billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: Article 185  If a director, supervisor, the President or other senior executives of the Company is, directly or indirectly, materially interested in a contract, deal or arrangement concluded or planned by the Company (except his or her employment contract with the Company), he or she shall disclose the nature and extent of his or her interest to the Board of Directors at the earliest opportunity, whether or not the relevant matter is normally subject to the approval of the Board of Directors.

assistant: 第一百八十五條　公司董事、監事、總經理和其他高級管理人員，直接或者間接與公司已訂立的或者計劃中的合同、交易、安排有重要利害關係時（公司與董事、監事、總經理和其他高級管理人員的聘任合同除外），不論有關事項在正常情況下是否需要董事會批准同意，均應當儘快向董事會披露其利害關係的性質和程度。
user: Please translate the following sentence from English to Chinese: 23. The register may, on 14 days’ notice being given by advertisement published in the newspapers, be closed at such times and for such periods as the Board may from time to time determine, either generally or in respect of any class of shares, provided that the register shall not be closed for more than 60 days in any year.

assistant: 23. 只要在 14 天前以報章上刊登的廣告作爲通知，股東名冊可在董事會不時決定的時間及期間，概括地或按任何類別股份暫停辦理股東變更登記，惟於任何年度內，此等登記的暫停辦理不得超過六十天。
user: Please translate the following sentence from English to Chinese: The notice shall be effective on the date when the notice is left at the registered address of the Company or a later date specified in the notice.

assistant: 通知在其置於公司法定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: (1) the name of the proxy;

assistant: （1）代理人的姓名；
user: Please translate the following sentence from English to Chinese: No transfer of the shares registered in any part of the register shall, during the existence of that registration, be registered in any other part of the register of shareholders. Alteration or rectification of each part of the register of shareholders shall be made in accordance with the laws of the place where that part of the register of shareholders is maintained.

assistant: 在股東名冊某一部分註冊的股份的轉讓，在該股份註冊存續期間不得註冊到股東名冊的其他部分。 股東名冊各部分的更改或者更正，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: However, the capital reserve shall not be applied for making up losses of the Company.

assistant: 資本公積金將不用於彌補公司的虧損。
user: Please translate the following sentence from English to Chinese: (ii) the names of the Directors present at each meeting of the Board and of committees appointed pursuant to Bye-law 136;

assistant: (ii) 出席各董事會會議及根據公司細則第136條獲委任的委員會會議的董 事姓名；
user: Please translate the following sentence from English to Chinese: As for cash dividends and other payments to domestic shareholders, the Company shall pay in RMB, and such payments to holders of foreign shares will be denominated and declared in Renminbi and paid in Hong Kong dollars.

assistant: 公司向內資股股東支付現金股利和其他款項，以人民幣派付。 公司向外資股股東支付現金股利和其他款項，以人民幣計價和宣佈，以港元支付。
user: Please translate the following sentence from English to Chinese: (c) the instrument of transfer is lodged at the Office or such other place in Bermuda at which the Register is kept in accordance with the Act or the Registration Office (as the case may be) accompanied by the relevant share certificate(s) and such other evidence as the Board may reasonably require to show the right of the transferor to make the transfer (and, if the instrument of transfer is executed by some other person on his behalf, the authority of that person so to do);

assistant: (c) 轉讓文據已連同相關股份證書，以及董事局所合理要求出示的其他證明轉讓人有權轉讓股份的有關證據（及倘轉讓文據由某其他人士代其籤立，則爲證明該人士獲得授權的證據）遞交辦事處或根據公司法存置名冊的百慕達其他有關地點或登記處（視情況而定）；
user: Please translate the following sentence from English to Chinese: Articles relating to proxies and instruments appointing proxies shall apply mutatis mutandis in relation to any such attorney and the instrument under which such attorney is appointed.

assistant: 文經必要的變通後，應適用於任何該等受託代表人及據以委任該受託代表人的任何該等文書。
user: Please translate the following sentence from English to Chinese: or (ii) that shareholders entitled to such dividend will be entitled to elect to receive an allotment of shares credited as fully paid up in lieu of receiving the whole or such part of the dividend in cash as the Directors may think fit on the basis that the shares so allotted shall be of the same class or classes as the class or classes of shares already held by the allottee.

assistant: 或 (ii) 有權獲派該等股息之股東將有權選擇獲配發入賬列作繳足之股份以代替以現金收取全部或董事會認爲適合之部份的股息，惟以此基準配發之股份應與承配人已持有之一類或多類股份屬相同類別。
user: Please translate the following sentence from English to Chinese: (3) Any reference in these Articles to a duly authorised representative of a Member being a corporation shall mean a representative authorised under the provisions of this Article.

assistant: (3) 細則所述有關公司股東的正式授權代表指根據本細則規定獲授權的代表。
user: Please translate the following sentence from English to Chinese: Subject to any special rights, privileges or restrictions as to voting for the time being attached to any class or classes of shares, at any general meeting on a show of hands every member who is present in person or as a corporate representative duly authorised under the Companies Ordinance or by proxy shall have one vote, and on a poll every member present in person, or as a duly authorised corporate representative or by proxy shall have one vote for every share of which he is the holder which is fully paid up or credited as fully paid (but so that no amount paid up or credited as paid up on a share in advance of calls or instalments shall be treated for the purposes of this Article as paid up on the share).

assistant: 在任何類別股份當時附有投票方面之特別權利、特權或限制之規限下，在任何股東大會上如以舉手方式表決，則每名親自出席之股東或根據公司條例經正式授權之公司代表或受委代表可投一票； 如採投票方式表決，則每名親自出席之股東或經正式授權之公司代表或受委任代表，每持有繳足或入賬列爲繳足之股份一股者可投一票 (惟就本條而言，任何在催繳或分期付款前就股份所繳足或入賬列爲繳足之股份須不得作爲股份之實繳股款論 )。
user: Please translate the following sentence from English to Chinese: To consider and approve external guarantee other than that excluded under Article 64 of the Articles of Association which provides that those shall be approved at the general meeting, which shall be approved by a majority of all the Directors and more than two-third of the Directors present at the Board meeting.

assistant: 審議批准除公司章程第六十四條規定須經股東大會審議通過情形以外的對外擔保必須經全體董事的過半數通過並出席董事會會議的三分之二以上董事表決同意，其餘事項由出席董事會會議的半數以上董事表決同意。
user: Please translate the following sentence from English to Chinese: 2) the Company shall, pursuant to Section 42A of the Companies Act 1981, have the power to purchase its own shares.

assistant: 2) 根據一九八一年該法例第 42A 條，本公司有權購買其本身之股份。
user: Please translate the following sentence from English to Chinese: 129. Questions arising at any meeting of the Board shall be decided by a majority of votes, and in case of an equality of votes the Chairman shall have a second or casting vote.

assistant: 129. 在任何董事會會議上產生的問題，須由過半數票取決。 如票數均等，主席將有權投第二票或決定性的一票。
user: Please translate the following sentence from English to Chinese: 27. In the event of a forfeiture of shares, the member shall cease to be a member in respect of the forfeited shares and shall be bound to deliver and shall forthwith deliver to the Company the certificate or certificates held by him for the shares so forfeited.

assistant: 27. 如股份被沒收，相關成員就有關被沒收的股份而言不再爲一名成員，並有責任應立即向本公司交回其持有的被沒收股份的股票。
user: Please translate the following sentence from English to Chinese: For the purposes of this Article any sum which, by the terms of issue of a share, is payable thereon at a fixed time which is subsequent to the date of forfeiture, whether on account of the nominal value of the share or by way of premium, shall notwithstanding that that time has not yet arrived be deemed to be payable at the date of forfeiture, and the same shall become due and payable immediately upon the forfeiture, but interest thereon shall only be payable in respect of any period between the said fixed time and the date of actual payment.

assistant: 爲便於行使本細則，根據發行股份的條款，在沒收日期後的固定時間股份上應支付的任何金額，不論是股份的面值或溢價，應被視爲在沒收日期的應付款而不論此時間是否到期，並在沒收股份時此金額應到期並立即支付，但金額上的應付利息的計息期間爲上述固定時間和實際付款日的期間。
user: Please translate the following sentence from English to Chinese: In the event that a shareholder wants to obtain a copy of the relevant minutes from the Company, the Company shall send out the copy within seven days of verifying the identity of the shareholder and charging a reasonable fee.

assistant: 任何股東向公司索取有關會議記錄的複印件，公司應當在收到合理費用後七日內把複印件送出。
user: Please translate the following sentence from English to Chinese: Every company may exercise its powers beyond the boundaries of Bermuda to the extent to which the laws in force where the powers are sought to be exercised permit.

assistant: 任何公司均於百慕達境外行使其權力，惟須屬於尋求行使有關權力之地點之有效法律允許範圍內。
user: Please translate the following sentence from English to Chinese: (i) make a loan to a Director or a director of any Holding Company of the Company or any of their respective Close Associates;

assistant: (i) 向董事或本公司的任何控股公司的董事或其各自的任何緊密聯繫人士作出貸款；
user: Please translate the following sentence from English to Chinese: A Director appointed as the representative of another Director to attend the meeting shall exercise the rights of a Director within the scope of authority conferred by the appointing Director.

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: Supervisors acted by representatives of shareholders shall be elected or removed by the shareholders’ general meeting, while supervisors acted by representatives of employees shall be democratically elected or removed by employees of the Company.

assistant: 股東代表出任的監事由股東大會選舉和罷免，公司職工代表擔任的監事由公司職工民主選舉和罷免。
user: Please translate the following sentence from English to Chinese: (i) increase or decrease the number of shares of that class, or increase or decrease the number of shares of a class entitled to equal or more voting rights, distribution rights and other privileges as the shares of that class;

assistant: （一）增加或者減少該類別股份的數目，或者增加或減少與該類別股份享有同等或者更多的表決權、分配權、其他特權的類別股份的數目；
user: Please translate the following sentence from English to Chinese: (6) change in the de facto controller;

assistant: （六）實際控制人變更；
user: Please translate the following sentence from English to Chinese: Article 35 If the Company has established, among others, remuneration, committee, audit committee, nomination committee, more than half of the members of the committees should be independent directors.

assistant: 第三十五條如果本公司董事會下設薪酬、審計、提名等委員會的，獨立董事應當在委員會成員中佔有二分之一以上的比例。
user: Please translate the following sentence from English to Chinese: 27. To obtain all orders, powers and authorities necessary for enabling the Company to carry any of its objects into effect, or for any other purpose which may seem expedient, and to oppose any proceedings or applications which may seem calculated directly or indirectly to prejudice the Company‟s interests.

assistant: 27. 獲取所有能使本公司實現其宗旨、或作其他合宜用途所必需的命令、權力及授權，及反對任 何看來旨在直接或間接損害本公司利益的程序或請求。
user: Please translate the following sentence from English to Chinese: (iii) the type, the nominal value of and the number of shares represented by the relevant share certificate;

assistant: （三）股票種類、票面金額及代表的股份數；
user: Please translate the following sentence from English to Chinese: Article 25 The Company shall ensure that all share certificates of the Company’s overseas-listed foreign shares bears the following declarations, and shall instruct and procure the register office to refuse to register any other person to be holders of the shares of the Company as a result of any subscription, purchase or transfer of the Company’s shares unless the aforementioned person present to the office a duly signed form specifying the following declarations:

assistant: 第二十五條 公司必須確保其所有境外上市外資股的股票都載有以下聲明, 並向其股份登記處指示及促使該登記處拒絕註冊任何人士爲任何公司股份的認購、購買或轉讓的持有人, 除非及直至該人士向該登記處出示一份有關該等股份附有下列聲明的已簽署適當的表格:
user: Please translate the following sentence from English to Chinese: (iv) any contract or arrangement in which the Director or his close associate(s) is/are interested in the same manner as other holders of shares or debentures or other securities of the Company by virtue only of his/their interest in shares or debentures or other securities of the Company;

assistant: (iv) 董事或其緊密聯繫人士僅因其於本公司股份或債券或其他證券所擁有的權益，而以與本公司的股份或債券或其他證券的其他持有人相同的方式擁有權益的任何合約或安排；
user: Please translate the following sentence from English to Chinese: (1) making up of losses;

assistant: （一）彌補虧損；
user: Please translate the following sentence from English to Chinese: - Amendment to the Bye-Laws of the Company That the Bye-Laws of the Company be amended in the following manner:

assistant: 修訂本公司之公司細則動議按下述修訂本公司之公司細則：
user: Please translate the following sentence from English to Chinese: (10) without the informed consent of the shareholders at general meeting, it shall be prohibited to engage in any activities which are in competition with the Company;

assistant: (十) 未經股東大會在知情的情況下同意，不得以任何形式與公司競爭；
user: Please translate the following sentence from English to Chinese: (4) other methods as permitted by laws and administrative regulations.

assistant: （四）法律、行政法規許可的其他方式。
user: Please translate the following sentence from English to Chinese: (6) share incentive scheme;

assistant: （六）股權激勵計劃；
user: Please translate the following sentence from English to Chinese: (3) Whether the format and results of vote at the general meeting are legally effective;

assistant: （三）會議的表決程序、表決結果是否合法有效；
user: Please translate the following sentence from English to Chinese: Article 180 Directors shall attend the meeting of the Board in person;

assistant: 第一百八十條董事會會議，應由董事本人出席；
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，本細則第(1)段下的選擇權及股份配發，不得向任何登記地址位於未辦理登記聲明或其他特別手續而董事會認爲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可行的地區的股東提出或作出，在此情況下，上述條文應按該決定理解及解釋。 概無受上述決定影響的股東出於任何目的而成爲不同類別股東，彼等亦不被視爲獨立類別的股東。
user: Please translate the following sentence from English to Chinese: (5) The main functions of the Production Committee are

assistant: （五）生產委員會的主要職責是：
user: Please translate the following sentence from English to Chinese: All movements or transfer of overseas listed foreign shares shall be recorded in the register of holders of overseas listed foreign shares of the Company which is required to be kept in the place where such shares are listed pursuant to these Articles.

assistant: 所有境外上市外資股的行爲或轉讓將登記在根據本章程的規定存放於上市地的境外上市外資股股東名冊。
user: Please translate the following sentence from English to Chinese: 7) All expenses relating to the cancellation of an Original Certificate and the issuance of a replacement share certificate by the Company shall be borne by the applicant.

assistant: （七）公司註銷原股票和補發新股票的全部費用，均由申請人負擔。
user: Please translate the following sentence from English to Chinese: The procedures for formulating the resolutions are as follows:

assistant: 決議形成的程序如下：
user: Please translate the following sentence from English to Chinese: Auditors to have right of access to books and accounts

assistant: 核數師有權取用簿冊及帳目
user: Please translate the following sentence from English to Chinese: Article 182 The validity of an act of a director, president and any other senior Mandatory management member on behalf of the Company is not, vis-a-vis a bona fide Provisions third party, affected by any irregularity in his office, election or any non- Article 113 compliance behavior in his qualification.

assistant: 公司董事、總經理和其他高級管理人員《必備條款》 代表公司的行爲對善意第三人的有效性，不因其在任職、選舉或者資格第 113 條 上有任何不合規行爲而受影響。
user: Please translate the following sentence from English to Chinese: "Bermuda" shall mean the Islands of Bermuda;

assistant: 「百慕達」指百慕達羣島；
user: Please translate the following sentence from English to Chinese: In the event that the convening procedures of the general meeting of shareholders or the board of directors or the voting procedures thereof contravene any law and regulation or the Articles, or the content of any resolution adopted at such meetings contravenes the Articles, the shareholders may, within 60 days of the date of adoption of a relevant resolution, apply to the court for rescission of such procedures.

assistant: 股東大會、董事會的會議召集程序、表決方式違反法律法規或本章程，或者決議內容違反本章程的，股東有權自決議之日起 60 日內，請求法院撤銷。
user: Please translate the following sentence from English to Chinese: (b) consolidate and divide all or any of its capital into shares of larger amount than its existing shares;

assistant: (b) 將其全部或任何股本合併及分拆爲每股金額較其現有股份金額爲大的股份；
user: Please translate the following sentence from English to Chinese: means dividends, distributions in specie or in kind, capital distributions and capitalisation issues;

assistant: 指股息、實物分發、股本分發及資金股本化；
user: Please translate the following sentence from English to Chinese: On what conditions new shares may be issued

assistant: 可予發行新股份的情況
user: Please translate the following sentence from English to Chinese: When the secretary is concurrently a Director, if an act shall be committed by the secretary and the Director respectively, the act shall not be committed by the person who serves as the secretary and the Director at the same time.

assistant: 當董事會祕書由董事兼任時，如某一行爲應當由董事及祕書分別作出，則該兼任董事及董事會祕書的人不得以雙重身份作出。
user: Please translate the following sentence from English to Chinese: 25. Subject to these Articles and to the terms of allotment, the Board may from time to time make calls upon the Members in respect of any moneys unpaid on their shares (whether on account of the nominal value of the shares or by way of premium), and each Member shall (subject to being given at least fourteen (14) clear days) Notice specifying the time and place of payment) pay to the Company as required by such notice the amount called on his shares.

assistant: 25. 在細則及配發條款規限下，董事會可不時向股東催繳有關彼等所持股份的任何尚未繳付的款項（不論爲股份名義價值或溢價），且各股東應（獲發不少於十四(14)個足日的通知，其中指明繳付時間及地點）向本公司支付該通知所要求繳交的催繳股款。
user: Please translate the following sentence from English to Chinese: (2) confirm the list of related parties in the Company, and report it timely to the Board of Directors and the Supervisory Committee;

assistant: （二）確認公司關聯人名單，並及時向董事會和監事會報告；
user: Please translate the following sentence from English to Chinese: The Company shall allocate 10% of its profits after tax to the statutory reserve fund.

assistant: 第一百六十一條公司須提取稅後利潤的 10%作爲法定公積金。
user: Please translate the following sentence from English to Chinese: (i) a resolution shall be an ordinary resolution when it has been passed by a simple majority of votes cast by such Members as, being entitled so to do, vote in person or, in the case of any Member being a corporation, by its duly authorised representative or, where proxies are allowed, by proxy at a general meeting of which not less than fourteen (14) clear days’ Notice has been duly given;

assistant: (i) 倘決議案由有權親自或（倘股東爲公司）以其正式授權代表或（倘容許委任代表）由委任代表出席經正式發出不少於十四 (14) 整天通告而舉行的股東大會並於會上投票的股東以簡單大多數票數通過，則該決議案將爲普通決議案；
user: Please translate the following sentence from English to Chinese: (2) to pay subscription monies according to the number of shares subscribed and the method of subscription;

assistant: （二）依其所認購股份和入股方式繳納股金；
user: Please translate the following sentence from English to Chinese: (ii) enter into any guarantee or provide any security in connection with a loan made by any person to a Director or such a director;

assistant: (ii) 就任何人士向董事或上述董事作出的貸款訂立任何擔保或提供任何抵押；
user: Please translate the following sentence from English to Chinese: After becoming aware that any resolutions made or likely to be made by the Company are in breach of relevant regulations, the secretary is obliged to give prompt warnings and shall have the right to report such facts to the CSRC and other regulatory authorities.

assistant: 在知悉公司作出或可能作出違反有關規定的決議時，有義務及時提醒，並有權如實向中國證監會及其他監管機構反映情況。
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) 任何已被註銷的股份證書，可在註銷之日起一(1)年屆滿後任何時間銷燬；
user: Please translate the following sentence from English to Chinese: The regulations in Table A in the Schedule to the Companies Law (Revised) do not apply to the Company.

assistant: 公司法（經修訂）附件表A中之條例並不適用於本公司。
user: Please translate the following sentence from English to Chinese: (I) A company shall be deemed to be a company in which a Director and/or his associate(s) own(s) 5 per cent. or more if and so long as (but only if and so long as) he and/or his associate(s) is/are (either directly or indirectly) the holder(s) of or beneficially interested in 5 per cent. or more of any class of the equity share capital of such company (or of any third company through which his interest or that of any of his associates is derived) or of the voting rights available to members of such company.

assistant: (I) 只要董事及╱或他的聯繫人（直接或間接）持有任何公司（或某第三者公司，通過其該董事及╱或他的聯繫人取得權益）的5%或以上任何類別的股本或該公司成員享有的投票權，該公司應視爲董事及╱或他的聯繫人擁有5%或以上股份的公司。
user: Please translate the following sentence from English to Chinese: (iii) any votes are not counted which ought to have been counted,

assistant: (iii) 未計入應予計票的任何投票，
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) 股東收取股利、分配或分派股份、發行股份之日期。 該基準日得與收受股利、分配或分派股份、發行股份之實際日期相同，或於該實際日期之前後三十天內。
user: Please translate the following sentence from English to Chinese: The following circumstances are not subject to the above restrictions:

assistant: 惟下列情況則不受前述情況所規限：
user: Please translate the following sentence from English to Chinese: Article 220. The contract concerning the emoluments between the Company and its directors or supervisors shall provide that in the event of a takeover of the Company, the directors and supervisors of the Company shall, subject to the prior approval of the shareholders in general meeting, have the right to receive compensation or other payment in respect of his loss of office or retirement.

assistant: 第二百二十條公司在與公司董事、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者退休而獲得的補償或者其他款項。
user: Please translate the following sentence from English to Chinese: Article 165 Notices of meeting or extraordinary general meeting of the Board of Directors shall cover the following:

assistant: 第一百六十五條董事會會議或臨時董事會會議通知包括以下內容：
user: Please translate the following sentence from English to Chinese: (2) No transfer shall be made to an infant or to a person of unsound mind or under other legal disability.

assistant: (2) 不得轉讓給未成年人或精神不健全或無法定行爲能力的人員。
user: Please translate the following sentence from English to Chinese: (3) the status of the Company’s share capital;

assistant: (3) 公司股本狀況；
user: Please translate the following sentence from English to Chinese: and none of them shall be answerable for the acts, receipts, neglects or defaults of the other or others of them or for joining in any receipts for the sake of conformity, or for any bankers or other persons with whom any moneys or effects belonging to the Company shall or may be lodged or deposited for safe custody, or for insufficiency or deficiency of any security upon which any moneys of or belonging to the Company shall be placed out on or invested, or for any other loss, misfortune or damage which may happen in the execution of their respective offices or trusts, or in relation thereto;

assistant: 他們中的任何人無須爲其他人的行動、簽收、疏忽或過錯承擔責任，或爲任何銀行家或其他人共同爲一致或償付能力或正直而共同進行的任何活動負責，或爲存放或投資的任何公司金錢抵押品的不足負責，或執行其各自職責或信託使可能發生的任何損失、不幸或損害負責。 就該等銀行家或其他人而言，公司將其現金或財產爲安全保管目的而存放其該等人士處。