following sentence from English to Chinese: Article 94 Regular meetings of the Board shall be held at least two times every year and shall be convened by the Chairman of the Board. All of the Directors shall be notified about the meeting ten days in advance.

assistant: 第九十四條董事會每年至少召開兩次會議，由董事長召集，於會議召開十日以前通知全體董事。
user: Please translate the following sentence from English to Chinese: If for any reason the shareholders fail to elect a chairman, the shareholder (including proxy thereof) attending the meeting and holding the largest number of shares vested with voting rights shall be the chairman of the meeting.

assistant: 如果因任何理由，股東無法選舉主席，應當由出席會議的持有最多表決權股份的股東（包括股東代理人）擔任會議主席。
user: Please translate the following sentence from English to Chinese: What is the Fund?

assistant: 基金是甚麼產品？
user: Please translate the following sentence from English to Chinese: (3) The Company may upon the recommendation of the Board by ordinary resolution resolve in respect of any one particular dividend of the Company that notwithstanding the provisions of paragraph (1) of this Bye-law a dividend may be satisfied wholly in the form of an allotment of shares credited as fully paid up without offering any right to shareholders to elect to receive such dividend in cash in lieu of such allotment.

assistant: (3) 本公司可在董事會推薦下透過普通決議決議，就本公司任何特定股息配發入賬列作繳足的股份作爲派發全部股息（儘管有本細則第 (1) 段的規定），而無須授予股東選擇收取現金股息以代替配發股份的權利。
user: Please translate the following sentence from English to Chinese: Article 47  If the share certificates (i.e. the “Original Share Certificates”) of any shareholders registered in the share register or any persons who request to register their names (description) in the share register are lost, these shareholders or persons may apply to our Bank for replacement certificates in respect of such shares (i.e. the “Relevant Shares”).

assistant: 第四十七條任何登記在股東名冊上的股東或者任何要求將其姓名（名稱）登記在股東名冊上的人，如果其股票（即「原股票」）遺失，可以向本行申請就該股份（即「有關股份」）補發新股票。
user: Please translate the following sentence from English to Chinese: The Board may from time to time and at any time by powers of attorney appoint any company, firm, person or body of persons, whether nominated directly or indirectly by the Board, to be the attorney or attorneys of the Company for such purpose and with such powers, authorities and discretions (not exceeding those vested in or exercisable by the Board under these Articles) and for such period and subject to such conditions as they may think fit, and any such powers of attorney may contain such provisions for the protection and convenience of persons dealing with any such attorneys as the Board may think fit and may also authorize any such attorney to delegate all or any of the powers, authorities and discretions vested in him.

assistant: 董事會可不時及隨時以授權書，委任任何公司、商號或人士或團體（不論由董事會直接或間接提名）擔任本公司的受權人，目的及所具有的權力、授權及指示（惟不超過根據此等章程細則董事會獲賦予或可行使者）及期間及條件爲董事會可能認爲適合者，而任何有關授權書可載有董事會可能認爲適合保障及方便涉及作爲該受權人的人士的條文，亦可授權任何有關受權人再轉授其獲授予的一切或任何權力、授權及酌情權。
user: Please translate the following sentence from English to Chinese: The Directors shall be entitled to make such arrangements to deal with fractional entitlements arising on an offer of any unissued shares or other securities as they think fit, including the aggregation and the sale thereof for the benefit of the Company.

assistant: 董事應有權以其認爲恰當的方式，安排處理於發售任何未發行股份或其他證券產生的零碎權益，包括彙集及出售有關權益，所得利益歸本公司所有。
user: Please translate the following sentence from English to Chinese: Article 84  With regard to the shareholders’ general meeting convened by the Board of Supervisors or shareholders on its/their own initiative, the Board and its secretary shall offer cooperation.

assistant: 第八十四條　對於監事會或股東自行召集的股東大會，董事會和董事會祕書將予配合。
user: Please translate the following sentence from English to Chinese: (2) The Board shall cause a proper register to be kept, in accordance with the provisions of the Law, of all charges specifically affecting the property of the Company and of any series of debentures issued by the Company and shall duly comply with the requirements of the Law in regard to the registration of charges and debentures therein specified and otherwise.

assistant: (2) 董事會須根據公司法之規定安排保存一份適當的登記冊，登記對本公司財產構成具體影響的所有抵押及本公司所發行任何系列債權證，並須妥爲遵守公司法中所訂明有關登記抵押及債權證及其他方面的規定。
user: Please translate the following sentence from English to Chinese: provided that nothing in this clause shall be construed as to prevent the Company effecting and concluding contracts in the Cayman Islands, and exercising in the Cayman Islands all of its powers necessary for the carrying on of its business outside the Cayman Islands.

assistant: 但本條的任何規定概不得視爲阻止本公司於開曼羣島達成及完成合約，以及於開曼羣島行使於開曼羣島以外開展其業務所必需的一切權力。
user: Please translate the following sentence from English to Chinese: The provisions of these Articles of Association relating to the conduct of shareholders’ general meetings are also applicable to class meetings. Apart from the holders of other classes of shares, the holders of the domestic shares and holders of overseas-listed foreign shares shall be deemed to be holders of different classes of shares.

assistant: 類別股東會議應當以與股東大會盡可能相同的程序舉行，本章程中有關股東大會舉行程序的條款適用於類別股東會議。 除其他類別股份股東外，內資股股東和境外上市外資股股東視爲不同類別股東。
user: Please translate the following sentence from English to Chinese: 10. Subject to the Act and without prejudice to Bye-law 8, all or any of the special rights for the time being attached to the shares or any class of shares may, unless otherwise provided by the terms of issue of the shares of that class, from time to time (whether or not the Company is being wound up) be varied, modified or abrogated either with the consent in writing of the holders of not less than three-fourths of the issued shares of that class or with the sanction of a special resolution passed at a separate general meeting of the holders of the shares of that class.

assistant: 10. 在公司法規限下且無損公司細則第 8 條的情況下，股份或任何類別股份當時附有的一切或任何特別權利可（除非該類別股份的發行條款另有規定）經由該類已發行股份不少於四分三的持有人書面批准，或經由該類別股份持有人在另行召開的股東大會上通過特別決議案批准，不時（無論本公司是否正在清盤）予以更改、修訂或廢除。
user: Please translate the following sentence from English to Chinese: (7) when a board meeting is required by the securities regulatory authorities.

assistant: （七）證券監督管理機構要求召開時。
user: Please translate the following sentence from English to Chinese: If it is required to make public announcements to the holders of overseas listed foreign shares pursuant to the Articles of Association, such announcements shall also be published in such manner as required by the Hong Kong Listing Rules.

assistant: 如根據公司章程應向境外上市外資股股東發出公告，則有關公告同時應根據《香港上市規則》所規定的方法發佈。
user: Please translate the following sentence from English to Chinese: Article 222 Matters for discussion at the Board of Supervisors shall be voted item by item, that is, voting commences after a proposal has been examined; the next proposal may not be voted if the previous proposal is still being voted.

assistant: 第二百二十二條監事會會議對審議的事項採取逐項表決的原則，即提案審議完畢後，開始表決，一項提案未表決完畢，不得表決下項提案。
user: Please translate the following sentence from English to Chinese: 17 Managing Directors

assistant: 17 董事總經理
user: Please translate the following sentence from English to Chinese: The Company may not exercise any power to freeze or infringe in any other way the rights carried by any share held by any person who enjoys interests directly or indirectly merely for the reason that he has not disclose his interests to the Company.

assistant: 公司不得只因任何直接或間接擁有權益的人士並無向公司披露其權益而行使任何權力以凍結或以其它方式損害其所持任何股份附有的權利。
user: Please translate the following sentence from English to Chinese: The Board shall provide for the safe custody of each seal, and no seal shall be used without the authority of the Board or a committee of the Board authorised by the Board in that behalf.

assistant: 董事局須保管每一印章，而未經董事局授權或董事局授權之董事局委員會代其授權，則不得使用印章。
user: Please translate the following sentence from English to Chinese: means the Hong Kong Special Administrative Region of the People’s Republic of China;

assistant: 指中華人民共和國香港特別行政區；
user: Please translate the following sentence from English to Chinese: All reasonable expenses incurred by the Shareholders who tendered the requisition in convening and holding the meeting as a result of the failure to duly convene the meeting upon the aforesaid requisitions shall be borne by the Company, and shall be set off against any sums owed to the Directors in default by the Company.

assistant: 股東因董事會未應前述要求舉行會議而自行召集並舉行會議的，其所發生的合理費用，應當由公司承擔，並從公司欠付失職董事的款項中扣除。
user: Please translate the following sentence from English to Chinese: or (b) any votes have been counted which ought not to have been counted or which might have been rejected;

assistant: 或 (b) 原不應予以點算或原可予否定的任何表決已點算在內；
user: Please translate the following sentence from English to Chinese: 18. when properly authorized to do so, to sell, lease, exchange or otherwise dispose of the undertaking of the company or any part thereof as an entirety or substantially as an entirety for such consideration as the company thinks fit;

assistant: 18. 經正式授權後，以公司認爲合理之代價出售、租賃、交換或其他方式處置公司業務或其任何部份（屬其整體或大致上整體）；
user: Please translate the following sentence from English to Chinese: Zheng Jian Hai Han Rule 8;

assistant: 「證監海函」第八條；
user: Please translate the following sentence from English to Chinese: All Committees so formed shall, in the exercise of the powers so delegated, conform to any regulations that may be imposed upon them by the Board.

assistant: 因此組成的委員會在行使如上所述轉授的權力時，須符合董事會可能對其施加的任何規例。
user: Please translate the following sentence from English to Chinese: 25. Subject to these Articles and to the terms of allotment, the Board may from time to time make calls upon the Members in respect of any moneys unpaid on their shares (whether on account of the nominal value of the shares or by way of premium), and each Member shall (subject to being given at least fourteen (14) clear days’ Notice specifying the time and place of payment) pay to the Company as required by such notice the amount called on his shares.

assistant: 25. 在本細則及配發條款規限下，董事會可不時向股東催繳有關彼等的股份的任何未繳 股款（不論是按股份的面值或溢價），且每名股東應（如接獲最少十四 (14) 個整日的通告，指明繳付時間及地點）向本公司繳付該通告就其股份所催繳的股款。
user: Please translate the following sentence from English to Chinese: (a) as from the date of such act or transaction the Company shall establish and thereafter (subject as provided in this Article) maintain in accordance with the provisions of this Article a reserve (the “Subscription Rights Reserve”) the amount of which shall at no time be less than the sum which for the time being would be required to be capitalised and applied in paying up in full the nominal amount of the additional shares required to be issued and allotted credited as fully paid pursuant to sub- paragraph (c) below on the exercise in full of all the subscription rights outstanding and shall apply the Subscription Rights Reserve in paying up such additional shares in full as and when the same are allotted;

assistant: (a) 自該行動或交易日期起，本公司須根據本條細則的條文設立並繼而（按本條細則的規定）維持一項儲備（「認購權儲備」），其金額不得低於當時須予資本化及悉數用於繳付根據下文 (c) 分段悉數行使所有未獲行使認購權而鬚髮行及配發併入賬列作繳足的額外股份面值的款額，並須於配發該等額外股份時使用認購權儲備悉數繳足該等額外股份；
user: Please translate the following sentence from English to Chinese: (1) to increase or decrease the number of shares of a particular class, or increase or decrease the number of shares of another class having rights on voting, distribution or other privileges equal or superior to those of the shares of such class;

assistant: （一）增加或者減少該類別股份的數目，或者增加或減少與該類別股 份享有同等或者更多的表決權、分配權、其他特權的類別股份的數目；
user: Please translate the following sentence from English to Chinese: (a) as from the date of such act or transaction the Company shall establish and thereafter (subject as provided in this Article) maintain in accordance with the provisions of this Article a reserve (the “Subscription Rights Reserve”) the amount of which shall at no time be less than the sum which for the time being would be required to be capitalised and applied in paying up in full the nominal amount of the additional shares required to be issued and allotted credited as fully paid pursuant to sub- paragraph (c) below on the exercise in full of all the subscription rights outstanding and shall apply the Subscription Rights Reserve in paying up such additional shares in full as and when the same are allotted;

assistant: (a) 由該行爲或交易之日起，本公司應按照本條的規定設立及於此後（在本條的規定規限下）維持一項儲備（「認購權儲備」），其金額在任何時候均不得少於當時須進行資本化的款項，且該款項須於所有未行使認購權獲全數行使時，用以繳足根據下文(c)分段規定發行及配發入賬列爲繳足的額外股份的面額，以及須在該等額外股份配發時運用認購權儲備繳足該等額外股份的股款；
user: Please translate the following sentence from English to Chinese: 64 The Board may, whenever it thinks fit, convene an extraordinary general meeting. Extraordinary general meetings shall also be convened on the requisition of one or more Shareholders holding, at the date of deposit of the requisition, not less than one tenth of the paid up capital of the Company having the right of voting at general meetings.

assistant: 64 董事會可按其認爲合適的時候召開臨時股東大會。 臨時股東大會亦可由一名或多名持有股東要求召開，該等股東於提出要求當日須持有本公司實繳股本不少於十分之一併有權在股東大會上投票。
user: Please translate the following sentence from English to Chinese: Any general meeting may authorise the Board to fill any vacancy in their number left unfilled at a general meeting.

assistant: 任何股東大會均可授權董事會在股東大會上填補任何董事空缺。
user: Please translate the following sentence from English to Chinese: Such powers shall be exercisable by the Board upon such terms and subject to such conditions as the Board thinks fit provided that no purchases of its own shares shall be made (otherwise than through a recognised stock exchange) save with the sanction of and at a price determined by an ordinary resolution of the Company.

assistant: 董事會可根據其認爲適當之條款並在該等條件之規限下行使有關權力，惟事先必須取得批准及按本公司普通決議案所釐定之價格進行購買（透過認可結算所進行者除外）。
user: Please translate the following sentence from English to Chinese: The attending supervisors shall discuss among themselves, and shall not discuss with any non-voting attendants, unless the chairman of the meeting decides to listen to the opinions and suggestions of any non-voting attendants according to the opinion of any supervisor.

assistant: 到會監事應當在監事範圍內進行議事，不得與列席會議人員進行討論，除非會議主持人根據監事意見決定聽取列席會議人員的意見和建議。
user: Please translate the following sentence from English to Chinese: When the merger or division of the Company involves changes in registered particulars, such changes shall be registered with the company registration authority in accordance with the law.

assistant: 公司合併或者分立，登記事項發生變更的，應當依法向公司登記機關辦理變更登記；
user: Please translate the following sentence from English to Chinese: The Bank shall have one to two staff representative director(s) depending its actual conditions, the representative director shall be elected by the Bank’s staff at workers congress, staff meeting or through other means.

assistant: 本行可根據實際情況，設職工代表董事一至兩名，職工代表董事由本行職工通過職工代表大會、職工大會或者其他形式民主選舉產生。
user: Please translate the following sentence from English to Chinese: The President should formulate his/her detailed working regulations, to be implemented upon approval by the board of directors.

assistant: 公司總經理應制定總經理工作細則，報董事會批准後實施。
user: Please translate the following sentence from English to Chinese: Distribution may also be made out of contributed surplus.

assistant: 本公司亦可從實繳盈餘中作出分發。
user: Please translate the following sentence from English to Chinese: (iii) all declarations made or notices given by any Director of his interest in any contract or proposed contract or of his holding of any office or property whereby any conflict of duty or interest may arise;

assistant: (iii) 任何董事作出或發出的所有聲明或通知，內容有關其於任何合約或擬訂立合約的權益，或擔任任何職務或持有物業而可能引起的任何職責或利益衝突；
user: Please translate the following sentence from English to Chinese: (3) To sign bond certificates 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: (13) to consider and review the resolution proposed by any shareholder who holds, alone or in aggregate, 3% of the shares with voting rights of the Company;

assistant: （十三）審議單獨或合計持有代表公司有表決權的股份百分之三以上 的股東的提案；
user: Please translate the following sentence from English to Chinese: (A) Whenever the Directors or the Company in general meeting has resolved Scrip dividend that a dividend be paid or declared on the share capital of the Company, the Directors may further resolve:

assistant: (A) 倘董事或本公司股東大會議決就本公司的股本派付或宣派股息，則以股代息董事可進而議決：
user: Please translate the following sentence from English to Chinese: Class shareholders shall be entitled to rights and assume obligations according to the laws, regulations and the Articles of Association.

assistant: 類別股東依據法律、行政法規和公司章程的規定，享有權利和承擔義務。
user: Please translate the following sentence from English to Chinese: If the chairman of the meeting has not counted the votes, any shareholder who is present in person or by proxy and who objects to the result announced by the chairman of the meeting may, immediately after the declaration of the result, demand that the votes be counted and the chairman of the meeting shall have the votes counted immediately.

assistant: 如果會議主席未進行點票，出席會議的股東或者股東代理人對會議主席宣佈結果有異議的，有權在宣佈後立即要求點票，會議主席應當即時進行點票。
user: Please translate the following sentence from English to Chinese: (As altered by Special Resolution passed on 11 June 1993) 3

assistant: (經 1993 年 6 月 11 日通過的特別決議案修改) 3
user: Please translate the following sentence from English to Chinese: 37. Election on of Directors 37.1 The Board shall be elected or appointed in writing in the first place by the subscribers to the Memorandum of Association or by a majority of them.

assistant: 37. 董事選舉 37.1 董事會首先由組織章程大網的認購方或彼等大多數以書面方式選舉或委任。
user: Please translate the following sentence from English to Chinese: and of the property, assets, credits and liabilities of the Company and of all other matters required by the Statutes or necessary to give a true and fair view of the state of the Company’s affairs and to show and explain its transactions.

assistant: 及本公司之物業、資產、信貸及負債之資料及法規所規定或爲真實公平反映本公司事務並顯示及解釋其交易所必須之一切其他事項。
user: Please translate the following sentence from English to Chinese: Article 82 Resolutions of the general meeting can be ordinary resolutions or special resolutions.

assistant: 第八十二條股東大會決議分爲普通決議和特別決議。
user: Please translate the following sentence from English to Chinese: Article 42 Share certificates shall be signed by the chairman of the board of directors.

assistant: 第四十二條股票由董事長簽署。
user: Please translate the following sentence from English to Chinese: Article 222 President and senior management may resign before expiration of the term of office.

assistant: 第二百二十二條總裁及其他高級管理人員可以在任期屆滿以前提出辭職。
user: Please translate the following sentence from English to Chinese: (3) Nomination of independent directors shall be in compliance with Article 147 hereof and a separate special policy established by the Company for independent directors.

assistant: （三）獨立董事的提名應遵照本章程第一百四十七條及公司另行制定的獨立董事專門制度之規定。
user: Please translate the following sentence from English to Chinese: (IV) half or more of the independent directors;

assistant: （四）二分之一以上的獨立董事；
user: Please translate the following sentence from English to Chinese: (i) the said amount in cash which the holder of such warrant is required to pay on exercise of the subscription rights represented thereby (or, as the case may be, the relevant portion thereof in the event of a partial exercise of the subscription rights);

assistant: (i) 該認股權證持有人在行使認股權證所代表認購權（或在部份行使認購權的情況下，則爲有關的部份，視屬何情況而定）時所須支付的上述現金金額；
user: Please translate the following sentence from English to Chinese: 3. The Company is to be an exempted Company as defined by the Companies Act 1981 .

assistant: 3. 本公司爲公司法（1981 年）所界定之獲豁免公司。
user: Please translate the following sentence from English to Chinese: 36. Subject to the provisions of the Statute, the Company may purchase its own Shares (including any redeemable Shares), provided that the Members shall have approved the manner of purchase by Ordinary Resolution or that the manner of purchase is in accordance with the following Articles (and this authorisation is in accordance with Section 37(2) of the Statute or any modification or re-enactment thereof for the time being in force) and such repurchase is in accordance with applicable law, rules or regulations and the Exchange Rules.

assistant: 36. 在成文法條文的規限下，本公司可購回其本身股份（包括任何可贖回股份），惟股東須已透過普通決議案批准購買方式或購買方式乃符合以下章程細則的規定（及此授權乃根據當時生效的成文法第 37(2)條或其任何修訂或重訂而作出）以及有關購回乃符合適用法律、規則或規例及交易所規則。
user: Please translate the following sentence from English to Chinese: to draw, make, accept, endorse, discount, execute and issue promissory notes, debentures, debenture stock, loans, loan stock, loan notes, bonds, convertible bonds, bills of exchange, bills of lading, warrants and other negotiable or transferable instruments;

assistant: 開出、開立、承兌、背書、貼現、籤立和發行承兌票據、債權證、債權股證、貸款、借款股、借款票據、債券、可轉換債券、匯票、提單、認股權證和其他可流通或可轉讓的票據；
user: Please translate the following sentence from English to Chinese: Article 93. The minute of the meeting, signed by the chairman, board of directors present and the recording secretary of the meeting, together with the register signed by the shareholders present and written instrument of the proxies, shall be kept in record at the Corporation’s domicile by the secretary of board of director. Article 94.

assistant: 第九十三條股東大會記錄由會議主席、出席會議的董事和記錄員簽名，連同出席股東的簽名冊及代理出席的委託書，並作爲公司檔案由董事會祕書在公司住所保存。
user: Please translate the following sentence from English to Chinese: No business shall be transacted at any adjourned meeting other than the business which might have been transacted at the meeting from which the adjournment took place.

assistant: 在任何續會上，除引發續會的原有會議本應處理的事項外，不得處理其他事項。
user: Please translate the following sentence from English to Chinese: ALTERATION OF CAPITAL The Company may from time to time by ordinary resolution in accordance with the Law alter the conditions of its Memorandum of Association to:

assistant: 本公司可不時依照公司法以普通決議案更改其組織章程大綱的條件，以：
user: Please translate the following sentence from English to Chinese: (k) travel agents, freight contractors and forwarding agents;

assistant: (k) 旅行代理、貨運承包商以及貨運代理商；
user: Please translate the following sentence from English to Chinese: Article 211

assistant: 第二百一十一條
user: Please translate the following sentence from English to Chinese: Preference shares refer to the shares other than the issued ordinary shares issued by the Bank according to the Company Law, the shareholders of which are preferred in the distribution of profits and remaining assets by the Bank over shareholders of ordinary shares, though their rights to participate in the decision making and management of the Bank are restricted.

assistant: 優先股是指依照《公司法》，在本行發行的普通股股份之外發行的其股份持有人優先於普通股股東分配本行利潤和剩餘財產，但參與本行決策管理等權利受到限制的股份。
user: Please translate the following sentence from English to Chinese: The original register of shareholders of the overseas listed foreign shares that are listed in SEHK shall be kept in Hong Kong.

assistant: 在香港聯交所上市的境外上市外資股的股東名冊正本的存放地爲香港。
user: Please translate the following sentence from English to Chinese: Any person who by operation of law, transfer or other means whatsoever shall become emitted to any share shall be bound by every notice in respect of such share which prior to his name and address being entered on the register shall have been duly given to the person from whom he derives his title to such share.

assistant: 任何藉法律的實施、轉讓或其他方式而享有股份權利的人士，須受在其姓名及地址登錄登記冊前原已就股份正式發給其獲取股份權利的人士的每份通知所約束。
user: Please translate the following sentence from English to Chinese: The Company’s lien on a share shall extend to all dividends or other moneys payable thereon or in respect thereof.

assistant: 本公司就股份享有的留置權包括就該股份應當支付的所有股息或其他應付的款額。