billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: (a) if served or delivered by post, shall where appropriate be sent by airmail and shall be deemed to have been served or delivered on the day following that on which the envelope containing the same, properly prepaid and addressed, is put into the post;

assistant: (a) 如以郵遞方式送達或交付，在適當情況下應以空郵寄送，載有通告或文件的信封應適當預付郵資及註明地址，並視爲於投郵之日的翌日送達或交付。
user: Please translate the following sentence from English to Chinese: Rights of shareholders of a certain class shall be deemed to be varied or abrogated under the following circumstances:

assistant: 第一百三十五條下列情形應當視爲變更或者廢除某類別股東的權利：
user: Please translate the following sentence from English to Chinese: (2) The Board may pay, enter into agreements to pay or make grants of revocable or irrevocable, and either subject or not subject to any terms or conditions, pensions or other benefits to employees and ex-employees and their dependants, or to any of such persons, including pensions or benefits additional to those, if any, to which such employees or ex-employees or their dependants are or may become entitled under any such scheme or fund as mentioned in the last preceding paragraph. Any such pension or benefit may, as the Board considers desirable, be granted to an employee either before and in anticipation of or upon or at any time after his actual retirement.

assistant: (2) 董事會可在可撤回或不可撤回的情況下以及在受或不受任何條款或條件所規限下，支付、訂立協議支付或授出退休金或其他福利予僱員及前僱員及其家屬或任何該等人士，包括該等僱員或前僱員或其家屬根據前段所述的任何計劃或基金享有或可能享有者以外另加的退休金或福利。 任何該等退休金或福利可在董事會認爲適宜的情況下於僱員實際退休之前及預期的期間內或之時或之後任何時間授予僱員。
user: Please translate the following sentence from English to Chinese: The books of account shall be kept at the Head Office or at such other place or places as Where accounts to be kept the Board thinks fit and shall always be open to the inspection of the Directors.

assistant: 賬目須存置在總辦事處或董事會認爲合適的其他一個或多個地點，並須隨時供董事查存置賬目的地點閱。
user: Please translate the following sentence from English to Chinese: Disputes concerning the definition of shareholders and the register of shareholders shall not be required to be settled by means of arbitration.

assistant: 有關股東界定、股東名冊的爭議，可以不用仲裁方式解決。
user: Please translate the following sentence from English to Chinese: Unless the Company has already entered the liquidation stage, it must comply with the following provisions in buying back its issued public shares:

assistant: 除非公司已經進入清算階段，公司購回其發行在外的股份，應當遵守下列規定：
user: Please translate the following sentence from English to Chinese: The Board may do all acts and things considered necessary or expedient to give effect to any capitalisation pursuant to the provisions of paragraph (1) of this Article, with full power to the Board to make such provisions as it thinks fit in the case of shares becoming distributable in fractions (including provisions whereby, in whole or in part, fractional entitlements are aggregated and sold and the net proceeds distributed to those entitled, or are disregarded or rounded up or down or whereby the benefit of fractional entitlements accrues to the Company rather than to the Members concerned).

assistant: 董事會可作出一切其應爲必要或合宜的行爲及事情，以 令任何根據本條第（1）款的條文規定所進行的資本化得以生效； 而就可以拆分爲部分的方式作出分配的股份，董事會擁有全權作出該等其應爲合適的條文（包括規定了累積和出售零星權利以及將淨收益分配予該等有權獲取或被忽略的人士，又或向上或向下的調整淨收益的全部或者部分的相關規定；
user: Please translate the following sentence from English to Chinese: (2) The Directors shall, as soon as may be after each appointment or election of Directors, elect amongst the Directors a chairman and if more than one (1) Director is proposed for this office, the election to such office shall take place in such manner as the Directors may determine.

assistant: (2) 各董事須於每次委任或選舉董事後儘快在各董事中選出一位主席，倘超過一(1) 位董事獲提名此職位，則此職位選舉將按董事決定之方式進行。
user: Please translate the following sentence from English to Chinese: The Board may enforce payment thereof if it thinks fit, and without any deduction or allowance for the value of the forfeited shares, at the date of forfeiture, but his liability shall cease if and when the Company shall have received payment in full of all such moneys in respect of the shares.

assistant: 倘董事會認爲適當，董事會可於沒收當日強制執行有關支付，而不會扣除或扣減遭沒收股份的價值，惟倘本公司已獲支付全額的有關股份全部有關款項，則其責任亦告終止。
user: Please translate the following sentence from English to Chinese: Articles of the Company “Board of Directors”:

assistant: 公司的章程“董事會”：
user: Please translate the following sentence from English to Chinese: In the case of an instrument of proxy purporting to be signed on behalf of a corporation by an officer thereof it shall be assumed, unless the contrary appears, that such officer was duly authorised to sign such instrument of proxy on behalf of the corporation without further evidence of the facts.

assistant: 委任代表文件本意由高級人員代表法團簽署，除非出現相反的情況，否則該高級人員已獲正式授權代表法團簽署代表委任文件，而無須提供進一步的事實證據。
user: Please translate the following sentence from English to Chinese: Article 116 The board meeting may not be held unless not less than half of the directors (including representatives of directors attending the meeting according to Article 117 of the Articles of Association) are present.

assistant: 第一百一十六條 董事會會議應當由二分之一以上的董事（包括依公司章程第一百一十七條的規定受委託出席的董事）出席方可舉行。
user: Please translate the following sentence from English to Chinese: Where a motion in relation to the election of Directors or supervisors has been adopted at a general meeting, the appointment of the new Directors or supervisors shall take effect on the day the said resolution has been considered and approved in the general meeting.

assistant: 股東大會通過有關董事、監事選舉提案的，新任董事、監事就任時間在股東大會審議通過選舉提案之日起即行就任。
user: Please translate the following sentence from English to Chinese: For the avoidance of doubt, where the Designated Stock Exchange is closed for the business of dealing in securities in Hong Kong on a business day by reason of a Number 8 or higher typhoon signal, black rainstorm warning or other similar event, such day shall for the purposes of these Articles be counted as a business day.

assistant: 爲免生疑問，若指定證券交易所於營業日因懸掛八號或以上臺風訊號、黑色暴雨警告訊號或其他類似事件而在香港暫停證券交易業務，則就本章程而言，該日應被視作營業日。
user: Please translate the following sentence from English to Chinese: (4) reasons of the appointing party failing to attend meeting;

assistant: （四）委託人不能出席會議的原因；
user: Please translate the following sentence from English to Chinese: 16. Every person whose name is entered, upon an allotment of share, as a Member in the Register shall be entitled, without payment, to receive one certificate for all such shares of any one class or several certificates each for one or more of such shares of such class upon payment for every certificate after the first of such reasonable out-ofpocket expenses as the Board from time to time determines.

assistant: 本公司將於收取索取通知翌日起十日內將任何人士所索取的副本送交該名人士。 16. 每名名列股東名冊的人士在配發股份後可免費收取一張任何一種類別的所有股份的股票或於首張股票後於支付董事會不時釐定的合理實付支出後收取多張一種或以上的類別股份的股票。
user: Please translate the following sentence from English to Chinese: 13. except to the extent, if any, as may be otherwise expressly provided in its incorporating Act or memorandum and subject to the provisions of this Act every company shall have power to invest the moneys of the Company by the way of mortgage of real or personal property of every description in Bermuda or elsewhere and to sell, exchange, vary, or dispose of such mortgage as the company shall from time determine;

assistant: 13. 除在其綜合法案或章程大綱可能另有明確訂定之範圍（如有）外，以及在本法案之條文規限下，各公司須具有權力，透過抵押百慕達或其他地方境內各種類別之房地產或非土地財產之方式投資本公司之款項，以及按公司不時決定出售、交換、改變或處置有關抵押；
user: Please translate the following sentence from English to Chinese: If the Board does not agree to hold the extraordinary general meeting, it shall give the reasons.

assistant: 董事會不同意召開臨時股東大會的，將說明理由。
user: Please translate the following sentence from English to Chinese: (3) has been publicly declared by any stock exchange to be unsuitable for serving as the secretary to the Board of Directors of any listed company;

assistant: （三）曾被證券交易所公開認定爲不適合擔任上市公司董事會祕書；
user: Please translate the following sentence from English to Chinese: (i) during the period of twelve years prior to the date of publication of the advertisements referred to in sub-paragraph (b) below (or, if published more than once, the first thereof) at least three dividends or other distributions in respect of the shares in question have become payable or been made and no dividend or other distribution in respect of the shares has been claimed;

assistant: (i) 於下文第(b)分段所述之廣告（或倘刊登超過一份廣告，則首份廣告）刊登日期前十二年期間，所涉及股份的至少三次股息或其他分派已應付或作出，而概無有關股份的股息或其他分派已被領取；
user: Please translate the following sentence from English to Chinese: (1) the time, venue and duration of the meeting;

assistant: （一）會議的時間、地點和會議期限；
user: Please translate the following sentence from English to Chinese: (3) The officers shall receive such remuneration as the Directors may from time to time determine.

assistant: (3) 高管收取的酬金由各董事不時決定。
user: Please translate the following sentence from English to Chinese: (8) adjustment of the profit distribution policy of the Company;

assistant: （八）調整公司利潤分配政策；
user: Please translate the following sentence from English to Chinese: Article 106 The convener shall ensure that the minutes of the meeting are true, accurate and complete.

assistant: 第一百零六條召集人應當保證會議記錄內容真實、準確和完整。
user: Please translate the following sentence from English to Chinese: Shareholders shall enjoy rights and undertake obligations in accordance with the class and the number of shares held thereby.

assistant: 股東按其持有股份的種類和份額享有權利，承擔義務；
user: Please translate the following sentence from English to Chinese: (4) any other form of financial assistance given by the Company when the Company is insolvent or has no net assets or where its net assets would thereby be reduced to a material extent.

assistant: （四）公司在無力償還債務、沒有淨資產或者將會導致淨資產大幅度減少的情形下，以任何其他方式提供的財務資助。
user: Please translate the following sentence from English to Chinese: (6) The headings are for convenience only and shall not affect the interpretation of these articles.

assistant: (6) 標題僅爲方便而加入，並不影響本章程細則的詮釋。
user: Please translate the following sentence from English to Chinese: not to abuse the independent legal person status of the Company and the limited liability of the shareholders to impair the interests of creditors of the Company;

assistant: 不得濫 用公司法人獨立地位和股東有限責任損害公司債權人的利益；
user: Please translate the following sentence from English to Chinese: “Registration Office” means such place or places in the Relevant Territory or elsewhere where the Board 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 Board otherwise agrees) transfers of other documents of title for Shares are to be lodged for registration and are to be registered;

assistant: 「登記處」指董事局不時釐定於相關地區內之有關地方或多個地方或其他地點保存本公司股東分冊，內容有關股本類別，及轉移有關股份所有權之其他文件予以送交登記及進行登記之地方（除董事局以其他方式同意者外）；
user: Please translate the following sentence from English to Chinese: (5) Issuing financial bonds;

assistant: （五）發行金融債券；
user: Please translate the following sentence from English to Chinese: (3) The Board in so far as permitted by any applicable law may, in its absolute discretion, at any time and from time to time transfer any share upon the Register to any branch register or any share on any branch register to the Register or any other branch register.

assistant: (3) 在適用法例允許下，董事會可全權酌情隨時及不時將總冊的股份轉移至分冊，或將分冊的股份轉移至總冊或其他分冊。
user: Please translate the following sentence from English to Chinese: (1) to relieve a Director or supervisor of his duty to act honestly in the best interests of the Company;

assistant: （一）免除董事、監事應當真誠地以公司最大利益爲出發點行事的責任；
user: Please translate the following sentence from English to Chinese: Article 174 After the liquidation committee has inventoried the Company’s property and prepared a balance sheet and a property list, it shall formulate a liquidation plan and submit such plan to the shareholders’ general meeting or the relevant governing authorities for confirmation.

assistant: 第一百七十四條清算組在清理公司財產、編制資產負債表和財產清單後，應當制定清算方案，並報股東大會或者有關主管機關確認。
user: Please translate the following sentence from English to Chinese: A member who is the holder of two or more shares may appoint more than one proxy to attend on the same occasion.

assistant: 凡持有兩股或以上股份的股東可委任超過一名代表出席同一會議。
user: Please translate the following sentence from English to Chinese: (III) Any guarantee to be provided to an entity whose debt equity ratio exceeds 70%;

assistant: （三）爲資產負債率超過 70% 的擔保對象提供的擔保；
user: Please translate the following sentence from English to Chinese: In interpreting these Articles of Association, unless there be something in the subject or context inconsistent therewith: “address” shall have the ordinary meaning given to it and shall include any facsimile Definitions number, electronic number or address or website used for the purposes of any communication pursuant to these Articles;

assistant: 就有關組織章程大綱的釋義而言，除非主題或文意不一致外︰ “地址”須具有賦予其原本的含義，幷包括根據本細則爲任何傳訊目的而使用釋義之任何傳真號碼、電子號碼或地址或網址；
user: Please translate the following sentence from English to Chinese: (1) The Secretary and additional officers, if any, shall be appointed by the Board and shall hold office on such terms and for such period as the Board may determine.

assistant: (1) 祕書及額外高級人員（如有）應由董事會委任，任職條款及任期由董事會決定。
user: Please translate the following sentence from English to Chinese: (d) The Company may upon the recommendation of the Board by Ordinary Resolution resolve in respect of any one particular Dividend that notwithstanding the provisions of paragraph (a) of this Article a Dividend may be satisfied wholly in the form of an allotment of Shares credited as fully paid without offering any right to Shareholders to elect to receive such Dividend in cash in lieu of such allotment.

assistant: (d) 本公司經董事會建議可藉普通決議案就本公司有關任何一項特定股息配發入賬列作全數繳足的股份作爲派發全部股息（即使受本細則第 (a) 段的規定），而毋須賦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: (ii) it is expressly resolved at such meeting not to fill such vacated offices;

assistant: (ii) 於該會議上已明確議決不填補該等空缺；
user: Please translate the following sentence from English to Chinese: Minutes 136.

assistant: 會議記錄 136.
user: Please translate the following sentence from English to Chinese: Article 133 The director, supervisor, general manager and other senior management personnel of the Company shall not instigate the following persons or institutions (collectively “related persons”) to do anything that they are forbidden to do:

assistant: 第一百三十三條 公司董事、監事、總經理和其他高級管理人員，不得指使下列人員或者機構（“相關人＂）作出董事、監事、總經理和其他高級管理人員不能做的事：
user: Please translate the following sentence from English to Chinese: The par value of the shares issued by the company upon its incorporation shall be RMB1.00.Upon approved by the examination and approval authority authorized by the State, the par value of each of the shares issued by the Company shall be changed to RMB0.1.

assistant: 經國家授權的審批機關同意，公司已經發行的所有股票的面值變更爲每股人民幣 0.1 元。
user: Please translate the following sentence from English to Chinese: and (ii) unless the contrary is stated therein, be valid as well for any adjournment of the meeting as for the meeting to which it relates.

assistant: 及 (ii) 除非當中載有相反規定，否則於其相關會議的任何續會上同樣有效。
user: Please translate the following sentence from English to Chinese: The following procedures shall be carried out prior to the election of the nonindependent directors:

assistant: 第一百一十條選舉非獨立董事前應履行以下程序：
user: Please translate the following sentence from English to Chinese: (3) division, merger, dissolution and liquidation or change in the form of the Company;

assistant: （三）公司的分立、合併、解散和清算或者變更公司形式；
user: Please translate the following sentence from English to Chinese: (B) The Board may from time to time, and at any time, by power of attorney under the Seal appoint any person or persons to be the attorney or attorneys of the Company for such purposes and with such powers, authorities and discretions (including power to sub-delegate) and for such period and subject to such conditions as the Board may from time to time think fit, and any such appointment may (if the Board think fit) be made in favour of any of the Directors or of the members or any one or more of the members of any such committee or local board established as aforesaid, or in favour of any company, or of the members, directors, nominees, or managers of any company or firm, or otherwise in favour of any fluctuating body of persons whether nominated directly or indirectly by the Board, and any such power of attorney may contain such provisions for the protection or convenience of persons dealing with any such attorney as the Board think fit.

assistant: (B) 董事會可出於其不時認爲適當的目的，在其不時認爲合適的期間內及在其不時認爲合適的條件規限下，不時及隨時以蓋有印章的授權書委任任何一名或多名人士爲本公司的代理人，並授予該等人士董事會不時認爲適當的權力、授權及酌情權（包括再轉授的權力）； 任何受委任的人士（不論由董事會直接或間接提名）可以是（倘董事會認爲適當）任何董事或股東或上述所成立的任何有關委員會或地方董事會的任何一名或多名成員，或任何公司，或任何公司或商號的股東、董事、代名人或管理人，又或由多位人士組成的任何非固定團體；
user: Please translate the following sentence from English to Chinese: (d) 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 (a) a dividend may be satisfied wholly in the form of an allotment of shares credited as fully paid without offering any right to shareholders to elect to receive such dividend in cash in lieu of such allotment.

assistant: (d) 本公司在董事會建議下亦可通過普通決議案就本公司任何一項特定股息議決，儘管第 (a) 段的條款規定，指定配發入賬列爲繳足的股份作爲派發全部股息，而不給予股東選擇收取現金股息以代替配股的權利。
user: Please translate the following sentence from English to Chinese: In addition to any rights and remedies provided by the laws and administrative regulations, where a Director, supervisor, president, general manager, deputy general manager and other senior management members of the Company is in breach of his duties to the Company, the Company has a right to:

assistant: 公司董事、監事、總裁、總經理、副總經理和其它高級管理人員違反對公司所負的義務時，除法律、行政法規規定的各種權利、補救措施外，公司有權採取以下措施：
user: Please translate the following sentence from English to Chinese: (7) When any director, supervisor, general manager or other senior management personnel has great conflict of interest with the matters to be discussed in the meeting, he shall disclose the nature and seriousness of the conflict of interest.

assistant: (七) 如任何董事、監事、總經理和其它高級管理人員與將討論的事項有重要利害關係，應當披露其利害關係的性質和程度；
user: Please translate the following sentence from English to Chinese: No class shareholder voting is required for such listing and trading of shares on an overseas stock exchange.

assistant: 上述股份在境外證券交易所上市交易的情形，不需要召開類別股東會表決。
user: Please translate the following sentence from English to Chinese: Article 102 When voting at the General Meeting, the Shareholders (including proxies) shall exercise the voting rights according to the number of Shares with voting rights they represent, with each Share representing a voting right of one vote.

assistant: 第一百零二條股東（包括股東代理人）在股東大會表決時，以其所代表的有表決權的股份數額行使表決權，每一股份有一票表決權。
user: Please translate the following sentence from English to Chinese: * The authorised share capital of the Company was increased from US$50,000 to US$15,000,000 and each share of US$1.00 each was subdivided into 100 shares of par value US$0.01 each pursuant to the written resolutions of the sole shareholder of the Company passed on 31 May 2004.

assistant: * 根據本公司唯一股東於二零零四年五月三十一日通過的書面決議案，本公司的法定股本由 50,000 美元增加至 15,000,000 美元，而每股面值 1.00 美元的股份拆細爲 100 股每股面值 0.01 美元。
user: Please translate the following sentence from English to Chinese: A proxy need not be a member of the Company.

assistant: 代表毋須爲本公司股東。
user: Please translate the following sentence from English to Chinese: Transferee bound by 171. prior notices

assistant: 受讓人須 171. 受先前發出的通告約束
user: Please translate the following sentence from English to Chinese: Shareholders’ speeches shall be arranged in an order in direct proportion to number of their shareholding based on the enrolment. Shareholders shall make a speech at a designated seat after approval of the chairman of the meeting, which shall focus on the major topics of the meeting.

assistant: 發言順序根據登記結果，按持股數多的優先。 股東發言經會議主席指名後到指定發言席發言，內容應圍繞大會的主要議案。
user: Please translate the following sentence from English to Chinese: (a) to the Director or his associate(s) in respect of money lent or obligations incurred or undertaken by him or any of them at the request of or for the benefit of the Company or any of its subsidiaries;

assistant: (a) 就董事或其聯繫人應本公司或其任何附屬公司要求或爲其利益而借出款項或引致或承擔之責任；
user: Please translate the following sentence from English to Chinese: The Directors to retire in every year shall be those who have been longest in office since their last election but as between persons who became Directors on the same day those to retire shall (unless they otherwise agree between themselves) be determined by lots.

assistant: 每年須退任的董事爲上次獲選舉以來任期最長的董事，但若多名董事均於同一日出任董事，則以抽籤決定須告退的董事名單（除非彼等之間另有協定）。
user: Please translate the following sentence from English to Chinese: The provisions of this Article shall apply to certificates of and other documents or evidence of title to, and proceeds of realisation of, distributions on Shares other than money.

assistant: 本條細則應適用於股票及其他文件或所有權憑證，以及貨幣以外的股份變現所得款項及分派。
user: Please translate the following sentence from English to Chinese: (XIV)To resolve on other matters which, in accordance with the laws, administrative regulations and these Articles of Association, shall be approved by a general meeting;

assistant: （十四）法律、行政法規及公司章程規定應當由股東大會作出決議的其它事項；
user: Please translate the following sentence from English to Chinese: The minutes of the meetings of the Board of Supervisors shall be kept as important records of the Bank in accordance with the Bank’s archives management rules.

assistant: 監事會會議記錄作爲本行重要檔案按本行檔案管理制度保存。
user: Please translate the following sentence from English to Chinese: (2) Notwithstanding any provision contained in these Bye-laws, the Directors may, if permitted by applicable law, authorise the destruction of documents set out in subparagraphs (a) to (e) of paragraph (1) of this Bye-law and any other documents in relation to share registration which have been microfilmed or electronically stored by the Company or by the share registrar on its behalf provided always that this Bye-law shall apply only to the destruction of a document in good faith and without express notice to the Company and its share registrar that the preservation of such document was relevant to a claim. DIVIDENDS AND OTHER PAYMENTS 137.

assistant: (2) 儘管本細則載有任何其他的規定，假如適用法律准許，在本公司已或股份過戶登記處已代本公司將本公司細則第(1)段(a)至(e)分段載列的文件及與股份登記有關的任何其他文件拍攝成縮微膠片或以電子方式儲存後，董事可授權將其銷燬，惟本公司細則只適用於本着誠信及在本公司及其股份過戶登記處未有獲明確通知該文件的保存是與申索有關的情況下銷燬的文件。 股息及其他付款 137.
user: Please translate the following sentence from English to Chinese: (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: (c) 一名或多名親自或（如股東爲公司）由其正式授權代表或受委代表出席並代表不少於全部有權於大會上投票之股東總投票權十分之一的股東；
user: Please translate the following sentence from English to Chinese: 48. Convening of general meetings

assistant: 48. 召開股東大會
user: Please translate the following sentence from English to Chinese: (一) The purchaser of the shares of the Company has entered into agreements with the Company and each of its shareholders to comply with the Company Law, any relevant laws and regulations and the Company’s Articles of Associations.

assistant: (一) 股份購買人與公司及其每名股東, 以及公司與每名股東, 均協議遵守及符合《公司法》及其他有關法律、行政法規、公司章程的規定;
user: Please translate the following sentence from English to Chinese: (i) it shall be determined at such meeting to reduce the number of Directors;

assistant: (i) 於大會決定削減董事人數；