billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: ANNUAL RETURNS 154. The Directors shall make the requisite annual returns in accordance with the Law. ACCOUNTS 155.

assistant: 週年申報表 154. 董事須根據公司法編制必要之週年報表。
user: Please translate the following sentence from English to Chinese: (1) the shareholder register kept at the Company’s domicile, with the exception of the ones stated in paragraphs (2), (3) and (4) below;

assistant: （一）存放在公司住所的、除本款（二）、（三）、（四）項規定以外的股東名冊；
user: Please translate the following sentence from English to Chinese: The provisions of this Article shall mutatis mutandis apply to bonuses, capitalisation issues, distributions of realised capital profits or offers or grants made by the Company to the Members.

assistant: 本細則的規定在作出適當修訂後適用於本公司向股東作出的紅利、資本化發行、已實現資本溢利分派或要約或授權。
user: Please translate the following sentence from English to Chinese: (3) The provision of this Article as to the establishment and maintenance of the Subscription Rights Reserve shall not be altered or added to in any way which would vary or abrogate, or which would have the effect of varying or abrogating the provisions for the benefit of any warrantholder or class of warrantholders under this Article without the sanction of a special resolution of such warrantholders or class of warrantholders.

assistant: (3) 未經該等認股權證持有人或該類別認股權證持有人藉特別決議案批准，本細則有關成立及維持認購權儲備的規定，不得以任何方式修改或增訂以致將會更改或撤銷或具有效力更改或撤銷本細則下與該等認股權證持有人或該類別認股權證持有人的利益有關的規定。
user: Please translate the following sentence from English to Chinese: (2) the venue of the meeting shall be the domicile of the Company.

assistant: （二）會議的地點應當爲公司的住所地。
user: Please translate the following sentence from English to Chinese: (7) to be responsible for administering and keeping the Company’s register of shareholders, registers of Directors, records of shareholdings of major shareholders and directors and list of holders of outstanding debentures of the Company;

assistant: （七）負責管理和保存公司股東名冊資料、董事名冊、大股東的持股數量和董事股份的記錄資料，以及公司發行在外的債券權益人名單。
user: Please translate the following sentence from English to Chinese: (2) No person (other than a Director retiring in accordance with these Articles) shall be appointed or re-appointed a Director at any general meeting under paragraph (1) above unless:

assistant: (2) 除根據本章程細則退任之董事外，任何人士均不得於任何股東大會根據上述第 (1) 段獲委任或重新委任爲董事，除非：
user: Please translate the following sentence from English to Chinese: “members” shall mean the duly registered holders from time to time of the shares;

assistant: 「股東」指股份不時的正式登記持有人；
user: Please translate the following sentence from English to Chinese: 27. A copy of the notice referred to in Bye-law 26 shall be sent to members in the manner in which notices may be sent to members by the Company as herein provided.

assistant: 27. 本細則第 26 條所界定的通知的副本須以本公司向股東發出通知的方式向本公司股東發出。
user: Please translate the following sentence from English to Chinese: If there is anything inconsistency between the English and Chinese version of this terms of reference, the English version shall prevail.

assistant: 如本職權範圍的英文及中文版本有任何差異，概以英文版本爲準。
user: Please translate the following sentence from English to Chinese: (3) to supervise and manage the business activities of the Company, put forward suggestions or raise inquiries;

assistant: （三）對公司的業務經營活動進行監督管理，提出建議或者質詢；
user: Please translate the following sentence from English to Chinese: Article 196 When discharging his duties, the President may convene the president office meeting, which shall be attended by senior management personnel of the Bank, persons in charge of the internal departments of the Bank as well as other management staff as determined by the President as appropriate.

assistant: 第一百九十六條行長履行職責時，可召開行長辦公會會議，根據需要由本行高級管理人員、本行內設部門負責人以及行長確定的其他管理人員出席。
user: Please translate the following sentence from English to Chinese: Article 202 Any amendment of these Articles of Association shall be made in the following manner:

assistant: 第二百○二條修改本章程，應按下列程序：
user: Please translate the following sentence from English to Chinese: The register of members shall be sufficient evidence of the holding of the Company’s shares by a shareholder, unless there is evidence to the contrary.

assistant: 股東名冊爲證明股東持有公司股份的充分證據； 但是有相反證據的除外。
user: Please translate the following sentence from English to Chinese: (c) the instrument of transfer is lodged at the Office or such other place in Bermuda at which the Register is kept in accordance with the Act or the Registration Office (as the case may be) accompanied by the relevant share certificate(s) and such other evidence as the Board may reasonably require to show the right of the transferor to make the transfer (and, if the instrument of transfer is executed by some other person on his behalf, the authority of that person so to do);

assistant: (c) 轉讓文據連同有關股票及董事會合理要求以證明轉讓人有權轉讓股份之憑證（及倘轉讓文據由其他人士代表簽署，則須同時送交授權該人士的授權書）一併送交辦事處或依照公司法存置股東名冊的百慕達有關其他地點或過戶登記處（視情況而定）；
user: Please translate the following sentence from English to Chinese: The original register of shareholders of H shares shall be kept in Hong Kong. Copies of the register of shareholders in relation to overseas listed foreign shares shall be kept at the seat of the Company.

assistant: H 股股東名冊正本的存放地爲香港。 公司應當將境外上市外資股股東名冊的副本備置於公司住所；
user: Please translate the following sentence from English to Chinese: The Directors may at any time either generally or in any particular case waive any lien that has arisen, or declare any share to be exempt wholly or partially from the provisions of this Article.

assistant: 董事會可隨時對產生的任何留置權作出整體或特定豁免，或 宣佈任何股份獲全部或部分豁免遵從本細則的規定。
user: Please translate the following sentence from English to Chinese: (7) not to exploit his position to accept bribes or other illegal income or expropriate the Company’s property by any means, including (without limitation) advantageous opportunities for the Company;

assistant: （七）不得利用職權收受賄賂或者其他非法收入，不得以任何形式侵佔公司的財產，包括（但不限於）對公司有利的機會；
user: Please translate the following sentence from English to Chinese: Article 107 Notice of a class meeting only needs to be given to shareholders entitled to vote thereat.

assistant: 第一百零七條類別股東會議的通知只須送給有權在該會議上表決的股東。
user: Please translate the following sentence from English to Chinese: Article 158 Directors or other senior executives of the Company, other than the President Article 98 of and the Chief Accountant, may concurrently hold the office of Board Secretary.

assistant: 第一百五十八條公司董事或者除公司總經理及總會計師以外的其他高級管理人必備條款 98 員可以兼任公司董事會祕書。
user: Please translate the following sentence from English to Chinese: (3) instructions on how to vote (voting in the affirmative, negative, or in abstention) in relation to each of the resolutions on the agenda of the shareholders’ general meeting;

assistant: （三）分別對列入股東大會議程的每一審議事項投同意、反對或棄權票的指示；
user: Please translate the following sentence from English to Chinese: Article 1 IRICO Group New Energy Company Limited (the “Company”) is a joint stock limited company established in accordance with the “Company Law of the People’s Republic of China” (the “Company Law”), the “Securities Law of the People’s Republic of China”(the “Securities Law”), the State Council’s Special Regulations on Overseas Offering and Listing of shares by Joint Stock Limited Companies” (the “Special Regulations”), and other relevant legislations and administrative regulations of the PRC.

assistant: 彩虹集團新能源股份有限公司章程 第一章總則 第一條 本公司系依照《中華人民共和國公司法》（簡稱「公司法」）、《中華人民共和國證券法》（簡稱「證券法」）、《國務院關於股份有限公司境外募集股份及上市的特別規定》（簡稱「特別規定」）和國家其他有關法律、行政法規成立的股份有限公司。
user: Please translate the following sentence from English to Chinese: Directors, supervisors, and senior management members of the Company are obligated to safeguard the capital of the Company.

assistant: 公司董事、監事和高級管理人員負有維護公司資金安全的法定義務。
user: Please translate the following sentence from English to Chinese: 15 As amended by a Special Resolution passed on 18 August 2004.

assistant: 15經由2004年8月18日通過的特別決議增補。
user: Please translate the following sentence from English to Chinese: (a) the instrument of transfer is lodged with the Company accompanied by the certificate for the shares to which it relates, and such other evidence as the Board may reasonably require to show the right of the transferor to make the transfer;

assistant: (a) 已向本公司遞交轉讓文件連同有關股票及董事會可合理要求以證明轉讓人有權轉讓股份之憑證；
user: Please translate the following sentence from English to Chinese: (iii) any contract or arrangement concerning an offer of shares or debentures or other securities of or by the Company or any other company which the Company may promote or be interested in for subscription or purchase, where the Director or his associate(s) is/are or is/are to be interested as a participant in the underwriting or subunderwriting of the offer;

assistant: (iii) 有關本公司可能參與促使或有興趣認購或購買本公司或任何其他公司的股份、債權證或其他證券的要約的任何合同或安排，其中董事或其聯繫人有興趣或將有興趣參與該要約包銷或分銷；
user: Please translate the following sentence from English to Chinese: (10) other faithful duties prescribed in laws, administrative regulations, departmental rules and the Articles of Association.

assistant: （十）法律、行政法規、部門規章及本章程規定的其他忠實義務。
user: Please translate the following sentence from English to Chinese: (5) A vacancy on the Board created by the removal of a Director under the provisions of subparagraph (4) above may be filled by the election or appointment by the Members at the meeting at which such Director is removed to hold office until the next appointment of Directors or until their successors are elected or appointed or, in the absence of such election or appointment such general meeting may authorise the Board to fill any vacancy in the number left unfilled.

assistant: (5) 根據上文第 (4) 分段的規定將董事撤職而產生的董事會空缺可於董事撤職的大會上由股東推選或委任的方式填補，任期直至下一次委任董事或直至已選舉或委任繼任人爲止，或如無選舉或委任，股東大會可授權董事會填補任何尚未填補之空缺。
user: Please translate the following sentence from English to Chinese: 1. a copy of the Articles of Association upon payment of the costs thereof;

assistant: 1、在繳付成本費用後得到本章程；
user: Please translate the following sentence from English to Chinese: (a) the foregoing provisions of this Article shall apply only to the destruction of a document in good faith and in accordance with the Companies Ordinance, and without express notice to the Company that the preservation of such document was relevant to a claim;

assistant: (a) 本細則的上述規定只適用於本著善意、根據公司條例及在本公司未有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: (iii) any instrument of transfer of shares which has been registered at any time after the expiry of 6 years from the date of registration;

assistant: (iii) 於登記日期起計六年期屆滿後隨時銷燬任何已登記之股份轉讓文據；
user: Please translate the following sentence from English to Chinese: Without limiting the generality of the foregoing, the following obligations (including but not limited to) shall be discharged:

assistant: 此原則包括（但不限於）履行下列義務：
user: Please translate the following sentence from English to Chinese: (ii) by sending it through the post in a properly prepaid letter, envelope or wrapper addressed to a member at his registered address as appearing in the register of members;

assistant: (ii) 以註明有關股東爲收件人且妥爲預付郵資之信件、信封或封套方式寄往股東名冊所示登 記地址；
user: Please translate the following sentence from English to Chinese: In the case of an equality of votes the chairman of the meeting shall have a second or casting vote.

assistant: 如出現票數相等，會議主席可以投第二票或決定性票。
user: Please translate the following sentence from English to Chinese: Article 106 The convener shall ensure that the minutes are the truthful, accurate and complete.

assistant: 第一百○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: \n- 46 - allotted as aforesaid and until then no dividend or other distribution shall be paid or made on the fully paid shares of the Company then in issue. Pending such payment and allotment, the exercising warrantholder shall be issued by the Company with a certificate evidencing his right to the allotment of such additional nominal amount of shares.

assistant: \n- 46 - 會須運用當時或其後可供此用途的任何利潤或儲備（在法律准許範圍內，包括股份溢價賬），直至該等額外股份面額已繳足及如上所述配發爲止，在此情況下，本公司當時已發行繳足股份將不會派付或作出任何股息或其他分派。 在付款及配發前，該行使認股權證持有人將獲本公司發出一張證書，證明其獲配發該額外面額股份的權利。
user: Please translate the following sentence from English to Chinese: 25.2 To give effect to any sale contemplated by Article 25.1 the Company may appoint any person to execute as transferor an instrument of transfer of the said shares and such other documents as are necessary to effect the transfer, and such documents shall be as effective as if it had been executed by the registered holder of or person entitled by transmission to such shares and the title of the transferee shall not be affected by any irregularity or invalidity in the proceedings relating thereto.

assistant: 25.2 爲進行第 25.1 條擬進行的任何出售，本公司可委任任何人士以轉讓人身份簽署上述股份的轉讓文件及促使轉讓生效所必須的有關其他文件，而該等文件將猶如由登記持有人或有權透過股份傳轉獲得有關股份的人士簽署般有效，而受讓人的權屬將不會因有關程序中的任何違規或無效事項而受到影響。
user: Please translate the following sentence from English to Chinese: FORFEITURE OF SHARES

assistant: 股份的沒收
user: Please translate the following sentence from English to Chinese: The rights represented by any such certificate shall be in registered form and shall be transferable in whole or in part in units of one share in the like manner as the shares for the time being are transferable, and the Company shall make such arrangements in relation to the maintenance of a register therefor and other matters in relation thereto as the Board may think fit and adequate particulars thereof shall be made known to each relevant exercising warrantholder upon the issue of such certificate.

assistant: 任何該等證書所代表之權利須爲登記形式，並須可全部或部份以一股普通股之單位轉讓，形式與當時可轉讓之股份相同，而本公司須作出爲其存置名冊之有關安排及董事可能認爲合適之其他相關事項，而於發出有關證書時，須讓各行使權利之相關認股權證持有人充分知悉詳情。
user: Please translate the following sentence from English to Chinese: The registered capital of the Company is RMB 80,932,368,321.

assistant: 公司的註冊資本爲人民幣 80,932,368,321 元。
user: Please translate the following sentence from English to Chinese: Meetings of the supervisory committee shall be held at least twice every (Mandatory year, and shall be convened by the chairman of the supervisory committee.

assistant: 監事會每年至少召開 2 次會議，由監事會主席負責召集。
user: Please translate the following sentence from English to Chinese: Article 55 Holders of ordinary share of the Company is entitled the following rights:

assistant: （《必備條款》第四十四條）公司普通股股東享有下列權利：
user: Please translate the following sentence from English to Chinese: (iii) any contract or arrangement concerning an offer of the shares or debentures or other securities of or by the Company or any other company which the Company may promote or be interested in for subscription or purchase, where the Director or his Associate(s) is/are or is/are to be interested as a participant in the underwriting or sub-underwriting of the offer;

assistant: (iii) 涉及發售本公司或本公司發起之任何其他公司之股份或公司債券或其他證券以供認購或購買之合約或安排建議，而董事或其聯繫人士在發售建議之包銷或分包銷中以參與者身分擁有權益；
user: Please translate the following sentence from English to Chinese: (I) cover the losses in prior years;

assistant: （一）彌補以前年度的虧損；
user: Please translate the following sentence from English to Chinese: (Article 53 of the Mandatory Provisions)

assistant: 《必備條款》第 53 條
user: Please translate the following sentence from English to Chinese: (3) Remunerations of directors and senior executives of the Company;

assistant: (3) 公司董事、高級管理人員的薪酬；
user: Please translate the following sentence from English to Chinese: The Directors shall cause a proper register to be kept, in accordance with the provisions of the Companies Law, of all mortgages and charges specifically affecting the property of the Company and shall duly comply with such provisions of the Companies Law with regard to the registration of mortgages and charges as may be specified or required.

assistant: 董事須根據公司法的條文安排備存一本妥善的名冊，登記影響本公司財產的所有抵押及押記，並須妥爲符合公司法條文可能訂明或規定之其他抵押及押記的登記要求。
user: Please translate the following sentence from English to Chinese: (3) where, subject to the approval of the State Council or the approval authority authorized thereby, the Company’s shares held by the Company’s sponsor are converted into foreign investment shares, and listed and traded on a foreign stock exchange.

assistant: （三）公司發起人持有的本公司股份經國務院或其授權的審批機構批准轉換爲外資股，並在境外證券交易所上市交易的。
user: Please translate the following sentence from English to Chinese: (I) To make up for the losses of the Company;

assistant: (一)彌補公司虧損;
user: Please translate the following sentence from English to Chinese: For giving effect to any such sale, the Board may authorise such person to transfer the shares sold to the purchaser thereof and may enter the purchaser’s name in the register as holder of the shares, and the purchaser shall not be bound to see to the application of the purchase money, nor shall his title to the shares be affected by any irregularity or invalidity in the proceedings in reference to the sale.

assistant: 爲促成任何有關出售事宜，董事會可授權任何人士將已出售的股份轉讓予股份的買主，並以買主的名義在股東名冊登記爲股份持有人，而買主並無責任確保購股款項妥爲運用，且有關出售程序如有任何不當或無效之處，買主於股份的所有權亦不受到影響。
user: Please translate the following sentence from English to Chinese: Signed by each subscriber in the presence of at least one witness attesting the signature thereof :

assistant: 由各認購人簽署，並由至少一名見證人在場見證其簽署：
user: Please translate the following sentence from English to Chinese: The secretary shall have the right to attend all meetings of the members and shall keep correct minutes of such meetings (which may be in electronic form) and enter the same in the proper books provided for the purpose.

assistant: 祕書有權出席所有股東大會並須爲該等會議撰寫準確的會議記錄（該文件可爲電子形式），並將會議記錄載入就此目的的適當記錄冊內。
user: Please translate the following sentence from English to Chinese: The share certificates shall take effect after being affixed, or affixed by way of printing, with the seal of the Company.

assistant: 股票經加蓋公司印章或者以印刷形式加蓋印章後生效。
user: Please translate the following sentence from English to Chinese: (3) Subject to compliance with the rules and regulations of the Designated Stock Exchange and any other relevant regulatory authority, the Company may give financial assistance for the purpose of or in connection with a purchase made or to be made by any person of any shares in the Company.

assistant: (3) 在遵守指定證券交易所與任何其他相關監管機構規則及條例的情況下，本公司可爲任何人士於過往或日後購買本公司任何股份提供財政資助。
user: Please translate the following sentence from English to Chinese: Without prejudice to the provisions of Article 121, any notice or document (including, without limitation, any accounts, balance-sheet or report) which is required or permitted to be given, sent or served under the Act or under these Articles by the Company, or by the Directors, to a Member or an officer or auditor of the Company may be given, sent or served using electronic communications to the current address of that person in accordance with the provisions of, or as otherwise provided by, the Statutes and/or any other applicable regulations or procedures.

assistant: 在不影響本章程細則第 121 條規定的情況下,任何根據公司法或本章程要求或批准由本公司或董事向本公司股東或高級人員或核數師發出、發送或送達的任何通知或文件(包括但不限於任何帳目、資產負責表或報告), 可根據法規及/或任何其他適用規則或程式的條文或其另行規定以電子通訊方式發出、發送或送達到現時該人士的地址。
user: Please translate the following sentence from English to Chinese: (42) Insurance agency under the Automobile Liability Security Act;

assistant: (42)自動車損害賠償保險法規定的汽車保險代理；
user: Please translate the following sentence from English to Chinese: (8) to exercise the powers of the legal representative;

assistant: (八) 行使法定代表人的職權。
user: Please translate the following sentence from English to Chinese: Article 257 The Bank implements fair and open standards and procedures of performance appraisal for the Directors, Supervisors, President and other members of senior management and sets up an incentive mechanism connecting the remuneration and benefits with personal performance.

assistant: 第二百五十七條本行實行公正、公開的董事、監事、高級管理人員績效評價的標準和程序，建立薪酬與效益和個人業績相聯繫的激勵機制。
user: Please translate the following sentence from English to Chinese: The Auditors shall audit the profit and loss account and balance sheet of the Company in each year and shall prepare a report thereon to be annexed thereto.

assistant: 核數師須每年審覈本公司的損益賬及資產負債表，並就此編制一份報告作爲附件。
user: Please translate the following sentence from English to Chinese: (3) Any reference in these Articles to a duly authorised representative of a Member being a corporation shall mean a representative authorised under the provisions of this Article.

assistant: (3) 本細則有關公司股東的正式授權代表的任何提述乃指根據本細則規定獲授權的代表。
user: Please translate the following sentence from English to Chinese: For the purpose of the foregoing, “relevant period” means the period commencing twelve years before the date of publication of the advertisement referred to in paragraph (iii) of this Article and ending at the expiry of the period referred to in that paragraph.

assistant: 就上述而言，「有關期間」指本條細則第(iii)段所述刊發廣告之日前十二年起至該段所述期滿止的時期。
user: Please translate the following sentence from English to Chinese: or (ii) that Shareholders entitled to such Dividend will be entitled to elect to receive an allotment of Shares credited as fully paid in lieu of the whole or such part of the Dividend as the Board may think fit on the basis that the Shares so allotted shall be of the same class or classes as the class or classes of Shares already held by the allottee.

assistant: 或 (ii) 有權收取該等股息的股東將有權選擇獲配發已入賬列作繳足的股份，以代替收取董事會認爲合適的全部或部份股息，而就此配發的股份須與承配人已持有的股份屬同一類別或多個類別。
user: Please translate the following sentence from English to Chinese: (a) requiring payment of the amount unpaid together with any interest which may have accrued and which may still accrue up to the date of actual payment;

assistant: (a) 要求支付未付款項連同任何已累計及可能累計至實際付款日期之利息；
user: Please translate the following sentence from English to Chinese: (a) all dividends shall be declared and paid according to the amounts paid up on the shares in respect of which the dividend is paid, but no amount paid up on a share in advance of calls shall be treated for the purposes of this Bye-law as paid up on the share;

assistant: (a) 一切股息須按派息所涉及期間的股份的實繳數額列爲實繳股款派發；
user: Please translate the following sentence from English to Chinese: “newspaper” shall mean a newspaper published daily and circulating generally in Hong Kong and speciﬁed in the list of newspapers issued and published in the Gazette for the purposes of Section 71A of the Companies Ordinance by the Secretary for administrative service and information;

assistant: 「報章」指一般在香港每日刊發及流通，及爲政務司司長就公司條例第71A 報章。 條而在憲報所發出及公佈之報章名單所列之報章；
user: Please translate the following sentence from English to Chinese: authorise any person to enter into an agreement with the Company on behalf of all the members concerned providing for either:

assistant: 授權任何人士代表所有相關股東與本公司訂立協議，規定：
user: Please translate the following sentence from English to Chinese: or (iii) if any one or more of the Directors hold (jointly or severally or directly or indirectly) a controlling interest in another company, make a loan to that other company or enter into any guarantee or provide any security in connection with a loan made by any person to that other company.

assistant: 或 (iii) 若任何一名或多名董事（共同或個別、直接或間接）持有另一公司的控股權益，向該公司作出貸款，或就任何人向該公司作出的貸款訂立任何擔保或提供任何保證。
user: Please translate the following sentence from English to Chinese: (2) A company shall be deemed to be a company in which a Director and/or his associate(s) owns five (5) per cent. or more if and so long as (but only if and so long as) he and/or his associates, (either directly or indirectly) are the holders of or beneficially interested in five (5) per cent. or more of any class of the equity share capital of such company or of the voting rights available to members of such company (or of any third company through which his/their interest or that of any of his associates is derived).

assistant: (2) 如及只要在（但僅如及只要在）一位董事及其聯繫人士直接或間接於一間公司的任何類別權益股本或該公司（或從中取得權益的任何第三方公司）的股東所獲的投票權中持有或實益擁有百分之五(5%)或以上權益的情況下，則該公司將被視爲該董事及／或其聯繫人士於其中擁有百分之五(5%)或以上權益的公司。
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) 祕書及額外高級職員（如有）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: (8) Overseas school placement, and study abroad services, and agency services related thereto;

assistant: (8) 海外學校調解及海外修學服務及相關代理服務；