关于英语合同的翻译

Articles2626.1EveryDirectorisentitled,bywrittennotificationtotheCompany,tonominateape... Articles 26

26.1 Every Director is entitled, by written notification to the Company, to nominate a person to act as proxy in his place and at his discretion to remove such proxy in similar manner.

26.2 The proxy shall (except as regards the power to appoint a proxy) be subject in all respects to the terms and conditions existing with reference to the other Directors of the Company, and each proxy, whilst acting as such, shall exercise and discharge all the functions, powers and duties of the Director the represents.

26.3 Every person acting as a proxy shall have one (1) vote for each Director for whom he acts as proxy (in addition to his own vote if he is also a Director who is entitled to vote at board meetings).

26.4 The consent of a proxy to any resolution in writing of the Board shall, unless the notice of his appointment provides to the contrary, be as effective as the signature of the Director who appointed him.

26.5 Every person acting as a proxy shall be considered, for the purpose of constituting a quorum of Directors at a Board meeting, as one Director for each Director for whom he acts as a proxy and also (if he himself is a director) as a Director on his own account.

26.6 Any person appointed as a proxy shall vacate his office as such proxy if and when the Director by whom he has been appointed removes him or vacates office as Director.

26.7 A Director shall be bound by the actions of any proxy appointed by him provided such proxy acts within the scope of authority given to him.

Articles 27

27.1 Minutes of meetings and written resolutions adopted in lieu of meetings shall be signed by the Chairman, and the originals thereof shall be kept in the Minute Book of Directors’ Meetings of the Company at the Company’s legal address.

27.2 The minutes of meetings and written resolutions of the Board of Directors shall be recorded in both Chinese and English languages. The Chinese version will be valid and effective if there is inconsistence between Chinese version and English version.

Articles 28

28.1 When the Chairman or Directors represent the Company on business delegated to him or them by the Board, his or their reasonable expenses shall be paid by the Company.

28.2 Accommodation, subsistence, airfares and other travel expenses incurred by Directors when attending Board meeting shall be charged to the Company.
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2008-10-22
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