billchoa/3036384256-COMP7607-data huggingface dataset:
user: Please translate the following sentence from English to Chinese: Article 206 The financial reports of the Company shall be made available in the office of the Company for inspection by shareholders at least 20 days prior to an annual general meeting.

assistant: 第二百零六條公司的財務報告應當在召開年度股東大會的 20 日以前置備於公司，供股東查閱。
user: Please translate the following sentence from English to Chinese: At any general meeting a resolution put to the vote of the meeting shall be decided on a show of hands unless a poll is (before or on the declaration of the result of the show of hands or on the withdrawal of any other demand for a poll) demanded:

assistant: 任何在股東大會上提呈交由會議表決之決議案須以舉手方式表決，除非於宣佈舉手表決結果之時或之前或其他進行投票表決的要求被撤銷之時，由下列人士要求以投票方式表決：
user: Please translate the following sentence from English to Chinese: Article 148 If at least one-quarter of the directors in attendance or at least two independent non-executive directors believe that they are unable to reach a determination on a relevant matter because the motion before the board of directors is unclear or unspecific, the meeting materials are insufficient or other such reason, they may jointly propose that discussion of the motion in question be postponed to a later time. In such circumstances the board of directors shall accept the proposal.

assistant: 第一百四十八條四分之一以上的與會董事或兩名以上獨立非執行董事認爲董事會提案不明確、不具體，或者因會議材料不充分等其他事由導致其無法對有關事項作出判斷時，可聯名提出緩議該提案，董事會應予採納。
user: Please translate the following sentence from English to Chinese: (3) provision of a single guarantee whose amount exceeds 10% of the latest audited net assets of the Company;

assistant: （三）審議單筆擔保額超過最近一期經審計淨資產的10%的擔保；
user: Please translate the following sentence from English to Chinese: 31. Any amount payable in respect of a share upon allotment or at any fixed date, whether in respect of nominal value or premium or as an instalment of a call, shall be deemed to be a call duly made and payable on the date fixed for payment and if it is not paid the provisions of these Bye-laws shall apply as if that amount had become due and payable by virtue of a call duly made and notified.

assistant: 31. 於配發時或於任何指定日期就股份應付之任何款項（無論按面值或溢價或作爲催繳股款之分期付款）視爲已正式作出催繳及應於指定付款日期支付，而倘並未支付，則公司組織章程細則規定之應用情況應爲猶如該款項已因正式作出催繳及通知而成爲到期應付。
user: Please translate the following sentence from English to Chinese: (2) Each Member agrees to waive any claim or right of action he might have, whether individually or by or in the right of the Company, against any Director on account of any action taken by such Director, or the failure of such Director to take any action in the performance of his duties with or for the Company;

assistant: (2) 對於任何董事在爲公司履行職責過程中的任何行爲或過失，各股東同意放棄其可能擁有的任何索賠或起訴權，無論是個人權利還是存在於公司權利之中。
user: Please translate the following sentence from English to Chinese: Article 111 Where a Director or any of his associate(s) has material interests in the subject matter of the meeting, such Director may attend the meeting and state his views, but shall not vote on the matter or appoint another Director to vote for him nor his presence be counted in the quorum;

assistant: 第一百一十一條董事會審議事項與某董事或其聯繫人有重要利害關係時，該董事可以出席董事會會議，並可以在董事會會議上闡明其觀點，但是不應當就該等事項參與表決，亦不得代理其他董事行使表決權。
user: Please translate the following sentence from English to Chinese: The Company shall be entitled to the income gained by the directors in violation of this Article;

assistant: 董事違反本條規定所得的收入，應當歸公司所有；
user: Please translate the following sentence from English to Chinese: Except under a contract mentioned above, no proceedings shall be brought by a director or supervisor against the Company for his/her interest in the abovementioned matters.

assistant: 除按前述合同外，董事、監事不得因前述事項爲其應獲取的利益向本公司提出訴訟。
user: Please translate the following sentence from English to Chinese: Such auditor may be a Member but no Director or officer or employee of the Company shall, during his continuance in office, be eligible to act as an auditor of the Company.

assistant: 該核數師可以是股東，但不得爲董事或本公司高級人員或僱員，該等人士在任職期間無資格擔任本公司核數師。
user: Please translate the following sentence from English to Chinese: (D) We, the several persons, whose names, addresses and descriptions are hereto subscribed, are desirous of being formed into a Company and we respectively agree to take the number of shares in the capital of the Company set opposite to our respective names:

assistant: (D) 我們(若干人士) ，姓名、地址及描述如下，有意成立一間公司，我們並同意分別認購在我們姓名旁所列而屬於本公司股本中的股份數目：
user: Please translate the following sentence from English to Chinese: A director may resign before expiry of his term of office, subject to submission of a written resignation report to the Board of Directors.

assistant: 董事辭職應向董事會提交書面 辭職報告。
user: Please translate the following sentence from English to Chinese: 12. The Company may at any time pay a commission to any person for subscribing or agreeing to subscribe (whether absolutely or conditionally) for any shares in the Company or procuring or agreeing to procure subscriptions (whether absolute or conditional) for any shares in the Company, but so that the conditions and requirements of the Companies Ordinance shall be observed and complied with, and in each case the commission shall not exceed ten per cent. of the price at which the shares are issued.

assistant: 12. 本公司可隨時支付佣金予任何人士（不論無條件或有條件）認購或同意認購，又或（不論無條件或有條件）安排認購或同意安排認購本公司任何股份，但須遵守及符合公司條例的條件及規定，且在每種情況下，佣金不得超過股份已發行價格的百分之十。
user: Please translate the following sentence from English to Chinese: (A) The Company may from time to time by ordinary resolution alter its share capital in any one or more of the ways set out in Section 170 of the Companies Ordinance, including but not limited to:

assistant: (A) 本公司可不時藉普通決議案，按公司條例第170條所載任何一個或多個方式更改其股本，包括但不限於：
user: Please translate the following sentence from English to Chinese: (j) a special resolution shall be effective for any purpose for which an ordinary resolution is expressed to be required under any provision of these Bye-laws or the Statutes;

assistant: (j) 就本細則或法規任何條文明確規定須以普通決議案處理之事宜，就任何目的而言，可以特別決議案處理有關事宜；
user: Please translate the following sentence from English to Chinese: Article 14: As approved by China Securities Regulatory Commission, the Company can issue shares to both domestic and overseas investors.

assistant: 第十四條經中國證監會批准，公司可以向境內投資人和境外投資人發行股票。
user: Please translate the following sentence from English to Chinese: Article 76 (1) The instrument appointing the proxy shall be deposited at the legal address of the Company or such other place prescribed in the notice convening the meeting, 24 hours prior to the holding of the relevant meeting or 24 hours prior to the time appointed for the taking of the poll.

assistant: 第七十六條（一）表決代理委託書至少應當在該委託書委託表決的有關會議召開前二十四小時，或者在指定表決時間前二十四小時，備置於公司住所或召集會議的通知中指定的其他地方。
user: Please translate the following sentence from English to Chinese: (5) a person who has a relatively large amount of debts which have become due and outstanding;

assistant: （5）個人所負數額較大的債務到期未清償；
user: Please translate the following sentence from English to Chinese: Article 41  The share certificates shall be signed by the Chairman of the Board.

assistant: 第四十一條　股票由董事長簽署。
user: Please translate the following sentence from English to Chinese: Company Number: 394386

assistant: 公司編號：394386
user: Please translate the following sentence from English to Chinese: (5) require the payment of interest earned or which may have been earned by the director, supervisor, General Manager (President) and other senior management on the money that should have been paid to the Company.

assistant: （五）要求有關董事、監事、總經理（總裁）和其他高級管理人員退還本應當交予公司的款項所賺取的或者可能賺取的利息。
user: Please translate the following sentence from English to Chinese: and (b) in the case of any other meeting, by a majority in number of the Members having the right to attend and vote at the meeting, being a majority together holding not less than ninety-five per cent. (95%) in nominal value of the issued shares giving that right.

assistant: 及 (b) 在其他會議的情況，有權出席及投票的大部分股東，但其必須大多數持有賦予上述權利的已發行股份面值的百分之九十五(95%)。
user: Please translate the following sentence from English to Chinese: WINDING UP 162.

assistant: 清盤 162.
user: Please translate the following sentence from English to Chinese: (e) The Board may on any occasion determine that rights of election and the allotment of Shares under paragraph (a) 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 be unlawful or impracticable or the legality or practicability of which may be time consuming or expensive to ascertain whether in absolute terms or in relation to the value of the holding of Shares of the Shareholder concerned, and in such event the provisions aforesaid shall be read and construed subject to such determination and no Shareholder who may be affected by any such determination shall be, and they shall be deemed not to be, a separate class of Shareholders for any purposes whatsoever.

assistant: (e) 董事會可於其根據本章程細則 ( a ) 段作出決定的同時決定，不進行或不向任何股東（其登記地址在如未辦理登記聲明或其他特別手續則按照上述決定配股或給予以股代息的選擇權將會或可能非法或不可行或須花大多時間確定其合法行或實用性或須耗巨資以確定其條件是否完全符合或是否與股東關心的持有股份價值相關的任何地區）進行配股或給予以股代息的選擇權。 在此情況下，前述條文應按該決定理解及詮釋，且因該決定受影響的股東就任何目的而言將不會成爲且將被視作另一類別股東。
user: Please translate the following sentence from English to Chinese: (15) to decide on matters which the board of directors may be delegated or authorized to deal with by the shareholders in general meeting.

assistant: （十五）股東大會可以授權或委託董事會辦理其授權或委託辦理的其他事項。
user: Please translate the following sentence from English to Chinese: (10) Other functions and powers delegated by the board of directors.

assistant: （十）董事會授予的其他職權。
user: Please translate the following sentence from English to Chinese: (iv) any contract or arrangement concerning an offer of the shares or debentures or other securities of or by the Company or any other company which the Company may promote or be interested in for subscription or purchase where the Director or his associate(s) is/are or is/are to be interested as a participant in the underwriting or sub-underwriting of the offer and/or for the purposes of making any representations, the giving of any covenants, undertakings or warranties or assuming any other obligations in connection with such offer;

assistant: (iv) 涉及本公司或由本公司可能發起或擁有權益之任何其他公司所提呈發售股份或債權證或其他證券以供認購或購買所訂立之任何合約或安排，該董事或其聯繫人士現時或將會參與包銷或分包銷有關發售建議而擁有權益或就申述給予任何契諾、承擔或保證或承擔與該發售有關之任何其他義務；
user: Please translate the following sentence from English to Chinese: (10) other circumstances prescribed by the laws, administrative regulations or departmental regulations or rules of security regulators and stock exchange(s) in the territory where the Company’s shares are listed.

assistant: （十）法律、行政法規、部門規章或公司上市地證券監管機構及證券交易所規 定的其他內容。
user: Please translate the following sentence from English to Chinese: AMENDMENT TO MEMORANDUM AND ARTICLES OF ASSOCIATION AND NAME OF COMPANY

assistant: 修訂組織章程大綱及章程細則及公司名稱
user: Please translate the following sentence from English to Chinese: All cheques, promissory notes, drafts, bills of exchange and other negotiable instruments, and all receipts for moneys paid to the Company shall be signed, drawn, accepted, indorsed or otherwise executed, as the case may be, in such manner as the Board shall from time to time by resolution determine.

assistant: 所有支票、承兌票據、本票、匯票及其他流通票據以及支付予本公司款項之支票及銀行事所有收據均須按董事會透過決議案不時決定之方式簽署、開具、接納、背書務安排或以其他方式簽訂（視乎情況而定）。
user: Please translate the following sentence from English to Chinese: (b) it is expressly resolved at such meeting not to fill such vacated offices;

assistant: (b) 在該會議中明確決議不再填補該等空缺；
user: Please translate the following sentence from English to Chinese: (2) In the case of a resolution to be proposed as a special resolution no amendment may be made, at or before the time at which the resolution is put to the vote, to the form of the resolution as set out in the notice of meeting, except to correct a patent error or as may otherwise be permitted by law.

assistant: (2) 倘以特別決議案形式提呈的決議案，則於該決議案提呈表決時或之前，不得對會議通告所載決議案之形式作出任何修訂，惟修改明顯錯處或法律所容許的修訂則除外。
user: Please translate the following sentence from English to Chinese: A meeting of the Board or any committee of the Board may be held by means of a telephone or tele-conferencing or any other telecommunications facility provided that all participants are thereby able to communicate contemporaneously by voice with all other participants and participation in a meeting pursuant to this provision shall constitute presence in person at such meeting.

assistant: 董事會或董事會任何委員會會議可以通過電話、電話會議或其他通訊設備進行，但前提是所有與會者均可通過聲音與所有其他與會者進行即時交流。 董事按本條上述方式參加會議被視爲親自出席會議。
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: 倘本公司爲贖回可贖回股份而作出購買，而並非透過市場或投標方式作出購買，則應以本公司不時於股東大會上釐定的最高價格爲限（無論就一般情況或就特定情況下購買）。
user: Please translate the following sentence from English to Chinese: In the event that a shareholder of the Company’s overseas listed foreign investment shares listed in Hong Kong (H shares) loses his/her share certificate(s) and applies for issuing replacement share certificate(s), such issue shall be subject to the following conditions:

assistant: 本公司在香港上市的境外上市外資股 (Ｈ股）股東遺失股票申請補發的，其股票的補發應當符合下列要求：
user: Please translate the following sentence from English to Chinese: (8) not to accept commissions in connection with the Company’s transactions, without the informed consent of the shareholders given at a general meeting;

assistant: （八）未經股東大會在知情的情況下同意，不得接受與公司交易有關的佣金；
user: Please translate the following sentence from English to Chinese: Article 168 The validity of any act carried out by a director, President or other senior officers of the Company on the Company’s behalf to a bona fide third party shall not be affected by any irregularities in his office, election or any defect in his qualifications.

assistant: 第一百六十八條公司董事、總裁和其他高級管理人員代表公司的行爲對善意第三人的有效性，不因其在任職、選舉或者資格上有任何不合規行爲而受影響。
user: Please translate the following sentence from English to Chinese: The forementioned agreement on repurchasing of the shares includes (but not limited to) the rights and obligations agreed to repurchase the shares.

assistant: 前述所稱購回股份的合同，包括（但不限於）同意承擔購回股份義務和取得購回股份權利的協議。
user: Please translate the following sentence from English to Chinese: If any question as aforesaid shall arise in respect of the chairman of the meeting such question shall be decided by a resolution of the Board (for which purpose such chairman shall not vote thereon) and such resolution shall be final and conclusive except in a case where the nature or extent of the interest of such chairman as known to such chairman has not been fairly disclosed to the Board.

assistant: 如出現涉及會議主席的上述任何問題，須藉董事會決議案決定該問題（就此而言該主席不得表決），該決議案屬最終決定及不可推翻，在該主席知悉其利益的性質或程度而並無向董事會公平披露的情況下則除外。
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) 已登記的股份轉讓文據，銷燬可在登記之日起六年期間到期後隨時進行；
user: Please translate the following sentence from English to Chinese: (V) minutes of shareholders’ general meetings.

assistant: (V) 股東會議的會議記錄。
user: Please translate the following sentence from English to Chinese: however, if two or more persons are so authorized, the authorization letter shall specify the number and the category of shares involved in the authorization to each of such person. The person(s) so authorized shall exercise the rights on behalf of the Recognized Clearing Entity or its agent as if such authorized person is one natural person shareholder of the Bank.

assistant: 但是，如果兩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，經此授權的人士可以代表認可結算所或其代理人行使權利，猶如該人士是本行的自然人股東一樣。
user: Please translate the following sentence from English to Chinese: Article 240 A person with one of the following circumstances shall not serve as Director, Supervisor, President and other member of the senior management of the Bank:

assistant: 第二百四十條有下述情況之一的，不得擔任本行的董事、監事、行長或者其他高級管理人員：
user: Please translate the following sentence from English to Chinese: (B) The provisions in this Article and in Articles 13 to 16 (so far as they are applicable) shall not apply to transfer of book-entry securities.

assistant: (B) 本細則及第13至16條（在其適用的情況下）的條文不適用於轉讓賬面記錄證券。
user: Please translate the following sentence from English to Chinese: Article 137 A director shall not act on behalf of the Bank or the Board in his or her own name, unless otherwise provided in the provisions of the Articles or legally authorized by the Board.

assistant: 第一百三十七條　未經本章程規定或者董事會的合法授權，任何董事不得以個人名義代表本行或者董事會行事。
user: Please translate the following sentence from English to Chinese: A director may, and the secretary on the requisition of a director shall, call a meeting of the directors.

assistant: 董事，及祕書（在董事之要求下），可召集董事會會議。
user: Please translate the following sentence from English to Chinese: (a) requiring payment of the amount unpaid together with any interest which may have accrued and which may still accrue up to the date of actual payment;

assistant: (a) 要求支付未繳付款額連同任何應計利息及累積至實際付款日期的利息；
user: Please translate the following sentence from English to Chinese: Subject to Article 98(2) the resolution of the Board of Directors shall be passed by more than half of all Directors.

assistant: 在不不違反本章程第九⼗十⼋八條第⼆二款所述的情況下，董事會作出決議，必須經過當時全體董事的過半數通過。
user: Please translate the following sentence from English to Chinese: Whenever the Board or the Company in general meeting has resolved that a dividend be paid or declared on the share capital of the Company, the Board may further resolve:

assistant: 當董事會或本公司在股東大會上議決就本公司股本派付或宣派股息時，董事會可繼而議決：
user: Please translate the following sentence from English to Chinese: (B) The Board of Directors was authorized to repurchase H shares of the Company by the shareholders pursuant to the 2014 annual general meeting, the class meeting for holders of H shares and the class meeting for holders of domestic shares and unlisted foreign shares held on 5 May 2015.

assistant: （B）經公司 2015年5月5日召開的2014年股東周年大會、H股持有人類別股東大會、內資股及非上市外資股持有人類別股東大會審批，公司董事會獲得股東授權回購公司 H 股。
user: Please translate the following sentence from English to Chinese: The general meeting resolving upon the creation of any new shares may direct that the same or any of them shall be offered in the first instance, and either at par or at a premium or (subject to the provisions of the Ordinance) at a discount, to all the holders for the time being of any class of shares in the capital of the Company, in proportion to the number of shares of such class held by them respectively, or make any other provisions as to the issue and allotment of the new shares, and in default of any such direction, or so far as the same shall not extend, the new shares shall be at the disposal of the Directors, and Article 7 shall apply thereto.

assistant: 倘股東大會就增加任何新股份而作出決議，則大會可指示，該等新增股份或其任何部分應以面值或溢價或折讓（受條例條文規限），首先向公司股本中任何類別股份現時的全體持有人，按其各自持有的類別股份的數目比例進行發售，或就新股發行及配售作出任何其他規定； 如果並無該指示或並未傳達此事項，則新股份將由董事會處置，適用本章程細則第 7 條規定。
user: Please translate the following sentence from English to Chinese: (IV) to formulate the Company’s basic management system;

assistant: （四）擬訂公司的基本管理制度；
user: Please translate the following sentence from English to Chinese: (4) Amendments to these Articles;

assistant: （四）本章程的修改；
user: Please translate the following sentence from English to Chinese: (a) it shall be determined at such meeting to reduce the number of Directors;

assistant: (a) 於該會議上將決定減少董事人數；
user: Please translate the following sentence from English to Chinese: (5) other conditions specified in the Articles of Association.

assistant: （五）公司章程規定的其他條件。
user: Please translate the following sentence from English to Chinese: 14. TAXATION

assistant: 14. 稅項
user: Please translate the following sentence from English to Chinese: When the Company dissolves, the Company shall cancel its registration in accordance with the law.

assistant: 公司解散的，依法辦理公司註銷登記；
user: Please translate the following sentence from English to Chinese: The Board may also without placing the same to reserve carry forward any profits which it may think prudent not to distribute by way of dividend.

assistant: 董事會亦可將其認爲不宜作爲股息分派之任何利潤結轉，而非將其劃撥作儲備。
user: Please translate the following sentence from English to Chinese: Articles of Association Article 158 The Company shall have a secretary to the Board, who shall be appointed or dismissed by the Board.

assistant: 第三節董事會祕書 第一百五十八條公司設董事會祕書一名，由董事會聘任或解聘。
user: Please translate the following sentence from English to Chinese: Article 109 The resolutions of shareholders’ general meeting shall either be classified as ordinary resolutions or special resolutions. Ordinary resolutions shall be approved by a simple majority of voting rights held by the shareholders (including their proxies) attending the meeting.

assistant: 第一百零九條股東大會決議分爲普通決議和特別決議。 股東大會作出普通決議，應當由出席股東大會的股東（包括股東代理人）所持表決權的過半數通過。
user: Please translate the following sentence from English to Chinese: Upon the fulfillment of the aforesaid conditions, the Company shall distribute dividend in cash.

assistant: 在上述條件同時滿足時，公司應當採取現金方式分配利潤。
user: Please translate the following sentence from English to Chinese: Incurring a liability referred to in this Chapter includes an obligation that changes one’s financial position by entering into an agreement or arrangement (whether enforceable or not, and whether made on one’s own account or with any other person) or by any other means.

assistant: 本章所稱承擔義務，包括義務人因訂立合同或者作出安排（不論 該合同或者安排是否可以強制執行，也不論是由其個人或者與任何其他人共同承擔），或者以任何其他方式改變了其財務狀況而承擔的義務。
user: Please translate the following sentence from English to Chinese: (8) the time and place for the delivery of the proxy letter of the meeting;

assistant: （八）載明會議投票代理委託書的送達時間和地點；
user: Please translate the following sentence from English to Chinese: The Committee’s duties and powers should include: 5.1 Relationship with the Company’s Auditors

assistant: 委員會的職責和權力包括： 5.1 與本公司核數師的關係
user: Please translate the following sentence from English to Chinese: All acts done by any such committee in conformity with such regulations and in fulfilment of the purposes for which it is appointed, but not otherwise, shall have the like force and effect as if done by the Board, and the Board shall have power, with the consent of the Company in general meeting, to remunerate the members of any special committee, and charge such remuneration to the current expenses of the Company.

assistant: 該等委員會在符合該等規例下就履行其獲委任的目的（但非其他目的）而作出的所有行爲，應猶如董事會所作出般具有同等效力及作用，董事會經本公司在股東大會同意下，有權向任何特殊委員會的成員支付酬金，以及將該等酬金列爲本公司的經常開支。
user: Please translate the following sentence from English to Chinese: (IV) distributing bonus shares to the existing ordinary shareholders;

assistant: （四）向現有普通股股東派送紅股；
user: Please translate the following sentence from English to Chinese: (ii) Any Director may continue to be or become a director, managing director, joint managing director, deputy managing director, executive director, manager or other officer or member of any other company in which the Company may be interested and (unless otherwise agreed between the Company and the Director) no such Director shall be liable to account to the Company or the Shareholders for any remuneration or other benefits received by him as a director, managing director, joint managing director, deputy managing director, executive director, manager or other officer or member of any such other company.

assistant: (ii) 任何董事可在本公司於其中有權益之任何其他公司，繼續出任或成爲該其他公司之董事、董事總經理、聯席董事總經理、副董事總經理、執行董事、經理或其他高級管理人員或成員，以及（除另有議定外）任何該等董事均無須交代因其在該其他公司作爲董事、常董事總經理、聯席董事總經理、副董事總經理、執行董事、經理或其他高級管理人員或成員而獲得之任何酬金或其他利益。
user: Please translate the following sentence from English to Chinese: (d) designing and manufacturing of goods of all kinds;

assistant: (d) 設計及製造各種貨物；
user: Please translate the following sentence from English to Chinese: Article 12 of Zheng Jian Hai Han

assistant: 證監海函第 12條