billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: any difficulty arises in regard to the distribution the Board may settle the same as it thinks expedient, and in particular may disregard fractional entitlements or round the same up or down, and may fix the value for distribution of such specific assets, or any part thereof, and may determine that cash payments shall be made to any Shareholders upon the footing of the value so fixed in order to adjust the rights of all parties and may determine that fractional entitlements shall be aggregated and sold and the benefit shall accrue to the Company rather than to the Shareholders concerned, and may vest any such specific assets in trustees as may seem expedient to the Board and may authorise any person to sign any requisite instruments of transfer and other documents on behalf of all Shareholders interested in the Dividend and such instrument and document shall be effective.

assistant: 如果分派有任何困難，董事會可用其認爲權宜的方式解決，特別是把零碎配額忽略不計或四捨五入、可確定分派該等特定資產或其中任何部分資產的價值、可決定根據所定的價值向任何股東支付現金，以便調整各方的權利，亦可將零碎配額予以彙集出售，所得利益計歸本公司而非有關股東。 如董事會覺得有利，亦可把該等特定資產轉歸予受託人，並可指定任何人士代表於股息中享有權益的所有股東簽署任何必要的轉讓契據和其他文件，而該契據和文件應當有效。
user: Please translate the following sentence from English to Chinese: The annual general meeting shall be held at such time and place as the Board shall appoint.

assistant: 股東周年大會須在董事所指定的時間及地點舉行。
user: Please translate the following sentence from English to Chinese: but nothing in these Articles shall release the estate of a deceased holder, whether sole or joint, from any liability in respect of any share solely or jointly held by him.

assistant: 但本章程細則所載的規定並不爲已故的單獨或聯名持有人之遺產免除有關該持有人單獨或聯名持有之股份的任何責任。
user: Please translate the following sentence from English to Chinese: Article 184  The president shall be in attendance at board meetings, where the president, if not being a director, shall have no right to vote.

assistant: 第一百八十四條　公司總裁列席董事會會議； 非董事總裁在董事會會議上沒有表決權。
user: Please translate the following sentence from English to Chinese: (a) increase its capital by such sum, to be divided into shares of such amounts, as the resolution shall prescribe;

assistant: (a) 增加其股本，該新增股本的金額及須拆細的股本面值由決議案決定；
user: Please translate the following sentence from English to Chinese: (i) if he becomes bankrupt or has a receiving order made against him or suspends payment or compounds with his creditors generally;

assistant: (i) 他成爲破產人士或收到針對他的破產令或中止付款或與他債權人達成重整債務協議；
user: Please translate the following sentence from English to Chinese: (iv) references to any statute or statutory provision shall be construed as relating to any statutory modification or re-enactment thereof for the time being in force.

assistant: (iv) 凡指任何法規或法定規定須詮釋爲與當時有效的任何相關法定修訂或重新頒佈者有關；
user: Please translate the following sentence from English to Chinese: (5) minutes of the shareholders’ general meeting;

assistant: (5) 股東大會會議記錄；
user: Please translate the following sentence from English to Chinese: The Board shall provide for the safe custody of the seal which shall only be used by the authority of the Board or of a committee of the Board authorised by the Board in that behalf, and every instrument to which the seal shall be afﬁxed shall be signed by any two members of the Board or any two persons appointed by the Board for the purpose, provided that the Board may either generally or in any particular case or cases resolve (subject to such restrictions as to the manner in which the seal may be afﬁxed as the Board may determine) that such signatures or any of them may be afﬁxed to certiﬁcates for shares or debentures or representing any other form of securities by some mechanical means other than autographic to be speciﬁed in such resolution or that such certiﬁcates need not be signed by any person. Every instrument executed in manner provided by this Article shall be deemed to be sealed and executed with the authority of the Directors previously given.

assistant: 董事會須安全保管印章，印章只可由董事會或董事會就此授權之董事會委員會使用，而每份蓋上印章之文據須由董事會兩名成員或董事會就此委任之兩名人士簽署，惟董事會可在一般或特別情況下決議（須受董事會可能就蓋章方式所制定之限制所規限）股票或債權證或代表任何其他證券之證書上之簽署以機印而非親筆簽署或該等證書毋須由任何人士簽署。 按本細則規定之方式簽署之每份文據應被視爲由董事於較早時授權蓋印及簽署。
user: Please translate the following sentence from English to Chinese: After the repurchase of its shares in accordance with the Article 27 of the laws, the Company shall cancel or transfer such part of shares within the period Mandatory Provisions of time provided by laws, administrative regulations and the relevant listing rules, and arrange for the registration of change of registered capital at the original companies registration authority.

assistant: 第三十三條公司依法購回股份後，應當在法律、行政法規以及有《必備條款》第二十七關的上市規則規定的期限內，註銷或轉讓該部分股份，並向原公司登記機關條申請辦理註冊資本變更登記。
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) 在任何適用法例准許下，董事會可全權酌情隨時及不時將股東名冊的股份轉至名冊分冊，或將名冊分冊的股份轉至股東名冊或其他名冊分冊。
user: Please translate the following sentence from English to Chinese: If the establishment meeting fails to exercise its aforesaid power, the power shall be exercised by the Board.

assistant: 創立大會不行使前款規定的職權時，由董事會行使該職權。
user: Please translate the following sentence from English to Chinese: and D. the existing Article 189(E) be amended by:

assistant: 及 D. 現有章程細則第189(E)條按以下方式修訂︰
user: Please translate the following sentence from English to Chinese: “Listing Rules” shall mean the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (as amended from time to time);

assistant: “上市規則＂指經不時修訂的香港聯合交易有限公司證券上市的規則。
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) 爲出售上述股份，董事局可授權其他人士轉讓該等股份，而該名人士或其代表署名或簽署之轉讓文件應與該等股份之登記持有人或承讓人之簽署具有相同效力，且買方將毋須理會有關購股款項之用途，而其對該等股份之擁有權亦不會因出售程序不合規則或不具效力而受到影響。
user: Please translate the following sentence from English to Chinese: (3) the Company shall, if it decides to issue a replacement share certificate to the applicant, make an announcement of its intention to issue the replacement share certificate in such newspapers and periodicals designated by the Board;

assistant: （三）公司決定向申請人補發新股票，應當在董事會指定的報刊上刊登準備補發新股票的公告；
user: Please translate the following sentence from English to Chinese: 36. No member shall be entitled to receive any dividend or bonus or to be present and vote (save as proxy for another member) at any general meeting, either personally, or (save as proxy for another member) by proxy, or be reckoned in a quorum, or to exercise any other privilege as a member until all calls or instalments due from him to the Company, whether alone or jointly with any other person, together with interest and expenses (if any) shall have been paid.

assistant: 36. 除非股東應付本公司的所有到期催繳股款或分期款項（無論個別或與任何其他人士共同承擔）連同利息及開支（如有）已經支付，否則概無權收取任何股息或紅利或親自或委派代表（作爲其他股東的委任代表除外）出席任何股東大會及於會上投票（其他股東的委任代表除外），亦不會被計入法定人數之內，且無權行使作爲股東的任何其他權利。
user: Please translate the following sentence from English to Chinese: The chairman of the meeting shall announce whether the resolutions are approved or not. The result shall be announced in the meeting and recorded in the minutes of the meeting.

assistant: 股東大會主席負責決定決議是否通過，其決定爲終局決定，並應當在會上必備七十四宣佈和載入會議記錄。
user: Please translate the following sentence from English to Chinese: (c) manufacturing, processing and/or extracting or taking goods, materials, substances, articles and merchandise of all kinds in any part of the world;

assistant: (c) 在世界任何地區製造、加工和/或提煉或提取各種貨物、材料、物品、用品和商品；
user: Please translate the following sentence from English to Chinese: Article 305  In case that the Bank fails to pay out dividend on the preference shares according to provisions for cumulatively three (3) accounting years or two (2) consecutive accounting years, the preference shareholders shall have the right to attend the Shareholders’ General Meeting and vote together with the ordinary shareholders on the next date after the Shareholders’ General Meeting approves not to distribute profit for the year in accordance with provisions.

assistant: 銀行就發行優先股事項召開股東大會的，爲股東提供網絡投票。 第三百零五條銀行累計三個會計年度或連續兩個會計年度未按約定支付優先股股息的，自股東大會批准當年不按約定分配利潤的方案次日起，優先股股東有權出席股東大會與普通股股東共同表決。
user: Please translate the following sentence from English to Chinese: (1) the Company shall not be bound to register more than four (4) persons as the joint holders of any shares;

assistant: (1) 本公司並無責任爲任何股份登記四（4）名以上聯名持有人；
user: Please translate the following sentence from English to Chinese: (2) The Members may, at any general meeting convened and held in accordance with these Articles, by special resolution remove the Auditor at any time before the expiration of his term of office and shall by ordinary resolution at that meeting appoint another Auditor in his stead for the remainder of his term.

assistant: (2) 股東可在依照本細則召開及舉行的任何股東大會上藉特別決議案於該核數師任期屆滿前任何時間罷免該核數師，並在該會議上藉普通決議案委任另一核數師代替其履行餘下任期。
user: Please translate the following sentence from English to Chinese: (a) determining the Members entitled to receive any dividend, distribution, allotment or issue and such record date may be on, or at any time not more than thirty (30) days before or after, any date on which such dividend, distribution, allotment or issue is declared, paid or made;

assistant: (a) 決定股東有權收取任何股息、分派、配發或發行的記錄日期，而有關記錄日期可爲宣派、派發或作出有關股息、分派、配發或發行的任何日期前後不超過三十(30)日的任何時間；
user: Please translate the following sentence from English to Chinese: (11) If any question shall arise at any meeting of the Board as to the materiality of the interest of a Director (other than the Chairman of the meeting) and/or his associate(s) or as to the entitlement of any Director (other than such Chairman) to vote or be counted in the quorum and such question is not resolved by his voluntarily agreeing to abstain from voting or not be counted in the quorum, such question shall be referred to the Chairman of the meeting and his ruling in relation to such other Director shall be ﬁnal and conclusive except in a case where the nature or extent of the interest of the Director and/or his associate(s) concerned as known to such Director has not been fairly disclosed to the Board.

assistant: (11) 倘在任何董事會會議上對董事（會議主席除外）及／或其聯繫人士擁有重大權益或任何董事（該主席除外）享有之投票權或計入法定人數內之權利提出任何問題，而該問題不能透過董事自願同意放棄投票或不計入法定人數內而解決，該問題將呈交大會主席決定，而主席對該其他董事所作出之決定將爲最終及具決定性（倘據該董事所知該董事及／或其聯繫人士之權益性質或程度並未向董事會適當披露除外）。
user: Please translate the following sentence from English to Chinese: Unless otherwise provided in relevant laws, where cash dividends and other amounts are paid in a foreign currency, the average central parity rate of the relevant foreign exchange posted by the People’s Bank of China for the Gregorian calendar week immediately preceding the date of declaration of the dividends or other payment shall be used as the exchange rate.

assistant: 除非有關法律另有規定，用外幣支付現金股利和其他款項的，匯率應採用股利和其他款項宣佈當日之前一個公曆星期中國人民銀行公佈的有關外匯中間價的平均值。
user: Please translate the following sentence from English to Chinese: (3) reviewing the asset and liability management policies of the Company;

assistant: （三）審查本公司資產負債管理政策；
user: Please translate the following sentence from English to Chinese: and (ii) if he so wishes, to address each of the other participating Directors simultaneously, whether directly, by conference telephone, electronic or other form of communications equipment (whether in use when this Article is adopted or developed subsequently) or by a combination of such methods.

assistant: 及 (ii) 倘該董事願意，可主動向其他與會董事發言，不論直接、透過會議電話、電子或其他形式之通訊設備（不論於本條章程細則採納時已使用或之後發明）或結合使用該等方法。
user: Please translate the following sentence from English to Chinese: Where a vice chairman is unable to or does not perform his or her duties, a majority of the directors may jointly elect one director to perform the duties.

assistant: 副董事長不能履行職務或者不履行職務的，由半數以上董事共同推舉一名董事履行職務。
user: Please translate the following sentence from English to Chinese: (5) The Company shall duly perform its duty to strictly disclose information on external guarantee according to the relevant provisions of listing rules and these Articles of Association, and shall truthfully provide all information relating to external guarantee of the Company to the certified public accountants;

assistant: 5、公司必須嚴格按照《上市規則》、《公司章程》的有關規定，認真履行對外擔保的信息披露義務，必須按規定向註冊會計師如實提供公司全部對外擔保事項；
user: Please translate the following sentence from English to Chinese: (4) The Board may on any occasion determine that rights of election and the allotment of shares under paragraph (1) of this Article shall not be made available or made to any shareholders with registered addresses in any territory where, in the absence of a registration statement or other special formalities, the circulation of an offer of such rights of election or the allotment of shares would or might, in the opinion of the Board, be unlawful or impracticable, and in such event the provisions aforesaid shall be read and construed subject to such determination. Members affected as a result of the foregoing sentence shall not be or be deemed to be a separate class of Members for any purpose whatsoever.

assistant: (4) 董事會可於任何情況下決定，根據本條細則第 (1) 段的選擇權及股份配發，不得向任何登記地址位於董事會認爲未作出登記聲明或未完成其他特別手續而在該地區提呈有關該等選擇權或股份配發的要約即屬或可能屬違法或不實際可行的地區的股東提出或作出，在此情況下，前述條文應按該決定理解及解釋。 就任何目的而言，受前述條文影響的股東不得爲或不得被視爲另一類別股東。
user: Please translate the following sentence from English to Chinese: Subject as aforesaid, all dividends shall be apportioned and paid proportionately to the amounts paid up on the shares during any portion or portions of the period in respect of which the dividend is paid.

assistant: 除上文所述者外，所有股息均應根據股份在有關派息期間之任何相關部份時間內之實繳股款按比例分攤及派付。
user: Please translate the following sentence from English to Chinese: (4) companies in which the director, supervisor, general manager and other senior management of the Company, alone, or jointly with those specified in (1), (2) and (3) of this Article or other directors, supervisors, general manger and other senior management personnel of the Company, has de facto control;

assistant: （四）由公司董事、監事、總經理和其他高級管理人員在事實上單獨控制的公司，或者與本條（一）、（二）、（三）項所提及的人員或者公司其他董事、監事、總經理和其他高級管理人員在事實上共同控制的公司；
user: Please translate the following sentence from English to Chinese: Article 83

assistant: 第八十三條
user: Please translate the following sentence from English to Chinese: (As amended by Special Resolution passed on 12/5/2005)

assistant: （經 2005 年 5 月 12 日通過的特別決議案修訂）
user: Please translate the following sentence from English to Chinese: Provisions Article 117

assistant: 必備條款第一佰零五條
user: Please translate the following sentence from English to Chinese: and (b) stating that if the notice is not complied with the shares on which the call was made will be liable to be forfeited.

assistant: 及 (b) 說明如不遵從該通知書，已發出催繳的股份將被充公。
user: Please translate the following sentence from English to Chinese: In such case, the following provisions shall apply:

assistant: 在此等情況下，下列的條文爲適用︰
user: Please translate the following sentence from English to Chinese: BORROWING POWERS The Board may exercise all the powers of the Company to raise or borrow money and to mortgage or charge all or any part of the undertaking, property and assets (present and future) and uncalled capital of the Company and, subject to the Act, to issue debentures, bonds and other securities, whether outright or as collateral security for any debt, liability or obligation of the Company or of any third party.

assistant: 董事會可行使本公司的所有權力，爲本公司籌集或借取款項，以及抵押或質押本公司所有或任何部分業務、財產及資產（現時及未來）及未催繳資本，並在《公司法》的規限下直接發行或作爲本公司或任何第三方之任何債務、負債或責任之附屬抵押而發行債權證、債券及其他證券。
user: Please translate the following sentence from English to Chinese: (3) any instrument of transfer of shares or warrants which has been registered at any time after the expiry of six (6) years from the date of registration;

assistant: (3) 已登記的股份或認股證轉讓文據，銷燬可在登記之日起六(6)年期間到期後隨時進行；
user: Please translate the following sentence from English to Chinese: (4) the reduction or removal of a dividend preference, or a property distribution preference during liquidation of the Company, attached to shares of such class;

assistant: （四）減少或取消該類別股份所具有的優先取得股利或在公司清算中優先取得財產分配的權利；
user: Please translate the following sentence from English to Chinese: The board of supervisors should inform all supervisors in writing 10 days prior to the holding of the regular meeting.

assistant: 監事會應於監事會定期會議召開10日前書面通知全體監事。
user: Please translate the following sentence from English to Chinese: Article 150 The Company shall set up independent Director working system and the secretary to the Board shall actively provide assitance to the independent non-executive Directors for performance of their duties.

assistant: 第一百五十條公司應當建立獨立董事工作制度，董事會祕書應當積極配合獨立非執行董事履行職責。
user: Please translate the following sentence from English to Chinese: (4) Neither a Director nor an alternate Director shall be required to hold any shares of the Company by way of qualification and a Director or alternate Director (as the case may be) who is not a Member shall be entitled to receive notice of and to attend and speak at any general meeting of the Company and of all classes of shares of the Company.

assistant: (4) 董事或替任董事均毋須持有本公司任何股份以符合資格，而並非股東的董事或替任董事（視情況而定）有權收取通告及出席本公司任何股東大會及本公司任何類別股份的任何股東大會並於會上發言。
user: Please translate the following sentence from English to Chinese: Except for the aforesaid contracts, the director and supervisor shall not file any lawsuit or arbitration against the Company and claim the benefits they shall obtain for the foregoing compensation matters.

assistant: 除按前述合同外，董事、監事不得因前款報酬事項爲其應獲取的利益向公司提出訴訟或仲裁。
user: Please translate the following sentence from English to Chinese: Article 68 General meetings are divided into annual general meetings and extraordinary general meetings.

assistant: 第六十八條股東大會分爲股東年會和臨時股東大會。
user: Please translate the following sentence from English to Chinese: The agenda of the regular board meeting and its related documents shall be submitted to all directors in full and in time and be delivered at least three (3) days before the date (or within other days agreed) of the planned board meeting or meeting of any board committees.

assistant: 董事會定期會議的議程及相關會議文件應全部及時交送全體董事並至少在計劃舉行董事會或其轄下委員會會議日期的三天前（或協定的其他時間內）送出。
user: Please translate the following sentence from English to Chinese: 32. On the issue of shares the Board may differentiate between the allottees or holders as to the amount of calls to be paid and the times of payment.

assistant: 32. 董事會可在發行股份時對承配人或持有人訂定不同之催繳股款金額及繳交時限。
user: Please translate the following sentence from English to Chinese: (3) to elect and replace the supervisors who are representatives of shareholders and decide on matters relating to the remuneration of supervisors;

assistant: （三）選舉和更換由股東代表出任的監事，決定有關監事的報酬事項；
user: Please translate the following sentence from English to Chinese: 34. (1) If a call remains unpaid after it has become due and payable the Board may give to the person from whom it is due not less than fourteen (14) clear days' Notice:

assistant: 34. (1) 倘催繳股款於其到期應付後仍不獲繳付，則董事會可向到期應付的股東發出不少於十四(14)個足日的通知：
user: Please translate the following sentence from English to Chinese: 2.such disclosure is required by public interest;

assistant: 2. 公衆利益有要求；
user: Please translate the following sentence from English to Chinese: Interpretation 2.1 The marginal notes to these Articles shall not affect the interpretation hereof.

assistant: 釋義 2.1 本章程細則的旁註不應影響本文件的闡釋。
user: Please translate the following sentence from English to Chinese: (2) the circumstances of the Company have changed, which are inconsistent with the matters recorded in the Articles of Association;

assistant: (二) 公司的情況發生變化，與章程記載的事項不一致；
user: Please translate the following sentence from English to Chinese: The Board may from time to time appoint a general manager, manager Appointment and remuneration of or managers of the business of the Company and may fix his or their managers remuneration either by way of salary or commission or by conferring the right to participation in the profits of the Company or by a combination of 2 or more of these modes and pay the working expenses of any of the staff of the general manager, manager or managers who may be employed by him or them upon the business of the Company.

assistant: 董事會可不時委任本公司業務的總經理、經理或多名經理，並可釐定其或彼經理的委任及薪等的薪酬，不論薪金或佣金或賦予權利分享本公司利潤或結合上述2種或以上酬方式，以及向其或彼等可能就本公司業務聘請的任何總經理、經理或多名經理轄下員工支付工資。
user: Please translate the following sentence from English to Chinese: Article 182  The Company shall facilitate the Secretary to the Board to perform duties and directors, supervisors and other senior management and related staff shall support and cooperate with the Secretary to the Board.

assistant: 第一百八十二條　公司應當爲董事會祕書履行職責提供便利條件，董事、監事、其他高級管理人員和相關工作人員應當支持、配合董事會祕書的工作。
user: Please translate the following sentence from English to Chinese: 26. The Board may, if they think fit, receive from any member willing to advance the same all or any part of the moneys payable in respect of any shares held by him beyond the amount of the calls actually made thereon;

assistant: 26. 如有任何股東願意就其所持有的任何股份，提前繳付該等股份所涉及的全部或任何部分應繳款項，而此等款項是超出就該等股份實際催繳的股款金額，則董事會如認爲適合，可收取此等款項；
user: Please translate the following sentence from English to Chinese: 33. The Board may, if it thinks fit, receive from any Member willing to advance the same, and either in money or money’s worth, all or any part of the moneys uncalled and unpaid or instalments payable upon any shares held by him and upon all or any of the moneys so advanced (until the same would, but for such advance, become presently payable) pay interest at such rate (if any) as the Board may decide.

assistant: 33. 董事會可在其認爲合適的情況下收取任何股東就其所持任何股份自願提前繳付的（以金錢或金錢等值物）未經催繳的及未支付的全部或部分股款或應繳付的分期付款，且提前繳付的全部或部分股款以董事會確定的利率（如有）支付利息（如不提前繳付，直至該股款到期應付爲止）。
user: Please translate the following sentence from English to Chinese: Article 85 A shareholder (including his/ her/ its proxy) when voting at a general meeting, may exercise such voting rights as attached to the number of voting shares which he represents, in which case one vote is attached to each share.

assistant: 第八十五條　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: (p) To advance, deposit or lend money, securities and property to or with such persons and on such terms as may seem expedient and either with or without security and in particular to customers and others having dealings with the Company, To advance moneys.

assistant: (p) 揭出、附貯、或借出款項，有價證券及物業，與本公司有交易之人及無論何人，至於條件如何，及需要抵押與否，均可斟酌辦理，又可擔保彼等履行其與別人訂立之合約。
user: Please translate the following sentence from English to Chinese: Any distribution of the Company’s profits to any shareholder before recovery of losses and appropriation of the reserve fund by the general meeting in violation of the above requirements shall forthwith be returned by the shareholders to the Company.

assistant: 股東大會違反前款規定，在公司彌補虧損和提取法定公積金之前向股東分配利潤的，股東必須將違反規定分配的利潤退還公司。
user: Please translate the following sentence from English to Chinese: Secretary of the Board of Director shall assist the Company in complying with the relevant Chinese laws and regulations in respect of the listing of securities of the Company as set out by securities exchanges.

assistant: 董事會祕書應協助公司遵守中國的有關法律和公司股票上市的證券交易所的規則。
user: Please translate the following sentence from English to Chinese: Article 118 If the matter demanded to be resolved by a poll is the election of the chairman of the shareholders’ general meeting or the adjournment of the meeting, a poll shall be taken immediately.

assistant: 第一百一十八條如果要求以投票方式表決的事項是選舉會議主席或者中止會議，則應當立即進行投票表決；