billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: 91. Notwithstanding Bye-laws 96, 97, 98 and 99, an executive director appointed to an office under Bye-law 90 hereof shall receive such remuneration (whether by way of salary, commission, participation in profits or otherwise or by all or any of those modes) and such other benefits (including pension and/or gratuity and/or other benefits on retirement) and allowances as the Board may from time to time determine, and either in addition to or in lieu of his remuneration as a Director. ALTERNATE DIRECTORS 92.

assistant: 即使公司細則第96、97、98及99條有所規定，根據公司細則第90條獲委職務之執行董事應收取由董事會不時釐定之酬金（無論透過薪金、佣金、參與利潤或其他方式或透過全部或任何該等方式）及其他福利（包括退休金及／或恩卹金及／或其他退休福利）及津貼，作爲其董事酬金以外之收入或取代其董事酬金。 替任董事 92.
user: Please translate the following sentence from English to Chinese: (6) to dispose of the remaining assets of the Company after the settlement of debts;

assistant: （六）處理公司清償債務後的剩餘財產；
user: Please translate the following sentence from English to Chinese: and (d) if applicable, the instrument of transfer is duly and properly stamped.

assistant: 及 (d) 轉讓文件已正式蓋上釐印（如有需要）。
user: Please translate the following sentence from English to Chinese: (iv) any proposal or arrangement concerning the benefit of employees of the Company or its subsidiaries including:

assistant: (iv) 有關本公司或其附屬公司僱員利益之任何建議或安排，包括：
user: Please translate the following sentence from English to Chinese: storage and logistics (a licence is required for operation in the event of an administrative permit involved);

assistant: 倉儲物流（涉及行政許可的，憑許可證經營）；
user: Please translate the following sentence from English to Chinese: The transfer of shares of the Company shall be registered with registration agency appointed by the Company.

assistant: 公司股份的轉讓，需到公司委託的股票登記機構辦理登記。
user: Please translate the following sentence from English to Chinese: The Company may apply the share premium account in any manner permitted by the Law.

assistant: 本公司可以公司法准許的任何方式運用股份溢價賬。
user: Please translate the following sentence from English to Chinese: 38. A person whose shares have been forfeited shall cease to be a Member in respect of the forfeited shares but nevertheless shall remain liable to pay the Company all moneys which at the date of forfeiture were presently payable by him to the Company in respect of the shares, with (if the Directors shall in their discretion so require) interest thereon from the date of forfeiture until payment at such rate (not exceeding twenty per cent. (20%) per annum) as the Board determines.

assistant: 38. 股份被沒收人士將不再爲被沒收股份之股東； 雖然已被沒收股份，惟仍有責任向本公司支付於沒收之日就該等股份應付予本公司之全部款項，連同（倘董事酌情認爲有需要）由沒收之日至付款日期止期間按董事會所釐定不超過二十釐(20%)之息率計算之利息。
user: Please translate the following sentence from English to Chinese: Inspection by shareholders

assistant: 股東查閱
user: Please translate the following sentence from English to Chinese: (c) any instrument of transfer of shares which has been registered at any time after the expiry of six years from the date of registration;

assistant: (c) 於登記日期起計六年期屆滿後隨時銷燬任何已登記的股份轉讓文據；
user: Please translate the following sentence from English to Chinese: MEMORANDUM OF ASSOCIATION OF EC-FOUNDER (HOLDINGS) COMPANY LIMITED (Name changed on 16 November 2000) (hereinafter referred to as “the Company”)

assistant: 百慕達一九八一年公司法 股份有限公司 組織章程大綱 （第 7(1）及 (2) 條）榮文科技（集團）有限公司（於二零零零年十一月十六日更改名稱） （以下簡稱「本公司」）組織章程大綱
user: Please translate the following sentence from English to Chinese: (c) By deleting Bye-law 87(1) in its entirety and replacing it with the following:

assistant: (c) 刪去公司細則第87(1)整條，並以下列條文取代：
user: Please translate the following sentence from English to Chinese: If at such adjourned meeting a quorum is not present within thirty minutes from the time fixed for holding the meeting, the member or members present shall be a quorum.

assistant: 倘於續會指定召開時間起計三十分鐘內仍未有法定人數出席，親自出席的一位或多位股東即構成法定人數。
user: Please translate the following sentence from English to Chinese: In addition to their duties set out above, independent directors shall express independent opinions on the following matters to the Board of Directors or the shareholders’ general meeting:

assistant: 獨立董事除履行上述職責外，還應當對以下事項向董事會或股東大會發表獨立意見：
user: Please translate the following sentence from English to Chinese: (iii) the right of election may be exercised in respect of the whole or part of that portion of the dividend in respect of which the right of election has been accorded;

assistant: (iii) 選擇權利可就具有選擇權利的部分股息獲全部或部分行使；
user: Please translate the following sentence from English to Chinese: The Board shall cause true accounts to be kept of the sums of money received and expended by the Company, and the matters in respect of which such receipt and expenditure take place, and of the property, assets, credits and liabilities of the Company and of all other matters required by the Act or necessary to give a true and fair view of the Company's affairs and to explain its transactions.

assistant: 董事會須安排保存本公司之收支款項、有關收支事項、本公司財業、資產、信貸及負債以及公司法規定或爲真實及公平反映本公司之財政狀況及解釋其交易所需之一切其他事項之真確賬目。
user: Please translate the following sentence from English to Chinese: If the amendment involves any registered particulars, application shall be made for change of registration in accordance with the laws.

assistant: 涉及登記事項的，應當依法辦理變更登記。
user: Please translate the following sentence from English to Chinese: (28) To issue and deposit any securities which the Company has power to issue by way of security for the performance of any contracts or obligations of the Company and also by way of mortgage to secure any sum less than the nominal amount of such securities.

assistant: (28) 發行及記存本公司有權就履行本公司任何合約或責任以證券方式發行之任何證券，以及透過抵押方式取得少於該等證券面值之任何款額。
user: Please translate the following sentence from English to Chinese: Alternation or rectification of each part of the register of members shall be made in accordance with the laws of the place where that part of the register of members is maintained.

assistant: 股東名冊各部分的更改或更正，應當根據股東名冊各部分存放地的法律進行。
user: Please translate the following sentence from English to Chinese: The increase of capital of the Company by issuing new shares shall be subject to approval as specified in these Articles of Association and follow the procedures specified by relevant laws and regulations of the PRC.

assistant: 公司增資發行新股，按照本章程的規定批准後，根據國家有關法律、行政法規規定的程序辦理。
user: Please translate the following sentence from English to Chinese: The “controlling shareholder” in this paragraph shall have the same meaning as the one used in Article 7.6 hereof.

assistant: 控股股東的定義與本章程第 7.6 條中的定義相同。
user: Please translate the following sentence from English to Chinese: (b) determining the Members entitled to receive notice of and to vote at any general meeting of the Company.

assistant: (b) 確定有權接收公司通知和在公司股東大會上投票的股東。
user: Please translate the following sentence from English to Chinese: (c) a notice of meeting;

assistant: (c)會議通告；
user: Please translate the following sentence from English to Chinese: Where the Company purchases for redemption a redeemable share, purchases not made through the market or by tender shall be limited to a maximum price as may from time to time be determined by the Company in general meeting, either generally or with regard to specific purchases.

assistant: 倘本公司爲贖回而買入一股可贖回股份，並非透過市場或投標方式購買之股份須受本公司不時在股東大會上一般地或就特定購買所決定之最高價格所規限。
user: Please translate the following sentence from English to Chinese: If within twenty-one (21) days of such deposit the Board fails to proceed to convene such meeting the requisitionist(s) himself (themselves) may do so in the same manner, and all reasonable expenses incurred by the requisitionist(s) as a result of the failure of the Board shall be reimbursed to the requisitionist(s) by the Company.

assistant: 若遞呈後二十一(21)日內，董事會未有開展召開該大會之程序，則遞呈要求人士可自發以同樣方式作出此舉，而遞呈要求人士因董事會之缺失而合理產生的所有開支應由本公司向遞呈要求人作出償付。
user: Please translate the following sentence from English to Chinese: If the amended Articles of Association comply with relevant regulations, the CIRC will approve the amended Articles of Association.

assistant: 修改後的公司章程符合相關規定的，中國保監會依法作出批覆。
user: Please translate the following sentence from English to Chinese: Specific powers of Directors to make rules Without limiting the generality of Article 94, the Directors shall have specific power to make, vary and to enforce such rules in connection with the management, operation and conduct of business of the Company and its subsidiaries as they deem desirable, provided that no such rule shall be inconsistent with or shall affect or repeal anything contained in these Articles and that any such rule shall comply with all legal and regulatory requirements imposed on or applicable to the Company.

assistant: 董事會制訂規則的特定權力 在不限制章程細則第 94 條的一般性下，董事會有明確權力就本公司及其附屬公司業務的管理、運作及處理而制訂、修改或執行其認爲適宜的規則，但該等規則不得與本章程細則所載不一致，亦不得影響或廢除其中任何內容，另該等規則必須遵從所有施加於或適用於本公司的法律及規管的規定。
user: Please translate the following sentence from English to Chinese: (XIII) To propose the convening of provisional Board meetings and to raise proposals;

assistant: （十三）提議召開董事會臨時會議並提出審議事項；
user: Please translate the following sentence from English to Chinese: (2) to elect and replace a director or supervisor who is not an employee representative, and decide on matters relating to his or her remuneration;

assistant: （二）選舉和更換非由職工代表擔任的董事、監事，決定有關董事、監事的報酬事項；
user: Please translate the following sentence from English to Chinese: (6) The name of the lawyer, counting officer and monitoring officer;

assistant: （六）律師及計票人、監票人姓名；
user: Please translate the following sentence from English to Chinese: Article 44 The Company shall maintain a complete set of register of shareholders.

assistant: 第四十四條公司應當保存有完整的股東名冊。
user: Please translate the following sentence from English to Chinese: the appointed overseas agent(s) shall ensure the consistency between the original and the duplicate of the register of holders of overseas listed foreign shares at all times.

assistant: 受委託的境外代理機構應當隨時保證境外上市外資股股東名冊正、副本的一致性。
user: Please translate the following sentence from English to Chinese: The minutes of supervisory committee meeting shall be kept as a file of the Company for at least 10 years.

assistant: 監事會會議記錄作爲公司檔案至少保存 10 年。
user: Please translate the following sentence from English to Chinese: (C) Notwithstanding anything contained in paragraph (A) of this Article no fraction of a share shall be allotted on exercise of subscription rights.

assistant: (C) 儘管本章程細則第(A)段有任何規定，將不會就認購權的行使配發任何零碎股份。
user: Please translate the following sentence from English to Chinese: The general meeting may not remove a director from office without cause before the expiration of his or her term of office.

assistant: 董事在任期屆滿前，股東大會不得無故解除其職務。
user: Please translate the following sentence from English to Chinese: The Register including any overseas or local or other branch register of Members may, after notice has been given by advertisement in an appointed newspaper or any other newspapers in accordance with the requirements of any Designated Stock Exchange or by any electronic means in such manner as may be accepted by the Designated Stock Exchange to that effect, be closed at such times or for such periods not exceeding in the whole thirty (30) days in each year as the Board may determine and either generally or in respect of any class of shares.

assistant: 於任何指定證券交易所規定的指定報章或其他任何報章以廣告方式，或以指定證券交易所接納的任何電子方式發出通知後，就整體或任何類別股份而言，股東名冊（包括任何海外或本地或其他股東名冊分冊）整體或就任何類別的股份可在董事會釐定的時間或期間暫停開放，惟每年合共不得超過三十 (30)日。
user: Please translate the following sentence from English to Chinese: (5) the date on which each shareholder is registered as such;

assistant: （五）各股東登記爲股東的日期；
user: Please translate the following sentence from English to Chinese: Under favorable circumstances, the Company may distribute interim dividends.

assistant: 在有條件的情況下，公司可以進行中期利潤分配。
user: Please translate the following sentence from English to Chinese: If the number of shares carrying the right to vote represented by the shareholders proposing to attend the meeting exceeds 50 per cent. of the total number of shares of the Company carrying the right to vote, then the Company may proceed to hold the general meeting;

assistant: 擬出席會議的股東所代表有表決權的股份數目達到公司有表決權的股份總數50%以上的, 公司可以召開股東大會;
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: The Secretary shall convene a meeting of the Board. Notice of a meeting of the Board shall be deemed to be duly given to a Director if it is given to such Director in writing or verbally (including in person or by telephone) or via electronic mail or by telephone or in such other manner as the Board may from time to time determine whenever he shall be required so to do by any Director.

assistant: 祕書應召開董事會會議。 倘於任何時候應任何董事的要求，祕書以書面或口頭（包括當面或透過電話）或透過電郵或電話或以董事會可能不時釐定的其他方式向董事發出召開董事會會議的通知，則有關通知應被視爲已向該董事正式發出。
user: Please translate the following sentence from English to Chinese: The chairman of the Supervisory Committee shall exercise the following powers:

assistant: 監事會主席行使下列職權：
user: Please translate the following sentence from English to Chinese: The contract concerning the emoluments between the Company and its directors MP129 or supervisors should provide that in the event that the Company is acquired, the Company’s directors and supervisors shall, subject to the prior approval of shareholders in a general meeting, have the right to receive compensation or other payment in respect of his loss of office or retirement.

assistant: 公司在與公司董事、監事訂立的有關報酬事項的合同中應當規定，當公司將被收 MP129 購時，公司董事、監事在股東大會事先批准的條件下，有權取得因失去職位或退休而獲得的補償或者其它款項。
user: Please translate the following sentence from English to Chinese: (4) reports of the aggregate par value, quantity, and highest and lowest prices of each class of shares bought back by the Company since the last fiscal year as well as all the expenses paid by the Company therefor;

assistant: (4) 自上一會計年度以來公司購回自己每一類別股份的票面總值、數量、最高價和最低價，以及公司爲此支付的全部費用的報告；
user: Please translate the following sentence from English to Chinese: Article 166 Minutes shall be taken for decisions made on matters discussed at the meeting and directors attending the meeting and the person taking the minutes shall sign on the minutes. Directors shall be accountable for the board resolutions.

assistant: 第一百六十六條董事會應當對會議所議事項的決定做成會議記錄，出席會議的董事應當在會議記錄上簽名。 董事應當對董事會的決議承擔責任。
user: Please translate the following sentence from English to Chinese: \n- 52 - (b) that the Members entitled to such dividend shall be entitled to elect to receive an allotment of shares credited as fully paid up in lieu of the whole or such part of the dividend as the Board may think fit.

assistant: \n- 52 - (b) 有權獲派上述股息的股東有權選擇獲配發入賬列作繳足的股份以代替董事會認爲適合的全部或部份股息。
user: Please translate the following sentence from English to Chinese: sales of securities investment funds;

assistant: 證券投資基金銷售業務；
user: Please translate the following sentence from English to Chinese: (ii) the Board, after determining the basis of allotment, shall give not less than two (2) weeks’ Notice to the holders of the relevant shares 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: (ii) 董事會於釐定配發基準後，須向有關股份持有人發出不少於兩 (2)個星期的通告，表示彼等已獲賦予選擇權利，並連同該通告一併寄發選擇表格，及列明作出選擇時須遵從的程序，以及交還填妥的選擇表格的地點以及使有關選擇生效的最遲日期及時間；
user: Please translate the following sentence from English to Chinese: While voting rights of shareholders, sufficient disclosure of information such as the specific voting preference shall be made to the shareholders from whom voting rights are being collected.

assistant: 徵集股東投票權應當向被徵集人充分披露具體投票意向等信息。
user: Please translate the following sentence from English to Chinese: For the purposes of determining those entitled to dividends on the Preference Shares, the Register may be closed for up to five business days before any dividend payment date.

assistant: 爲確定有權享有優先股股息之股東身份起見，本公司可於派息日期之前最多五個營業日暫停辦理該等股份之過戶手續。
user: Please translate the following sentence from English to Chinese: For the purpose of the foregoing, the “relevant period” means the period commencing twelve (12) years before the date of publication of the advertisement referred to in paragraph (c) of this Article and ending at the expiry of the period referred to in that paragraph.

assistant: 就上文而言，「有關期間」指本細則(c)段所述刊登廣告當日前十二(12)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: 20. (1) Upon every transfer of shares the certificate held by the transferor shall be given up to be cancelled, and shall forthwith be cancelled accordingly, and a new certificate shall be issued to the transferee in respect of the shares transferred to him at such fee as is provided in paragraph (2) of this Article.

assistant: 20. (1) 於每次轉讓股份後，轉讓人所持股票須予放棄以作註銷並應即時作相應註銷，以及向獲轉讓股份的承讓人發出新股票，有關費用載於本條第(2)段。
user: Please translate the following sentence from English to Chinese: (5) the date on which each person was registered as a shareholder;

assistant: （五）各股東登記爲股東的日期；
user: Please translate the following sentence from English to Chinese: However, if more than one proxies are appointed, the proxy form shall specify the number and class of shares represented by each of such proxies under the authorization.

assistant: 如果一名以上的人士獲得授權，則授權書應載明每名該等人士經此授權所涉及的股份數目和種類。
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: 「主管規管機構」 本公司股份上市或報價之證券交易所所在地區主管規管機構。
user: Please translate the following sentence from English to Chinese: 32. The joint holders of a Share shall be severally as well as jointly liable for the Liability of joint payment of all calls and instalments due in respect of such Share or other holders moneys due in respect thereof.

assistant: 32. 股份的聯名持有人須個別及共同負責繳付就有關股份到期的一切催繳股款及分期款項或聯名持有人 與此相關的其他到期款項。
user: Please translate the following sentence from English to Chinese: The Supervisory Committee and the convening shareholders shall submit the relevant proof to the local office of the securities regulatory authority of the State Council and stock exchange where the Company is located upon the issuance of the notice of the general meeting of shareholders and the announcement of the resolutions of the general meeting of shareholders.

assistant: 監事會和召集股東應在發出股東大會通知及股東大會決議公告時，向公司所在地國務院證券監督管理派出機構和證券交易所提交有關證明材料。
user: Please translate the following sentence from English to Chinese: The conveners shall ensure the general meeting will go on continuously until a final resolution is formed.

assistant: 召集人應當保證股東大會連續舉行，直至形成最終決議。
user: Please translate the following sentence from English to Chinese: 12. to take land in Bermuda by way of lease or letting agreement for a term not exceeding twenty-one years, being land “bona fide” required for the purposes of the business of the company and with the consent of the Minister granted in his discretion to take land in Bermuda by way of lease or letting agreement for a similar period in order to provide accommodation or recreational facilities for its officers and employees and when no longer necessary for any of the above purposes to terminate or transfer the lease or letting agreement;

assistant: 12. 在百慕達以租賃或租賃協議方式獲取年期不超過 21 年的土地，即就公司業務的目的爲「真誠」所須的土地，並在部長酌情授出同意的情況下，在百慕達以租賃或租賃協議方式獲取類似期間的土地以爲其高級職員及僱員提供住宿或休閒設施及當再無任何上述目的之需要時終止或轉讓租賃或租借協議；
user: Please translate the following sentence from English to Chinese: (B) The appointment of any Director to the office of Chairman or Deputy Chairman or Managing or Joint Managing or Deputy or Assistant Managing Director shall automatically determine if he ceases to be a Director but without prejudice to any claim for damages for breach of any contract of service between him and the Company.

assistant: (B) 任何董事出任主席或副主席或總經理或聯席總經理或副總經理或助理總經理之委任，倘其不再爲董事，則自動撤銷，惟不損就違反其與本公司之間訂立之任何服務合約之任何索償。
user: Please translate the following sentence from English to Chinese: 7.4 Except as required by law, no person shall be recognised by the Company as holding any share upon any trust and the Company shall not be bound by or required in any way to recognise (even when having notice thereof) any equitable, contingent, future or partial interest in any share or any fractional part of a share or (except only as otherwise provided by these Articles or by law) any other rights in respect of any share except an absolute right to the entirety thereof in the registered holder.

assistant: 7.4 除非法律規定，否則本公司不會承認任何人士以任何信託形式持有任何股份，而本公司亦不以任何方式受約束或被要求承認（即使已發出有關通知）任何股份中之任何衡平法權益、或有權益、未來權益或部份權益，或任何零碎股份中的任何權益或（本細則或法律另有規定者除外）任何股份中的任何其他權利，惟登記持有人對該等股份全部享有的絕對權利則不受此限。
user: Please translate the following sentence from English to Chinese: If a motion is not passed or any resolution passed at the previous shareholders’ general meeting is revised at the current shareholders’ general meeting, explanation shall be given in the announcement on resolutions of the shareholders’ general meeting;

assistant: 提案未獲通過的，或本次股東大會變更前次股東大會決議的，應當在股東大會決議公告中作出說明。
user: Please translate the following sentence from English to Chinese: (4) Bye-law 93 shall be read as if the following were the first sentence thereof:

assistant: (4) 細則第93條應加入下列作爲其第一句：
user: Please translate the following sentence from English to Chinese: 1. liquidation costs;

assistant: 1. 清算費用；
user: Please translate the following sentence from English to Chinese: (b) Any marginal notes, titles or lead in references to Articles and the index of the Marginal Notes Memorandum and Articles of Association shall not form part of the Memorandum or Articles of Association and shall not affect their interpretation. In interpreting these Articles of Association, unless there be something in the subject or context inconsistent therewith:

assistant: (b) 於詮釋本章程細則時，除非以下用詞與主題或上下文有所不一致，否則本章程細旁註則的任何旁註、標題或指引以及本組織章程大綱及章程細則索引並不構成本組織章程大綱或章程細則的一部分，亦不應影響其涵義：
user: Please translate the following sentence from English to Chinese: (a) words importing the singular include the plural and vice versa;

assistant: (a) 詞彙的單數包含複數的含義，反之亦然；
user: Please translate the following sentence from English to Chinese: The accidental omission to give notice of a meeting or a resolution intended to be moved at a general meeting to, or the non-receipt of notice of a meeting or a resolution intended to be moved at a general meeting by, any person entitled to receive notice shall not invalidate any resolution(s) passed or the proceedings at that meeting.

assistant: 如因意外遺漏而沒有向任何有權接收通告的人士發出會議通告或一項擬於股東大會上提出之決議案，或有關人士未接獲會議通告或一項擬於股東大會上提出之決議案，均不使有關會議的任何已通過決議案或議事程序失效。
user: Please translate the following sentence from English to Chinese: Details of the proposal to adopt new articles of association are set out in a circular dated May 30, 2014.

assistant: 有關採納新組織章程細則的建議詳情已載於日期爲二零一四年五月三十日之通函內。
user: Please translate the following sentence from English to Chinese: 2. Notwithstanding the provision of the preceding paragraph, a resolution of the board of directors shall be deemed to have been adopted by the Company when the requirements prescribed in Article 370 of the Companies Act have been fulfilled.

assistant: 2. 儘管前段條文有所規定，但在符合公司法第 370 條所述規定的情況下，董事會決議案視爲已獲本公司採納。
user: Please translate the following sentence from English to Chinese: If the directors, supervisors, general manager (CEO) or other senior executives fail to fulfil the obligations to the Company, the Company shall have the right to take the following actions in addition to the rights and remedial measures under the relevant laws and administrative regulations:

assistant: 第一百四十三條公司董事、監事、總經理（行政總裁）和其他高級管理人員違反對公司所負的義務時，除法律、行政法規規定的各種權利、補救措施外，公司有權採取以下措施：