billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: (3) To give effect to any such sale the Board may authorise some person to transfer the said shares and an instrument of transfer signed or otherwise executed by or on behalf of such person shall be as effective as if it had been executed by the registered holder or the person entitled by transmission to such 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 relating to the sale.

assistant: (3) 爲進行任何該等出售，董事會可授權某人轉讓該等股份，而由該獲授權人士或其代表簽署或以其他方式籤立的轉讓文書均屬有效，猶如該文件已經由登記持有人或因傳轉而享有該等股份的人士籤立，而購買方毋須理會購買款項的用途，其於股份的擁有權亦不因任何出售程序的不當或無效而受到影響。
user: Please translate the following sentence from English to Chinese: 27. to invest and deal with the moneys of the company not immediately required for the objects of the company in such manner as may be determined;

assistant: 27. 以可能決定之方式投資及處理非公司宗旨即時需要之公司款項；
user: Please translate the following sentence from English to Chinese: (Article 59 of the Mandatory Provisions) If a shareholder is a recognized clearing house (“Recognized Clearing House”, as defined in the relevant regulations stipulated at any time in accordance with the Hong Kong Law) (or its nominee), it may, as it sees fit, appoint one or more persons as its proxies to attend and vote at any general meeting or class meeting.

assistant: （《必備條款》第五十九條） 如該股東爲依照香港法律不時制訂的有關條例所定義的認可結算所（下稱“認可結算所”）或其代理人，該股東可以授權其認爲合適的一個或以上人士在任何股東大會或任何類別股東會議上擔任其代表；
user: Please translate the following sentence from English to Chinese: (a) of all elections and appointments of officers;

assistant: (a) 高級人員的所有選任及委任；
user: Please translate the following sentence from English to Chinese: (7) The right to request the Company to purchase the shares of the shareholder who raises objection to the resolution on merger or division made at the shareholders’ general meeting, (8) The right to record and to alter the register of members;

assistant: （七）對股東大會作出的公司合併、分立決議持異議的股東，要求公司購回其股份； （八）股東名冊記載及變更請求權；
user: Please translate the following sentence from English to Chinese: The Board may also without placing the same to reserve carry forward any profits which it may think prudent not to distribute by way of dividend.

assistant: 董事會亦可決定不在儲備中存放，而將其爲審慎計而不以股息形式派發的任何溢利結轉。
user: Please translate the following sentence from English to Chinese: 3) the Company shall have the power to grant pensions, annuities, or other allowances, including allowances on death, to or for the benefit of any directors, officers or employees or former directors, officers or employees of the Company or any company which at any time is or was a subsidiary or a holding company or another subsidiary of a holding company of the Company or otherwise associated with the Company or of any predecessor in business of any of them, and to the relations, connections or dependants of any such persons, and to other persons whose service or services have directly or indirectly been of benefit to the Company or whom the Company considers have any moral claim on the Company or to their relations, connections or dependants, and to establish or support or aid in the establishment or support of any associations, institutions, clubs, schools, building and housing schemes, funds and trusts, and to make payments toward insurance or other arrangements likely to benefit any such persons or otherwise advance the interests of the Company or of its Members, and to subscribe, guarantee or pay money for any purpose likely, directly or indirectly, to further the interests of the Company or of its Members or for any national, charitable, benevolent, educational, religious, social, public, general or useful object.

assistant: 3) 本公司有權向本公司或任何現屬或曾屬本公司之附屬公司或控股公司或本公司控股公司另一附屬公司之公司或以其他方式與本公司有關連之公司或任何該等公司之前身公司之任何董事、高級職員或僱員或前任董事、高級職員或僱員、向與任何該等人士有關係、有關連或依賴於該等人士者、向服務直接或間接有利於本公司或本公司認爲可對本公司提出任何道義索償之其他人士、向與該等人士有關係、有關連或依賴於該等人士者（或以上述人士爲受益人）授出退休金、年金或其他津貼（包括死亡津貼）；
user: Please translate the following sentence from English to Chinese: If a company has been declared bankrupt by the People’s Court, the liquidation committee shall hand over liquidation matters to the People’s Court.

assistant: 公司經人民法院裁定宣告破產後，清算組應當將清算事務移交給人民法院。
user: Please translate the following sentence from English to Chinese: The Chinese version shall prevail in case of inconsistency or discrepancy between the Chinese version and its English translation. （A joint stock limited company incorporated in the People’s Republic of China with limited liability） ARTICLES OF ASSOCIATION (as amended by a resolution passed at the Company’s Annual general meeting) 1

assistant: （A joint stock limited company incorporated in the People’s Republic of China with limited liability） 《公司章程》 （股東大會決議審議通過） 1
user: Please translate the following sentence from English to Chinese: (1) any security or indemnity to the director or his/her associate(s) in respect of the loans provided to the Company or any of its subsidiaries by such director or his/her associate(s) or obligations incurred or undertaken by such director or any of his/her associate(s) at the request of or for the benefit of the Company or any of its subsidiaries;

assistant: （一）董事或其聯繫人貸款給公司或其任何附屬公司、或董事或其聯繫人在公司或其任何附屬公司的要求下或爲他們的利益而引致或承擔義務，因而向該董事或其聯繫人提供任何抵押或賠償保證；
user: Please translate the following sentence from English to Chinese: For the purpose of the foregoing, the “relevant period” means the period commencing twelve years before the date of publication of the advertisement referred to in paragraph (c) of this Bye-law and ending at the expiry of the period referred to in that paragraph.

assistant: 就上文而言，「有關期間」指本條細則(c)段所述刊登廣告之日前十二年起至該段所述屆滿期間止的期間。
user: Please translate the following sentence from English to Chinese: The procedures for convening such meeting shall be identical to those employed by the board of directors for convening a shareholders’ general meeting as far as practicable.

assistant: 召集的程序應儘可能與董事會召集會議的程序相同。
user: Please translate the following sentence from English to Chinese: 3. Whether the relevant procedures and system are sound;

assistant: 3. 相關的決策程序和機制是否完備；
user: Please translate the following sentence from English to Chinese: The director attending the meeting on behalf of the entrusting director shall only exercise the rights within the scope of authorities.

assistant: 代爲出席會議的董事應當在授權範圍內行使董事的權利。
user: Please translate the following sentence from English to Chinese: In any other case it shall stand adjourned to the same day in the next week at the same time and place or to such time and place as the Board may determine.

assistant: 但對於任何其他情況，會議應推遲至下週同日於董事會決定之時間和地點召開。
user: Please translate the following sentence from English to Chinese: 5. ensure sufficient time and energy to perform the duties of independent directors effectively.

assistant: （五）確保有足夠的時間和精力有效地履行獨立董事的職責。
user: Please translate the following sentence from English to Chinese: The Company shall give notice sufficient to enable members, whose registered addresses are in Hong Kong, to exercise their rights or comply with the terms of the notice.

assistant: 本公司鬚髮出足以使股東（其註冊地址位於香港）行使其權利或遵守通告條款的通告。
user: Please translate the following sentence from English to Chinese: (6) the name of legal counsel, vote counters, and supervisors;

assistant: （六）律師及計票人、監票人姓名；
user: Please translate the following sentence from English to Chinese: (3) the Company is legally declared insolvent due to its failure to repay debts as they become due;

assistant: （三）公司因不能清償到期債務被依法宣告破產；
user: Please translate the following sentence from English to Chinese: At each annual general meeting, one-third of the Directors for the time being, or, if their number is not three or a multiple of three, then the number nearest to but not less than one-third, shall retire from office by rotation provided that every Director shall be subject to retirement by rotation at least once every three years.

assistant: 於每屆股東周年大會上，當時三分之一之董事（或倘董事人數並非三或三之倍數，則爲最接近但不少於三分之一之人數）須輪值退任，惟各董事須最少每三年輪值退任一次。
user: Please translate the following sentence from English to Chinese: The Company’s directors, supervisors, senior management members and other relevant informed parties shall report to the Company’s chairman and secretary to the Board on the day they learn about the misappropriation of the Company’s assets by the Company’s controlling shareholder or de facto controller and its subsidiaries.

assistant: 公司董事、監事、高級管理人員及其他相關知悉人員在知悉公司控股股東或者實際控制人及其附屬企業侵佔公司資產的當天，應當向公司董事長和董事會祕書報告，董事會祕書應在當日內通知公司所有董事及其他相關人員。
user: Please translate the following sentence from English to Chinese: The Board shall provide for the custody of each Seal and no Seal shall be used without the authority of the Board or of a committee of the Board authorised by the Board in that behalf. Subject as otherwise provided in these Articles, any instrument to which a Seal is affixed shall be signed autographically by one Director and the Secretary or by two Directors or by such other person (including a Director) or persons as the Board may appoint, either generally or in any particular case, save that as regards any certificates for shares or debentures or other securities of the Company the Board may by resolution determine that such signatures or either of them shall be dispensed with or affixed by some method or system of mechanical signature. Every instrument executed in manner provided by this Article shall be deemed to be sealed and executed with the authority of the Board previously given.

assistant: 董事會應保管每一印章，未經董事會授權或董事會就此授權的董事會委員會批准，一概不得使用印章。 在該等細則其他規定的規限下，在一般情況或任何特定情況下，凡加蓋印章的文據須經一名董事及祕書或兩名董事或董事會可能委任的其他一名或多名人士（包括董事）親筆簽署，惟就本公司股份或債權證或其他證券的任何證書而言，董事會可通過決議案決定免除有關簽署或以某種機械簽署的方法或系統簽署。 凡按本細則所規定形式籤立的文據應視爲事先經董事會授權蓋章及籤立。
user: Please translate the following sentence from English to Chinese: "dividend" shall include bonus dividends and distributions permitted by the Law to be categorised as dividends;

assistant: 「股息」包括紅利股息及公司法准許分類爲股息的分派；
user: Please translate the following sentence from English to Chinese: and it shall not be necessary to prove the appointment of the Directors who made such call, nor any other matters whatsoever, but the proof of the matters aforesaid shall be conclusive evidence of the debt.

assistant: 且毋須證明作出催繳的董事已獲委任，亦毋須證明任何其他事項，惟上述事項的佐證應爲該債務的不可推翻的證據。
user: Please translate the following sentence from English to Chinese: regularly evaluate and make a report on the scientificity, reasonableness and effectiveness of the Bank’s development strategies formulated by the Board of Directors;

assistant: 定期對董事會制定的發展戰略的科學性、合理性和有效性進行評估，形成評估報告；
user: Please translate the following sentence from English to Chinese: Article 15 The equities of the Company shall be represented by Article 12 of the shares.

assistant: 第十五條公司的股份採取股票的形式。
user: Please translate the following sentence from English to Chinese: (a) any share certificate which has been cancelled at any time after the expiry of one (1) year from the date of such cancellation;

assistant: (a) 任何已被註銷的股票可在註銷日期起計一 (1) 年屆滿後任何時間銷燬；
user: Please translate the following sentence from English to Chinese: 31. Any amount payable in respect of a share upon allotment or at any fixed date, whether in respect of nominal value or premium or as an instalment of a call, shall be deemed to be a call duly made and payable on the date fixed for payment and if it is not paid the provisions of these Bye-laws shall apply as if that amount had become due and payable by virtue of a call duly made and notified.

assistant: 31. 於配發時或於任何指定日期就股份應付的任何款項（無論按面值或溢價或作爲催繳股款的分期付款）視爲已正式作出催繳及應於指定付款日期支付，及倘並未支付，則本章程細則規定的應用情況應爲猶如該款項已因正式作出催繳及通知而成爲到期應付。
user: Please translate the following sentence from English to Chinese: (3) division, merger, dissolution, liquidation or change of corporate form;

assistant: （三）公司的分立、合併、變更公司形式、解散和清算；
user: Please translate the following sentence from English to Chinese: This includes (but not limited to) the duty:

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: (viii) to dispose of its investment in the form of share custody, trust documents, confidential agreements, etc., except the holders of ordinary shares of the Company whose qualification are not verified by the CBRC of its local office;

assistant: （八）通過股份託管、信託文件、祕密協議等形式處分其出資，持有 公司普通股但不經中國銀監會或其派出機構覈准股東資格的股東除外；
user: Please translate the following sentence from English to Chinese: The register of shareholders obtained by the convenor shall not be used for other purposes except for convening the shareholders’ general meeting.

assistant: 召集人所獲取的股東名冊不得用於除召開股東大會以外的其他用途。
user: Please translate the following sentence from English to Chinese: (18) other matters the resolutions concerning which shall be made by the General Meeting, as stipulated by laws, administrative regulations, department rules and the Articles of Association of the Company.

assistant: （十八）法律、行政法規、部門規章及公司章程規定應 當由股東大會作出決議的其他事項。
user: Please translate the following sentence from English to Chinese: A contract for the repurchase of shares referred to in the preceding paragraph includes (but is not limited to) an agreement which causes the Company to become entitled or obliged to repurchase its shares.

assistant: 前款所稱購回股份的合同，包括（但不限於）同意承擔購回股份義務和取得購回股份權利的協議。
user: Please translate the following sentence from English to Chinese: (a) to act and to perform all the functions of a holding company in all its branches and to coordinate the policy and administration of any subsidiary company or companies wherever incorporated or carrying on business or of any group of companies of which the Company or any subsidiary company is a member or which are in any manner controlled directly or indirectly by the Company;

assistant: (a) 履行一家控股公司在其所有分支機搆的所有職能，協調在任何地方註冊成立或開展業務的子公司，或公司或任何子公司作爲成員的或以任何方式直接或間接受控於公司的任何集團公司的政策及管理；
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 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 to time determine;

assistant: 13. 除公司成立法案或章程大綱中另有明文規定及根據本法案的規定外，各公司有權透過抵押百慕達或其他地方的各類不動產或個人財產，將公司資金加以投資，以及按公司不時釐定的方式出售、交換、更改或處置該等抵押物；
user: Please translate the following sentence from English to Chinese: For any notices issued by the Company by way of public announcement on newspapers and magazines, the date of first publication shall be the date of service, and the announcement shall be published on newspapers specified in the relevant provisions.

assistant: 本公司通知以報刊上公告方式送出的，第一次公告刊登日爲送達日期，有關公告在符合有關規定的報刊上刊登。
user: Please translate the following sentence from English to Chinese: (1) [repealed by 1992:51]

assistant: (1) [ 由 1992： 51 替代 ]
user: Please translate the following sentence from English to Chinese: Article 43 Different parts of the register of shareholders shall not overlap.

assistant: 第四十三條股東名冊的各部分應當互不重疊。
user: Please translate the following sentence from English to Chinese: If the Board does not agree to hold the extraordinary general meeting or fails to give a reply within 10 days after receipt of the proposal, shareholder(s) severally or jointly holding 10% or above shares of the Company shall be entitled to propose to the Supervisory Committee to convene an extraordinary general meeting, and shall put forward such request to the Supervisory Committee in writing.

assistant: 董事會不同意召開臨時股東大會，或者在收到請求後 10 日內未作出反饋的，單獨或者合計持有公司 10%以上股份的股東有權向監事會提議召開臨時股東大會，並應當以書面形式向監事會提出請求。
user: Please translate the following sentence from English to Chinese: (10) to carry out investigation if the Company is found to have abnormal operations;

assistant: （十）發現公司經營情況異常，可以進行調查；
user: Please translate the following sentence from English to Chinese: (2) Directors may participate in any meeting of the Board by means of a conference telephone or other communications equipment through which all persons participating in the meeting can communicate with each other simultaneously and instantaneously and, for the purpose of counting a quorum, such participation shall constitute presence at a meeting as if those participating were present in person.

assistant: (2) 董事可透過會議電話、電子或其他通訊設備參與董事會任何會議，所有參與會議的人士均可彼此同時及即時進行交流，就點算法定人數目的而言，此類參與將構成出席會議，猶如參予者親自到場一樣。
user: Please translate the following sentence from English to Chinese: (3) request of more than half of independent directors;

assistant: （三）二分之一以上獨立董事提議時；
user: Please translate the following sentence from English to Chinese: (VII) not to abuse his position to take bribes or other illegal income or misappropriate the Company’s property in any way, including (but not limited to) opportunities beneficial to 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: (7) performance appraisals by the Board of Supervisors on the supervisors (including external supervisors);

assistant: （七）監事會對監事包括外部監事履行職責的評價報告；
user: Please translate the following sentence from English to Chinese: The affixing of the Company seal should be authorized by the board of directors.

assistant: 在股票上加蓋公司印章，應當由董事會的授權。
user: Please translate the following sentence from English to Chinese: (III) making recommendation to the Board on remuneration of non-executive Directors;

assistant: （三）就非執行董事的薪酬向董事會提出建議；
user: Please translate the following sentence from English to Chinese: Sub-paragraphs (1) and (2) of the above shall be approved by the State Council’s foreign trade and economic authorities.

assistant: 其中(一)、(二)項應經過國務院對外貿易經濟主管部門批准。
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由全體有權出席及投票的本公司股東；
user: Please translate the following sentence from English to Chinese: This includes any person who directly or indirectly incurs any obligations as a result of acquisition of shares in the Company.

assistant: 前述購買公司股份的人，包括因購買公司股份而直接或者間接承擔義務的人。
user: Please translate the following sentence from English to Chinese: In the event of any rights claimed by the accounting firm against the Company, the said rights shall not be affected.

assistant: 有關會計師事務所如有因被解聘而向公司索償的權利，有關權利不因此而受影響。
user: Please translate the following sentence from English to Chinese: The proxies so appointed by the Shareholders shall exercise the following rights:

assistant: 該股東代理人依照該股東的委託，可以行使下列權利：
user: Please translate the following sentence from English to Chinese: a competent regulatory authority in the territory where the shares of the Company are listed or quoted on a stock exchange in such territory.

assistant: 「主管監管機構」本公司股份上市或報價的證券交易所所處有關地區的主管監管機構。
user: Please translate the following sentence from English to Chinese: Exclusion of Table A

assistant: 表 A 不適用
user: Please translate the following sentence from English to Chinese: The Company shall have a Board of Directors which is responsible to the shareholders’ general meetings.

assistant: 公司設董事會，對股東大會負責。
user: Please translate the following sentence from English to Chinese: that the resolution making the call is duly recorded in the minute book;

assistant: 作出有關催繳的決議案已妥爲記錄於會議紀錄；
user: Please translate the following sentence from English to Chinese: The financial controller and other officers shall be nominated by the general manager, and appointed or dismissed by the Board of Directors.

assistant: 財務總監及其他高級管理人員由總經理提名，董事會聘任或者解聘。
user: Please translate the following sentence from English to Chinese: Not withstanding anything contained in these Bye-laws, where more than one proxy is appointed by a Member which is a clearing house (or its nominee(s)), each such proxy shall have one vote on a show of hands.

assistant: 不論該等公司細則內有任何規定，倘超過一名獲結算所（或其代名人）股東委任的受委代表，每名受委代表將在舉手表決時可投一票。
user: Please translate the following sentence from English to Chinese: (d) if he becomes prohibited by law from acting as a Director, or he ceases to be a Director by virtue of any provision of law or is removed from office pursuant to these Articles;

assistant: (d) 被法律禁止出任董事，或因任何法律條文不能再出任董事或根據本細則而被罷免；
user: Please translate the following sentence from English to Chinese: Article 123 If the chairman of the meeting has any doubts as to the voting outcome of any resolution, he/she may have the votes recounted.

assistant: 第一百二十三條會議主持人如果對提交表決的決議結果有任何懷疑，可以對所投票數進行點算；
user: Please translate the following sentence from English to Chinese: Article 187 The Company shall appoint receiving agents on behalf of the holders of overseas-listed foreign-invested shares.

assistant: 第一百八十七條 公司應當爲持有境外上市外資股股份的股東委任收款代理人。
user: Please translate the following sentence from English to Chinese: The liquidation group shall, as per the instructions of the general meeting, report to the general meeting at least once a year about the revenues and expenses of the liquidation group, the businesses of the Company and the progress of liquidation, and deliver a final report to the general meeting at the end of liquidation.

assistant: 清算組應當遵循股東大會的指示，每年至少向股東大會報告一次清算組的收入和支出，公司的業務和清算的進展，並在清算結束時向股東大會作最後報告。
user: Please translate the following sentence from English to Chinese: (9) to pass resolutions on matters such as the merger, division, dissolution, liquidation or change of the corporate form of the Company;

assistant: （九）對公司合併、分立、解散、清算或者變更公司形式等事項作出決議； （十）修改本章程；
user: Please translate the following sentence from English to Chinese: Article 84 Where the elections of director and Supervisor will be discussed at the shareholder’s general meeting, the notices of the shareholders’ general meeting shall, in compliance with laws, regulations, regulatory documents or the relevant requirements of the securities regulatory authority at the place where our Company’s shares are listed, contain the details of the proposed directors and Supervisors including at least the following particulars:

assistant: 第八十四條股東大會擬討論董事、監事選舉事項的，股東大會通知中應按照法律、法規、規範性文件或者公司股票上市地證券監督管理機構的要求充分披露董事、監事候選人的詳細資料，包括但不限於以下內容：
user: Please translate the following sentence from English to Chinese: (2) in the case of a repurchase of shares by an off-market agreement pursuant to Article 29 hereof, a holder of the shares to which the proposed agreement relates;

assistant: （二）在公司按照本章程第二十九條的規定在證券交易所外以協議方式購回自己股份的情況下，“有利害關係的股東”是指與該協議有關的股東；
user: Please translate the following sentence from English to Chinese: If the principal is a corporate shareholder, the corporate seal shall be affixed.

assistant: 委託人爲法人股東的，應加蓋法人單位印章。
user: Please translate the following sentence from English to Chinese: (iv) the Company has notified the stock exchange in the Relevant Territory of its intention of such sale.

assistant: (iv) 本公司已知會有關地區的證券交易所有關上述出售意向。
user: Please translate the following sentence from English to Chinese: (6) other forms already agreed upon by the Company or the recipient in advance or recognized by the party notified on the receipt of the notice;

assistant: （六）公司或受通知人事先約定或受通知人收到通知後認可的其他形式；
user: Please translate the following sentence from English to Chinese: If the notice is sent out by mail, the 48th hour after the date when the notice is delivered to the post office shall fall within the date of service.

assistant: 通知以郵件送出的，自交付郵局之日起第 48 小時爲送達日期；
user: Please translate the following sentence from English to Chinese: (7) the right to request the Company to repurchase its shares so long as the shareholder dissents the resolutions of the shareholders’ general meeting approving a merger or division of the Company;

assistant: （七）對股東大會作出的公司合併、分立決議持異議的股東，要求公司收購其股份；
user: Please translate the following sentence from English to Chinese: If a claimant elects arbitration to be carried out at Hong Kong International Arbitration Centre, any party may apply for a hearing to take place in Shenzhen in accordance with the Securities Arbitration Rules of the Hong Kong International Arbitration Centre.

assistant: 如申請仲裁者選擇香港國際仲裁中心進行仲裁，則任何一方可以按香港國際仲裁中心的證券仲裁規則的規定請求該仲裁在深圳進行。