billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: The Board may from time to time pay to the Members such interim dividends as appear to the Board to be justified by the profits of the Company and in particular (but without prejudice to the generality of the foregoing) if at any time the share capital of the Company is divided into different classes, the Board may pay such interim dividends in respect of those shares in the capital of the Company which confer on the holders thereof deferred or non-preferential rights as well as in respect of those shares which confer on the holders thereof preferential rights with regard to dividend and provided that the Board acts bona fide the Board shall not incur any responsibility to the holders of shares conferring any preference for any damage that they may suffer by reason of the payment of an interim dividend on any shares having deferred or non-preferential rights and may also pay any fixed dividend which is payable on any shares of the Company half-yearly or on any other dates, whenever such profits, in the opinion of the Board, justifies such payment.

assistant: 董事會可不時向股東支付董事根據公司利潤認爲是合理的中期股息，尤其爲（在不影響前述的一般原則下）如果公司的股本在任何時間是分爲不同類別的，董事會可向公司股本中賦予股本持有人遞延權或非優先權的股份支付中期股息，或向賦予持有人優先股息權的股份支付中期股息，但只要董事會本著真誠行事的，對於向遞延權或非優先權的股份支付中期股息而令賦予優先權的股份的持有人蒙受的損害，董事會均不必負責； 在董事會認爲利潤足以就派付提供理據，亦可每半年或在任何其他日期支付就公司股份應付的任何定額股息。
user: Please translate the following sentence from English to Chinese: The Company’s shares shall be issued in accordance with the principles of openness, fairness, and equality, with equal rights attributed to each of the shares of the same class.

assistant: 公司股份的發行，實行公開、公平、公正的原則，同種類的每一股份具有同等權利。
user: Please translate the following sentence from English to Chinese: (B) A Director may act by himself or his firm in a professional capacity for the Company (otherwise than as Auditors) and he or his firm shall be entitled to remuneration for professional services as if he were not a Director.

assistant: (B) 董事可以其本身或其商號以專業身份（核數師身份除外）爲本公司行事，而其或其商號有權就專業服務收取酬金，猶如其並非爲董事。
user: Please translate the following sentence from English to Chinese: 22. The Company shall have a first and paramount lien on every share (not being a fully paid share) for all moneys (whether presently payable or not) called or payable at a fixed time in respect of that share.

assistant: 22. 對於所有已經催繳的或在規定時間應繳的股款（不管目前是否應繳）的股份（未繳清股款的股份），公司應享有第一優先留置權；
user: Please translate the following sentence from English to Chinese: (iii) if, without leave, he is absent from meetings of the Board (unless an alternate Director appointed by him attends in his place) for a continuous period of 12 months, and the Board resolves that his office be vacated;

assistant: (iii) 如未獲批准而連續 12 個月期間缺席董事會會議（除非已委任替任董事代其出席）且董事會議決將其撤職；
user: Please translate the following sentence from English to Chinese: Article 223 After a resolution on the profit distribution plan is made at the shareholders’ general meeting, the Board of Directors of the Company shall complete the distribution of the dividend (or Shares) within 2 months after the said meeting.

assistant: 第二百二十三條公司股東大會對利潤分配方案作出決議後，公司董事會須在股東大會召開後兩個月內完成股利（或股份的）派發事項。
user: Please translate the following sentence from English to Chinese: “the Directors” means the Board of Directors of the Company or the Directors present at a meeting of Directors at which a quorum is present; and references in the Bye-laws to Directors shall be to both executive and non-executive Directors unless otherwise indicated;

assistant: 「董事」指本公司董事會或具法定人數出席董事會會議之出席董事，除另有指明外，細則所提述董事應包括執行及非執行董事；
user: Please translate the following sentence from English to Chinese: the Companies Act 1981 of Bermuda

assistant: 百慕達一九八一年公司法
user: Please translate the following sentence from English to Chinese: The convener shall issue a supplementary notice of the general meeting and announce the contents of such extra proposals within 2 days after receipt thereof.

assistant: 召集人應當在收到提案後 2 日內發出股東大會補充通知，公告臨時提案的內容。
user: Please translate the following sentence from English to Chinese: Debentures, debenture stock, bonds and other securities may be made assignable free from any equities between the Company and the person to whom the same may be issued.

assistant: 債權證、債權股證、債券及其他證券可自由轉讓，不受本公司與獲發行該等證券的人士之間的任何衡平權益所影響。
user: Please translate the following sentence from English to Chinese: 1. The applicant shall submit the application in the form prescribed by the Company accompanied by a notarial certificate or statutory declaration.

assistant: （一）申請人應當用公司指定的標準格式提出申請並附上公證書或者法定聲明文件。
user: Please translate the following sentence from English to Chinese: Board’s Power to Deal with Fractions and Other Difficulties.

assistant: 董事會處理碎股和其它問題的權力。
user: Please translate the following sentence from English to Chinese: (10) a person who is a former lawyer, certified public accountant or professional of an asset valuation or certification bodies, etc., whose professional qualification has been revoked because of a breach of law or disciplinary conduct, where not more than five years have elapsed since the date of the revocation of his professional qualification;

assistant: （十）因違法行爲或者違紀行爲被吊銷執業資格的律師、註冊會計師或者資產評估機構、驗證機構 等機構的專業人員，自被吊銷執業資格之日起未逾 5 年；
user: Please translate the following sentence from English to Chinese: The duration of other obligations shall be determined by what is fair, and will depend on the length of time between the date on which the directors leave their positions and the relevant event involving the obligations as well as the circumstances and conditions in which their relationship with the Bank 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，以及與本行的關係在何種情形和條件下結束。
user: Please translate the following sentence from English to Chinese: (1) Anyone makes a general offer to all the shareholders;

assistant: （一）任何人向全體股東提出收購要約；
user: Please translate the following sentence from English to Chinese: The Company shall send to the Registrar of Companies in the Cayman Islands a copy of such register, and shall from time to time notify to the said Registrar of any change that takes place in relation to such Directors and Officers as required by the Law.

assistant: 本公司須將該名冊的副本送交開曼羣島公司註冊處處長，並按公司法規定將任何有關各董事及高級職員資料之變更不時通知上述註冊處處長。
user: Please translate the following sentence from English to Chinese: The Directors shall be elected or appointed in the first place by the subscribers to the Memorandum of Association or by a majority of them and thereafter in accordance with Article 84 called for such purpose and who shall hold office for such term as the Members may determine or, in the absence of such determination, in accordance with Article 84 or until their successors are elected or appointed or their office is otherwise vacated.

assistant: 董事應首次由組織章程大綱之認購方或彼等之大多數選出或委任，其後就此根據細則第84條選出或委任，而彼的任期由股東釐定，倘股東並無釐定有關任期，則根據細則第84條而定或任職至其繼任人獲選出或委任或其離職爲止。
user: Please translate the following sentence from English to Chinese: 30. In addition to the giving of notice in accordance with Bye-Law 29, notice of the person appointed to receive payment of every call and of the times and places appointed for payment may be given to the shareholders by notice to be inserted at least once in the Newspapers.

assistant: 30. 除根據公司細則第29條發出通知外，有關指定接收每筆催繳股款的人士及指定付款時可能發出催繳股款 間及地點的通知可以於報章刊登至少一次通知的方式知會有關股東。
user: Please translate the following sentence from English to Chinese: 27. A person upon whom a call is made shall remain liable for calls made upon him notwithstanding the subsequent transfer of the shares in respect of which the call was made.

assistant: 27. 被催繳股款的人士須負責支付向其催繳的股款，而不論涉及催繳股款的股份其後是否已經轉讓。
user: Please translate the following sentence from English to Chinese: (2) The Board may pay, enter into agreements to pay or make grants of revocable or irrevocable, and either subject or not subject to any terms or conditions, pensions or other benefits to employees and ex-employees and their dependants, or to any of such persons, including pensions or benefits additional to those, if any, to which such employees or ex-employees or their dependants are or may become entitled under any such scheme or fund as mentioned in the last preceding paragraph. Any such pension or benefit may, as the Board considers desirable, be granted to an employee either before and in anticipation of or upon or at any time after his actual retirement.

assistant: (2) 董事會可在可撤回或不可撤回的情況下以及在受或不受任何條款或條件所規限下，支付、訂立協議支付或授出退休金或其他福利予僱員及前僱員及其受養人或任何該等人士，包括該等僱員或前僱員或其受養人根據前段所述任何計劃或基金享有或可能享有者以外另加的退休金或福利（如有）。 任何該等退休金或福利，可在董事會認爲適宜的情況下於僱員實際退休之前及預期的期間內或之時或之後任何時間授予僱員。
user: Please translate the following sentence from English to Chinese: (1) The quorum necessary for the transaction of the business of the Board may be fixed by the Board and, unless so fixed at any other number, shall be two (2).

assistant: (1) 處理董事事務所需的法定人數，可由董事局訂定，除非有如此訂定，否則該法定人數須爲兩(2)人。
user: Please translate the following sentence from English to Chinese: 45.2 Except as otherwise provided by the rights attached to Shares, or as otherwise determined by the directors, all dividends and distributions in respect of Shares of a particular Class and/or Series shall be declared and paid according to the Net Asset Value of the Shares of the Class and/or Series that a Member holds, or, in such other proportions as may be determined by Ordinary Resolution of the Members particularly.

assistant: 45.2 除股份所附權利另行規定者外，或董事另行釐定者外，特定類別及╱或系列股份的所有股息及分派均須根據股東所持有該類別及╱或系列股份的資產淨值或由股東之普通決議案可能釐定之有關其他比例予以宣派及支付。
user: Please translate the following sentence from English to Chinese: CAPITALISATION OF RESERVES

assistant: 儲備資本化
user: Please translate the following sentence from English to Chinese: A resolution in writing signed by all the Directors except such as are temporarily unable to act through ill‑health or disability, and all the alternate Directors, if appropriate, whose appointors are temporarily unable to act as aforesaid shall be as valid and effectual as if a resolution had been passed at a meeting of the Board duly convened and held provided that such number is sufficient to constitute a quorum and that a copy of such resolution has been given or the contents thereof communicated to all the Directors for the time being entitled to receive notices of Board meetings in the same manner as notices of meetings are required to be given by these Bye‑laws and further provided that no Director is aware of or has received any objection to the resolution from any Director.

assistant: 由所有董事（因健康欠佳或身體殘障暫時未能行事者除外）及所有替任董事（如適用，而其委任人如上所述暫時未能行事）簽署的書面決議，將猶如在妥爲召開 及舉行的董事會會議上通過的決議般具有同等效力及作用，惟有關人數須足以構成法定人數以及一份該決議須已發給或其內容須已知會當其時有權按公司細則規定的發出會議通告方式接收董事會會議通告的所有董事，且概無董事得悉或已接獲消息指任何董事反對該決議。
user: Please translate the following sentence from English to Chinese: In the event of any such transfer, the shareholder requesting such transfer shall bear the cost of effecting the transfer unless the Board otherwise determines.

assistant: 如作出任何轉移，要求作出轉移的股東須承擔轉移成本（除非董事會另有決定）。
user: Please translate the following sentence from English to Chinese: 4.7 To build, equip, furnish, outfit, repair, purchase, own, charter and lease steam, motor, sail or other vessels, ships, boats, tugs, barges, lighters or other property to be used in the business of shipping, transportation, chartering and other communication and transport operations for the use of the Company or for others, and to sell, charter, lease, mortgage, pledge or transfer the same or any interest therein to others.

assistant: 4.7 建造、配備、佈置、裝備、修理、購買、擁有、包租及租賃蒸氣、馬達、帆船或其他船舶、船隻、船、拖船、駁艇、駁船或其他財產以使用於航運業、運輸業、包租業及供本公司或其他人士使用的其他通訊及運輸操作； 以及將其或其中的任何權益/利益出售、包租、租賃、抵押、質押或轉讓予他人。
user: Please translate the following sentence from English to Chinese: Ordinary shares issued by the Company include the “domestic-invested shares” and the “foreign invested shares”.

assistant: 公司發行的普通股，�括內資股股份和外資股股份。
user: Please translate the following sentence from English to Chinese: A Notice placed on the Company’s website or the website of the Designated Stock Exchange, is deemed given by the Company to a Member on the day following that on which a notice of availability is deemed served on the Member;

assistant: 登載於本公司網頁或指定證券交易所網頁的通告，在可供查閱通告視爲送達股東之日的翌日視爲由本公司送達股東；
user: Please translate the following sentence from English to Chinese: Shareholders’ general meetings shall be convened by the board of directors.

assistant: 股東大會由董事會召集。
user: Please translate the following sentence from English to Chinese: (1) Unless otherwise determined by the Company in general meeting, the number of Directors shall not be less than two (2).

assistant: (1) 除非本公司於股東大會決定，董事人數不得少於兩（2）名。
user: Please translate the following sentence from English to Chinese: (V) by deleting the words “as soon as practicable convene a special general meeting to” in the third line of the bye-law 159.

assistant: (V) 刪除章程細則第159條第三行「於可行情況下儘快召開股東特別大會」字句。
user: Please translate the following sentence from English to Chinese: (iii) to approve the expropriation by a Director or Supervisor (for his own benefit or for the benefit of another person) of the individual rights of other shareholders, including (without limitation) distribution rights and voting rights, but excluding the Company's restructuring submitted to shareholders' general meeting for approval in accordance with the Articles of Association.

assistant: （三）批准董事、監事（爲自己或他人利益）剝奪其他股東的個人權益，包括（但不限於）任何分配權、表決權，但不包括根據公司章程提交股東大會通過的公司改組。
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: 如屬其他情況，該會議須延期至下星期的同一日在同一時間地點舉行，或延期至董事局所決定的其他時間地點舉行。
user: Please translate the following sentence from English to Chinese: (ix) make a resolution on the merger, division, dissolution or liquidation of the Company, or on the change in the type of the Company;

assistant: （九）對公司合併、分立、解散、清算或者變更公司形式作出決議；
user: Please translate the following sentence from English to Chinese: and 8) any other matters that, if resolved by way of an ordinary resolution of the general meeting, may have a material impact on the Company and shall be adopted by a special resolution.

assistant: 及（八）股東大會以普通決議通過認爲會對公司產生重大影響的、需要以特別決議通過的其他事項。
user: Please translate the following sentence from English to Chinese: (vii) to take legal action against the Directors, President and other senior management officers according to Rule 152 of the Company Law;

assistant: （七）依照《公司法》第一百五十二條的規定，對董事、總裁和其他高級管理人員提起訴訟；
user: Please translate the following sentence from English to Chinese: A director, a supervisor, the General Manager or other senior management members of the Company may, by informed decision of the general meeting, be relieved from liability for a specific breach of his or her obligations, except in circumstances as specified in Article 63 of the Articles of Association.

assistant: 公司董事、監事、總經理和其他高級管理人員因違反某項具體義務所負的責任，可以由股東大會在知情的情況下解除，但是本章程第六十三條所規定的情形除外。
user: Please translate the following sentence from English to Chinese: UNTRACEABLE SHAREHOLDERS 192.

assistant: 無法聯絡的股東 192.
user: Please translate the following sentence from English to Chinese: (x) amend these Articles of Association;

assistant: （十）修改本章程；
user: Please translate the following sentence from English to Chinese: 5. The Board may settle as it considers expedient any difficulty which arises in relation to any consolidation and division under the last preceding Bye-law and in particular but without prejudice to the generality of the foregoing may issue certificates in respect of fractions of shares or arrange for the sale of the shares representing fractions and the distribution of the net proceeds of sale (after deduction of the expenses of such sale) in due proportion amongst the Members who would have been entitled to the fractions, and for this purpose the Board may authorise some person to transfer the shares representing fractions to their purchaser or resolve that such net proceeds be paid to the Company for the Company's benefit.

assistant: 5. 董事會可以其認爲合宜的方式解決根據上一條細則有關任何合併或分拆而產生的任何難題，特別是，在無損上述一般性的情況下，可就零碎股份發行股票或安排出售該等零碎股份，並按適當比例向原有權取得該等零碎股份的股東分派出售所得款項淨額（經扣除出售開支），及就此而言，董事會可授權某一人士向買家轉讓零碎股份，或議決將向本公司支付的該等所得款項淨額撥歸本公司所有。
user: Please translate the following sentence from English to Chinese: Where in relation to the above, any different provision exists in the local securities regulatory authority at the place where the stock of the Company is listed, such different provision shall prevail.

assistant: 公司股票上市地證券監督管理機構另有規定的，從其規定。
user: Please translate the following sentence from English to Chinese: “Seal” shall mean any one or more common seals from time to time of the Company for use in Bermuda or in any place outside Bermuda. “Secretary” shall mean the person or corporation for the time being performing the duties of that office.

assistant: 「印章」指本公司不時於百慕達或百慕達以外任何地方使用之任何一個或多個公章。 「祕書」指當時履行該職務之人士或法團。
user: Please translate the following sentence from English to Chinese: In the event that the matters to be discussed need an advice from independent shareholders, their advices and reasons shall be disclosed when the notice of the general meetings or supplementary notice are dispatched.

assistant: 擬討論的事項需要獨立董事發表意見的，發出股東大會通知或補充通知時應當同時披露獨立董事的意見及理由。
user: Please translate the following sentence from English to Chinese: (ii) by at least two shareholders entitled to vote present in person or by proxy;

assistant: （二）至少兩名有表決權的股東或者有表決權的股東的代理人；
user: Please translate the following sentence from English to Chinese: (4) compensation for loss of office, or as consideration for or in connection with his retirement from office.

assistant: （四）該董事或者監事因失去職位或者退休所獲補償的款項。
user: Please translate the following sentence from English to Chinese: The chairman of the board of director shall convene and chair such board meeting within ten days after the receipt of the proposal.

assistant: 董事長應當自接到提議後十日內，召集和主持董事會會議。
user: Please translate the following sentence from English to Chinese: shall be deemed to be a sufficient declaration of interest under this Article in relation to any such contract or arrangement, provided that no such Notice shall be effective unless either it is given at a meeting of the Board or the Director takes reasonable steps to secure that it is brought up and read at the next Board meeting after it is given.

assistant: 就任何上述合約或安排而言應視爲本細則下的充分權益申明，惟除非通知在董事會會議上發出或董事採取合理步驟確保通知在發出後的下一董事會會議上提出及宣讀，否則通知無效。
user: Please translate the following sentence from English to Chinese: (1) The officers of the Company shall consist of a chairman, the Directors and Secretary and such additional officers (who may or may not be Directors) as the Board may from time to time determine, all of whom shall be deemed to be officers for the purposes of the Law and these Articles.

assistant: (1) 本公司的高級人員包括主席、董事及祕書以及董事會可能不時決定的額外高級人員（可以是或不是董事），以上所有人士就公司法及本細則而言均被視爲高級人員。
user: Please translate the following sentence from English to Chinese: and 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: 及 對任何法規或法定條文的提述應解釋爲與其任何法定修改或重新頒佈就此暫時生效者有關。
user: Please translate the following sentence from English to Chinese: perform preliminary review of the candidate for Chief Audit Officer nominated by the Audit Committee;

assistant: 對稽覈委員會提名的本行總稽覈候選人進行初步審查；
user: Please translate the following sentence from English to Chinese: The affixing of the common seal on the share certificates shall require the authorization of the Board of Directors.

assistant: 在股票上加蓋公司印章，應當有董事會的授權。
user: Please translate the following sentence from English to Chinese: Proposing and Convening of General Meeting\n

assistant: 股東大會的提議和召集\n
user: Please translate the following sentence from English to Chinese: A proxy shall be entitled to exercise the same powers on behalf of a Shareholder who is an individual and for whom he acts as proxy as such Shareholder could exercise.

assistant: 代表有權爲其所代表的個人股東行使該股東可行使之相同權力。
user: Please translate the following sentence from English to Chinese: (1) The Board shall cause to be kept in one or more books at its Office a Register of Directors and Officers and shall enter therein the following particulars with respect to each Director and Officer, that is to say:

assistant: (1) 董事會須促使於辦事處存置一本或多本董事及高級人員名冊，並須在名冊內載入下列有關每一名董事及高級人員之資料，即：
user: Please translate the following sentence from English to Chinese: 1) the commercial activities carried out by the Company are in compliance with the laws and administrative regulations, as well as the requirements of various economic policies of the State and falls within the scope of business provided for in the business licence;

assistant: （一）公司的商業行爲符合國家的法律、行政法規以及國家各項經濟政策的要求，商業活動不超越營業執照規定的業務範圍；
user: Please translate the following sentence from English to Chinese: All the limitations, restrictions and provisions of these Articles relating to the right to transfer and the registration of transfers of Shares shall be applicable to any such notice or transfer as aforesaid as if the death, bankruptcy or winding-up of the Shareholder had not occurred and the notice or transfer were a transfer executed by such Shareholder.

assistant: 本細則中所有關於股份轉讓權利及股份轉讓登記的限定、限制及條文，均適用於前述的任何通知或股份轉讓書，猶如有關股東並未身故、破產或清盤，而有關的通知或股份轉讓書是由該股東簽署的股份轉讓書一樣。
user: Please translate the following sentence from English to Chinese: The aforesaid remunerations include:

assistant: 前述報酬事項包括：
user: Please translate the following sentence from English to Chinese: Article 138 The board of directors shall perform the following duties in accordance with laws:

assistant: 第一百三十八條董事會依法行使下列職權：
user: Please translate the following sentence from English to Chinese: (2) Where the Company has no cash dividends in any particular cases as provided for in the foregoing Article 244, the Board shall explain the specific reasons for not distributing cash dividends, the exact purpose for the retained profit and the estimated investment return, submit such to the general meeting for consideration after independent Directors express their opinions thereon, and disclose the same in the designated media of the Company.

assistant: () 公司因前述第二百四十四條規定的特殊情況而不進行現金分紅時，董事會就不進行現金分紅的具體原因、公司留存收益的確切用途及預計投資收益等事項進行專項說明，經獨立董事發表意見後提交股東大會審議，並在公司指定媒體上予以披露。
user: Please translate the following sentence from English to Chinese: Article 238 The Company shall appoint receiving agents on behalf of holders of the overseas listed shares to receive on behalf of such shareholders dividends declared and all other monies owing by the Company in respect of their overseas listed shares.

assistant: 第二百三十八條公司應當爲持有境外上市股份的股東委任收款代理人。 收款代理人應當代有關股東收取公司就境外上市股份分配的股利及其他應付的款項。
user: Please translate the following sentence from English to Chinese: The announcement shall be exhibited at the premises of the stock exchange for a period of ninety (90) days.

assistant: 公告在證券交易所內展示的期間爲九十 (90) 日。
user: Please translate the following sentence from English to Chinese: An accounting firm may resign its office by depositing at the Company’s domicile a resignation notice which shall become effective on the date of such deposit or on such later date as may be stipulated in such notice. Such notice shall contain the following statements:

assistant: 會計師事務所可以用把辭聘書面通知置於公司住所的方式辭去其職務。 通知在其置於公司住所之日或者通知內註明的較遲的日期生效。
user: Please translate the following sentence from English to Chinese: (5) directors, supervisors, president and other senior management members of the controlled entities referred to in sub-clause (4) of this article.

assistant: （五）本條（四）項所指被控制的公司的董事、監事、總裁和其他高級管理人員。
user: Please translate the following sentence from English to Chinese: (2) Where the time and venue of regular board meetings have not been specified in advance by the board of directors, the chairman of the board shall give a notice of the time and venue of the meeting to directors by telex, telegraph, fax, express or registered mail or by hand or other means of methods accepted by relevant supervisory authorities at least ten (10) days in advance, unless as otherwise provided in Article 98.

assistant: （二）如果董事會未事先決定董事會會議時間和地點，董事長應至少提前十(10)日，將董事會會議時間和地點用電傳、電報、傳真、特快專遞、掛號郵寄、專人通知或相關監管機構認可的方式通知董事和監事，但第九十八條另有規定的除外。