billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: General meetings may also be convened on the written requisition of any one member of the Company which is a recognised clearing house (or its nominee(s)) deposited at the principal office of the Company in Hong Kong or, in the event the Company ceases to have such a principal office, the registered office specifying the objects of the meeting and signed by the requisitionist, provided that such requisitionist held as at the date of deposit of the requisition not less than one-tenth of the paid up capital of the Company which carries the right of voting at general meetings of the Company.

assistant: 股東大會亦可應本公司任何一名股東（爲一間認可結算所（或其代理人））的書面要求而召開，有關要求須送達本公司於香港的主要辦事處（或倘本公司不再設置上述主要辦事處，則爲註冊辦事處），當中列明大會的主要商議事項並由提出者簽署，惟該提出者於送達要求之日須持有附帶於股東大會投票權的不少於 10%繳足股本。
user: Please translate the following sentence from English to Chinese: 3. (1) The share capital of the Company at the date on which these Articles come into effect shall be divided into shares of a par value of $0.01 each.

assistant: 3. (1) 本公司的股本於本細則生效當日應分割爲每股 $0.01 面值的股份。
user: Please translate the following sentence from English to Chinese: (4) to examine and approve reports of the Board;

assistant: （四）審議批准董事會的報告；
user: Please translate the following sentence from English to Chinese: (3) to grant shares to employees of the Company as incentives;

assistant: （三）將股份獎勵給公司職工；
user: Please translate the following sentence from English to Chinese: If the Directors should so determine and notify members of a different period for lodgment of the notice(s) and the confirmation, such period shall in any event be a period of not less than 7 days, commencing no earlier than the day after the despatch of the notice of the relevant meeting and ending no later than 7 days prior to the date of such meeting.

assistant: 若董事另有決定，並通知股東不同之遞交通知及確認函之期限，則該期限無論如何不得少於七天，其開始日期不得早於發出會議通告後翌日及截止日期不得遲於該會議日期前七天。
user: Please translate the following sentence from English to Chinese: Article 159 The Company may distribute dividends in the following manner:

assistant: 第一百五十九條 公司可以下列形式分配股利：
user: Please translate the following sentence from English to Chinese: (II) Tender offer of any person to become a controlling shareholder of the Company.

assistant: (二) 任何人提出收購要約，旨在使要約人成爲控股股東。
user: Please translate the following sentence from English to Chinese: The terms for which other obligation shall continue shall be determined according to the principle of fairness, and depend on the time lapse between the termination and the occurrence of the matter and the circumstances and conditions under which the relationship with the Company terminated.

assistant: 其他義務的持續期應當根據公平的原則決定，取決於事件發生時與離任之間時間的長短，以及與公司的關係在何種情形和條件下結束。
user: Please translate the following sentence from English to Chinese: Article 26 The Company’s functional departments have an obligation to provide information and data to the Board of Directors for decision making purposes.

assistant: 第二十六條公司職能部門有義務向董事會決策提供信息和資料。
user: Please translate the following sentence from English to Chinese: Such authorized proxies may exercise the right of the Recognized Clearing House (or their nominee), as if they are the individual members of the Company.

assistant: 經此授權的人士可以代表認可結算所（或其代理人）行使權利，如同該人士是公司的個人股東。
user: Please translate the following sentence from English to Chinese: Article 113 The following shall be considered as a variation or abrogation of the rights of class shareholders:

assistant: 第一百一十三條下列情形應當視爲變更或廢除某類別股東的權利：
user: Please translate the following sentence from English to Chinese: Where the merger or division of the Company involves a change in registered particulars, such change shall be registered with the company registry according to 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: (vi) the granting of any mandate or authority to the Board to offer, allot, grant options over, or otherwise dispose of the unissued Shares representing not more than 20% (or such other percentage as may from time to time be specified in the Listing Rules) in nominal value of its then existing issued share capital and the number of any securities repurchased pursuant to paragraph (vii) of this Article;

assistant: (vi) 授予董事會任何授權或權力以發售、配發、授出購股權或以其他方式處置本公司未發行股份，但數額不得超過本公司現時已發行股本面值 20%（或上市規則不時指定的其他百分比）及根據本細則第(vii)段購回之任何證券數目；
user: Please translate the following sentence from English to Chinese: Such special documents shall be sent by means as provided in Article 295 to holders of Overseas-Listed Foreign-Invested Shares.

assistant: 對境外上市外資股股東，前述文件還應當以本章程第二百九十五條規定的方式送達。
user: Please translate the following sentence from English to Chinese: Chapter 6 Voting and Resolutions of Shareholders’ General Meeting Article 45 Resolutions of a shareholders’ general meeting can be ordinary resolutions or special resolutions. An ordinary resolution of a shareholders’ general meeting shall be passed by a simple majority of the Company’s total voting shares being held by the shareholders who are present at the meeting (including proxies).

assistant: 第六章股東大會的表決和決議第四十五條股東大會決議分爲普通決議和特別決議。 股東大會作出普通決議，應當由出席股東大會的股東（包括股東代理人）所持表決權的過半數通過。
user: Please translate the following sentence from English to Chinese: (3) in the form of an announcement;

assistant: （三）以公告方式進行；
user: Please translate the following sentence from English to Chinese: (a) by sending such separate notice to the Member personally or through the post pursuant to Regulation 152(A);

assistant: (a) 根據第 152 (A) 條以專人送遞或郵遞的方式向股東發送該獨立通告；
user: Please translate the following sentence from English to Chinese: 22. A call shall be deemed to have been made at the time when the resolution of the Board authorising such call was passed.

assistant: 22. 某次催繳須被視爲於董事會通過授權該次催繳之決議時作出。
user: Please translate the following sentence from English to Chinese: Article 94 Save for shareholders of other classes, holders of domestic shares and holders of overseas listed foreign shares are deemed to be different classes of shareholders.

assistant: 第九十四條 除其它類別股份股東外，內資股份股東和境外上市外資股份股東當被視爲不同類別股東。
user: Please translate the following sentence from English to Chinese: (XV) to consider and approve the material transactions (as defined in Article 8.2) amounting over RMB10 million but not over 50% of audited net assets of the Company for the latest period;

assistant: （十五）審議批准金額超過 1000 萬元但未超過公司最近一期經審計淨資產 50%的重大交易 第 55 頁 （重大交易的定義同第 8.2 條）；
user: Please translate the following sentence from English to Chinese: Article 85. The list of candidates for directors or supervisors shall be proposed to the shareholders’ general meeting for votes.

assistant: 第八十五條董事、監事候選人名單以提案的方式提請股東大會表決。
user: Please translate the following sentence from English to Chinese: The receiving agents appointed by the Company shall meet the relevant requirements of the laws of the place where the Company’s shares are listed or the relevant regulations of the stock exchange.

assistant: 公司委任的收款代理人應當符合上市地法律或�證券交易所有關規定的要求。
user: Please translate the following sentence from English to Chinese: (B) the Board, after determining the basis of allotment, shall give not less than 14 clear days’ notice in writing to the Shareholders of the right of election accorded to them and shall send with such notice forms of election and specify the procedure to be followed and the place at which and the latest date and time by which duly completed forms of election must be lodged in order to be effective;

assistant: (B) 董事會決定有關配發的基準後須向有關股東發出不少於14整日的書面通知，說明該等股東獲賦予的選擇權利，並須連同該通知送交選擇表格，以及訂定爲使填妥的選擇表格有效而須遵循的程序、遞交地點、最後日期及時間；
user: Please translate the following sentence from English to Chinese: If a holder of domestic shares loses his share certificates and applies for replacement, it shall be dealt with in accordance with provisions of the Company Law and other laws and regulations.

assistant: 境內上市類別股份的股東遺失股票，申請補發的，依照《公司法》及其他法律法規規章的規定處理。
user: Please translate the following sentence from English to Chinese: The Company at any general meeting at which any Directors retire in manner aforesaid, may fill up the vacated offices by electing a like number of persons to be Directors.

assistant: 本公司可於董事以上述方式退任之任何股東大會上，選舉同等數目之人士爲董事以填補空缺。
user: Please translate the following sentence from English to Chinese: 17. to draw, make, accept, endorse, discount, execute and issue bills of exchange, promissory notes, bills of lading, warrants and other negotiable or transferable instruments;

assistant: 17. 開出、訂立、承兌、背書、貼現、籤立及發出匯票、承付票、提單、權證及其他可流轉或可轉讓的票據；
user: Please translate the following sentence from English to Chinese: Article 189 The Company’s financial reports shall be made available for shareholders’ inspection at the Company twenty (20) days prior to the date of annual general meeting of shareholders.

assistant: 第一百八十九條公司的財務報告應當在召開股東年會的二十日以前置備於本公司，供股東查閱。
user: Please translate the following sentence from English to Chinese: (iii) if he resigns by writing under his hand left at the Office or if he shall in writing offer to resign and the Directors shall resolve to accept such offer;

assistant: (iii) 向辦事處遞交親筆簽署的辭職書或倘其提出書面辭職申請而董事決議接受有關申請；
user: Please translate the following sentence from English to Chinese: (2) assisting the shareholders, Directors and Supervisors in exercising their rights and duties, reminding the Directors, Supervisors, President and other senior management officers to exercise their duties honestly and diligently and when aware of a breach of relevant laws, regulations, other regulatory documents or the Articles by the foregoing persons, or each of them has made or may make such a decision, warning and immediately notifying the stock exchange of the place where the Company’s shares are listed;

assistant: （二）協助股東、董事及監事行使權利、履行職責，提示公司董事、監事、總裁和其他高級管理人員履行忠實、勤勉義務，如知悉前述人員違反相關法律法規、其他規範性文件或本章程，做出或可能做出相關決策時，應當予以警示，並立即向公司股票上市地證券交易所報告；
user: Please translate the following sentence from English to Chinese: (1) the candidates for directors may be nominated by the Nomination Committee of the Board of Directors in accordance with the number of proposed candidates for directors within the number of members of the Board of Directors stipulated by the Articles of Associations of the Bank;

assistant: （一）在本行章程規定的董事會人數範圍內，按照擬選任人數，可以由董事會提名委員會提出董事候選人名單；
user: Please translate the following sentence from English to Chinese: (2) No transfer shall be made to an infant or to a person of unsound mind or under other legal disability.

assistant: (2) 概不得對嬰兒或精神不健全的人士或其他法律上無行爲能力的人士進行轉讓。
user: Please translate the following sentence from English to Chinese: DIRECTORS’ INTERESTS 97. A Director may:

assistant: 董事利益 97. 董事可：
user: Please translate the following sentence from English to Chinese: Where a show of hands is allowed, before or on the declaration of the result of the show of hands, a poll may be demanded by:

assistant: 若獲准以舉手方式表決，則在宣佈舉手表決的結果之時或之前，下列人士可要求以投票方式表決：
user: Please translate the following sentence from English to Chinese: (1) Where the Company buys back shares at their par value, the amount thereof shall be deducted from the book balance of distributable profit and/or from the proceeds of a fresh share issue made to buy back the old shares;

assistant: (一) 公司以面值價格購回股份的，其款項應當從公司的可分配利潤帳面餘額、爲購回舊股而發行的新股所得中減除；
user: Please translate the following sentence from English to Chinese: The proxy form shall state the name of the proxy, the relevant matters, scope of authorization and validity period and shall be signed by the appointor or a chop shall be affixed.

assistant: 委託書應當載明代理人的姓名、代理事項、授權範圍和有效期限，並由委託人簽名或蓋章。
user: Please translate the following sentence from English to Chinese: Unless prior approval in the form of a special resolution is obtained in a general meeting, the Company shall not enter into any contract with any person other than the directors, supervisors, senior management personnel pursuant to which such person shall be responsible for the management and administration of the whole or any substantial part of the Company’s business.

assistant: 《上市規則》附錄三第4 條第(2)款 非經股東大會事前批准，公司不得與董事、監事、總經理和其他高級管理人員以外的人訂立將公司全部或者重要業務的管理交予該人負責的合同。
user: Please translate the following sentence from English to Chinese: (1) by making an offer for the repurchase of shares to all its shareholders on a pro rata basis;

assistant: （1）向全體股東按照相同比例發出購回要約；
user: Please translate the following sentence from English to Chinese: “the Company” or “this Company” shall mean Jun Yang Solar Power Investments Limited incorporated in Bermuda on the 4th May, 1992;

assistant: 「本公司」指於 1992 年 5 月 4 日於百慕達註冊成立的君陽太陽能電力投資有限公司；
user: Please translate the following sentence from English to Chinese: and (iv) the dividend (or that part of the dividend to be satisfied by the allotment of shares as aforesaid) shall not be payable in cash on shares in respect whereof the cash election has not been duly exercised (“the non-elected shares”) and in satisfaction thereof shares of the relevant class shall be allotted credited as fully paid up to the holders of the non-elected shares on the basis of allotment determined as aforesaid and for such purpose the Board shall capitalise and apply out of any part of the undivided profits of the Company (including profits carried and standing to the credit of any reserves or other special account, share premium account, capital redemption reserve other than the Subscription Rights Reserve (as defined below)) as the Board may determine, such sum as may be required to pay up in full the appropriate number of shares of the relevant class for allotment and distribution to and amongst the holders of the non-elected shares on such basis;

assistant: 及 (iv) 並無正式行使現金選擇權的股份（「無行使選擇權股份」）不得以現金派付股息（或以上述配發股份的方式支付的部份股息），而須按上述決定的配發基準向無行使選擇權股份的持有人配發入賬列爲繳足的相關類別股份來支付股息，爲此，董事會須把其可能決定的本公司未分配溢利（包括轉入並記在任何儲備進賬下的溢利或任何特別賬項、股份溢價賬及除認購權儲備外的認購權儲備（釋義如下））資本化並用於繳付按該基準配發及分派予無行使選擇權股份持有人的適當相關類別股份數目的全部股款；
user: Please translate the following sentence from English to Chinese: Article 73 An instrument appointing a proxy shall be deposited at least 24 hours prior to the commencement of the relevant meeting at which the proxy is appointed to vote or 24 hours before the time appointed for voting at the domicile of the Company or such other place as the notice of meeting may specify.

assistant: 第七十三條表決代理委託書至少應當在該委託書委託表決的有關會議召開前 24 小時，或者在指定表決時間前 24 小時，備置於公司住所或者召集會議的通知中指定的其他地方。
user: Please translate the following sentence from English to Chinese: 2 The Registered Office of the Company shall be at the offices of M&C Corporate Services Limited, PO Box 309GT, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands or at such other place in the Cayman Islands as the Board may from time to time decide.

assistant: 2 本公司之註冊辦事處位於 M&C Corporate Services Limited 之辦事處 ( 地址爲 PO Box 309GT, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands ) 或董事會可能不時決定位於開曼羣島內之其他地方。
user: Please translate the following sentence from English to Chinese: (a) in the case of a meeting called as an annual general meeting, by all the Members entitled to attend and vote thereat;

assistant: (a) 如爲召開股東周年大會，則由全體有權出席及投票的股東；
user: Please translate the following sentence from English to Chinese: Any Director so appointed shall be subject to retirement by rotation pursuant to Article 108.

assistant: 如此任命的任命董事任何董事根據章程細則第 108 條須輪席告退。
user: Please translate the following sentence from English to Chinese: If he elects to have another person registered he shall execute a transfer of the share in favour of that person.

assistant: 若其選擇他人登記，則須以該人士爲受益人執行股份轉讓。
user: Please translate the following sentence from English to Chinese: Article 65 A forty-five days' prior written notice for convening the shareholders’ general meeting shall be given to notify shareholders whose names appear in the register of shareholders of the matters proposed to be considered and the date and place of the meeting. Shareholders who intend to attend the meeting shall serve the written reply slip to the Company twenty days prior to the date of the meeting.

assistant: 第六十五條公司召開股東大會，應當於會議召開四十五日前發出書面通知，將會議擬審議的事項以及開會的日期和地點告知所有在冊股東。 擬出席股東大會的股東，應當於會議召開二十日前，將出席會議的書面回覆送達公司。
user: Please translate the following sentence from English to Chinese: (B) If any shares of the Company are issued for the purpose of raising money Power to charge to defray the expenses of the construction of any works or buildings or interest to capital the provision of any plant which cannot be made profitable within a period of one year, the Company may pay interest on so much of that share capital as is for the time being paid up for the period and, subject to any conditions and restrictions mentioned in the Companies Act, may charge the sum so paid by way of interest to capital as part of the cost of construction of the works or buildings, or the provision of the plant.

assistant: (B) 倘發行本公司任何股份籌集資金，以支付建造任何工程、樓宇的開收取股本利息展或任何於一年期間內不能盈利的工程撥備，本公司可就該期間內的權力當時股本支付利息，根據公司法所述的任何條件及限制，可透過股本利息方式收費，作爲建造工程或樓宇或工廠撥備成本的一部分。
user: Please translate the following sentence from English to Chinese: CORPORATIONS ACTING BY REPRESENTATIVES 84.

assistant: 由代表代行的法團股東 84.
user: Please translate the following sentence from English to Chinese: the board of directors of the Company or the directors present at a meeting of directors of the Company at which a quorum is present.

assistant: 本公司董事會或出席本公司符合法定人數出席之董事會會議的董事。
user: Please translate the following sentence from English to Chinese: Before the results are officially announced, all related parties such as the companies, vote counters, vote scrutinizers, substantial shareholders and online voting service provider involved in onsite shareholders’ general meeting, online or other means of voting are obliged to keep the results confidential.

assistant: 在正式公佈表決結果前，股東大會現場、網絡及其他表決方式中所涉及的本公司、計票人、監票人、主要股東、網絡服務方等相關各方對錶決情況均負有保密義務。
user: Please translate the following sentence from English to Chinese: “Notwithstanding any other provisions in the Bye-laws, at each annual general meeting one-third of the Directors for the time being (or, if their number is not a multiple of three (3), the number nearest to but not greater than one-third) shall retire from office by rotation provided that notwithstanding anything herein, the chairman of the Board and/or the managing director of the Company shall not, whilst holding such office, be subject to retirement by rotation or be taken into account in determining the number of Directors to retire in each year.”;

assistant: 「於每個股東周年大會上，三分之一（如董事總數並非三的倍數，則爲最接近但不超過三分之一的數目）的在任董事須依章輪值告退，惟董事會主席及／或本公司董事長於在任期間無須依章輪值告退，亦不會被包括於以決定每年須輪值告退之董事數目之內。
user: Please translate the following sentence from English to Chinese: The Board meetings may not be held unless not less than half of the Directors are present (including attendance in person and by other directors through written power of attorney under due provisions).

assistant: 董事會會議應當由過半數的董事出席（包括親自出席和依規定書面委託其他董事代爲出席）方可舉行。
user: Please translate the following sentence from English to Chinese: Such agreements for repurchase of shares referred to in the preceding paragraph include (but not limited to) the agreements pursuant to which the Company agrees to assume the obligations to repurchase shares and to acquire the rights to repurchase shares, respectively.

assistant: 前款所稱回購股份的合同，包括（但不限於）同意承擔回購股份義務和取得回購股份權利的合同。
user: Please translate the following sentence from English to Chinese: (3) to be converted into capital.

assistant: （三）轉增公司資本。
user: Please translate the following sentence from English to Chinese: (3) a person who is a former director, factory manager or manager of a company or enterprise which has been dissolved or put into liquidation as a result of mismanagement and who was personally liable for the winding up of such company or enterprise;

assistant: （三）擔任破產清算的公司、企業的董事或廠長、經理，並對該公司或企業 的破產負有個人責任的，自該公司、企業破產清算完結之日起未逾 3 年；
user: Please translate the following sentence from English to Chinese: To such extent as the Board may from time to time determine in relation to any committee of the Board, the foregoing provisions of this paragraph shall also apply mutatis mutandis to any meeting of any such committee of which his appointor is a member.

assistant: 在董事局不時就董事局任何委員會決定，本段的上述條文經必要的變更後亦適用於其委任人爲成員的任何委員會的任何會議。
user: Please translate the following sentence from English to Chinese: Article 11 Procedures for review at the meeting The moderator of the meeting shall ask supervisors attending the meeting to express explicit opinions on each proposal.

assistant: 第十一條會議審議程式會議主持人應當提請與會監事對各項提案發表明確的意見。
user: Please translate the following sentence from English to Chinese: THE COMPANIES LAW EXEMPTED COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF Zebra Strategic Holdings Limited 施伯樂策略控股有限公司 1. The name of the Company is Zebra Strategic Holdings Limited 施伯樂策略控股有限公司.

assistant: 公司法獲豁免股份有限公司 Zebra Strategic Holdings Limited 施伯樂策略控股有限公司 的組織章程大綱 1 本公司的名稱爲 Zebra Strategic Holdings Limited 施伯樂策略控股有限公司。
user: Please translate the following sentence from English to Chinese: (4) recover any monies received by the director, supervisor, manager, and other member of senior management which should have been otherwise received by the Company, including (without limitation) commissions;

assistant: （四）追回有關董事、監事、經理和其他高級管理人員收受的本應爲公司所收取的款項，包括（但不限於）佣金；
user: Please translate the following sentence from English to Chinese: (5) to receive relevant information in accordance with these Articles including:

assistant: (五)依照公司章程的規定獲得有關資訊，包括：
user: Please translate the following sentence from English to Chinese: If the Company becomes subject at any time to any taxing jurisdiction other than Hong Kong, references in these Articles to Hong Kong shall be construed as references to Hong Kong and/or such other jurisdiction. Voting

assistant: 倘本公司於任何時間須向香港以外任何稅務司法權區繳稅，則本細則所指之香港應詮釋爲指香港及╱或該等其他司法權區。 表決
user: Please translate the following sentence from English to Chinese: (1) preparing the operation plan of the Bank (including the annual budget and audited accounts, plans for the use and allocation of funds, expenditure proposals, proﬁt distribution plans, plans for make-up of losses and remuneration and beneﬁts adjustment proposals) and researching, making enquires and providing advises on these plans and proposals;

assistant: （一）組織編制本行經營計劃、方案（包括年度預、決算方案，資金使用和調度計劃，費用開支計劃、利潤分配方案，彌補虧損方案以及工資、福利標準調整方案等）。 對上述經營計劃與方案的擬定與落實進行調查、詢問和做出評論；
user: Please translate the following sentence from English to Chinese: (b) any dividend mandate or any variation or cancellation thereof or any notification of change of name or address at any time after the expiry of two (2) years from the date such mandate variation cancellation or notification was recorded by the Company;

assistant: (b) 於本公司記錄股息委託書或其任何修訂或註銷或任何更改名稱或地址的通知當日後滿兩 (2) 年起任何時間銷燬該等委託書、修訂、註銷或通知；
user: Please translate the following sentence from English to Chinese: (2) All acts done by any such committee in conformity with such directions, and in fulfilment of the purposes for which it was appointed, but not otherwise, shall have like force and effect as if done by the Board, and the Board shall have power, with the consent of the Company in general meeting, to remunerate the members of any such committee, and charge such remuneration to the current expenses of the Company.

assistant: (2) 任何有關委員會在符合有關指示下就履行其獲委任的目的（但非其他目的）而作出的所有行爲，應猶如董事會所作出般具有同等效力及作用，董事會經本公司股東大會同意下有權向該等委員會的成員支付酬金，以及將該等酬金列爲本公司的經常開支。
user: Please translate the following sentence from English to Chinese: (5) Subject to any provision to the contrary in these Articles the Members may, at any general meeting convened and held in accordance with these Articles, by ordinary resolution remove a Director at any time before the expiration of his period of office notwithstanding anything in these Articles or in any agreement between the Company and such Director (but without prejudice to any claim for damages under any such agreement).

assistant: (5) 除非細則條文有相反規定，否則股東可於根據細則召開及舉行之任何股東大會上，通過普通決議案隨時將任何任期未滿之董事罷免，而毋須理會細則或本公司與有關董事訂立之任何協議有何規定，惟不會影響董事根據任何有關協議提出之賠償申索。