这是北京一家翻译公司3月14日安排的一份《合资经营合同》,字数大约1万字,周五交稿,所以时间比较紧张,好在合同文字表述还算简单,比一般的上午合同要简单一点,这是译员最大的快慰。
This job was assigned by a translation company in Beijing dated February 14, roughly 10,000 Chinese characters all told. The well-polished version is scheduled for delivery on Friday morning. As luck would have it, the whole stuff is a little easier compared with the identical ones I usually deal with, so i feel greatly pleased with this job, anyhow.
合资经营合同
Conrtact of Sino-Foreign Equity Joint Venture Company (JV Company)
Case 1:
合营公司为中华人民共和国法人,受中国法律的保护和管辖。其一切活动必须遵守中华人民共和国的有关法律、法令、条例和规定。
The JV Company is a legal person within the territory of the People’s Republic of China, who shall be governed and protected by Chinese law. The company must comply with the relevant laws, statutes, regulations and rules of the People’s Republic of China in engaging in all its activities(=The Company shall engage in all its activities in compliance with the relevant laws, statutes, regulations and rules of the People’s Republic of China) .
Case 2:
任何一方如对其出资额逾期缴付或欠缴或不缴,应按第五十七条规定处理。
If any party delays, defaults or refuses the payment of its subscribed capital contribution, it shall be subject to provisions prescribed in Article 57.
注意万能短语"be subject to"的用法:受支配,从属于;以……为条件;适用于或按照.... 处理
比如这份合同中还有这样一段,其中也用到了 subject to,请对比阅读:
董事们因参加董事会而发生的旅行费和食宿费原则上由合营公司负担,应根据合营公司的财政状况而定。
The travel expenses and the board and lodging expenses of the directors arising from attending the meetings of the board of directors, in principle, shall be borne by the JV Company, subject to the financial condition of the JV Company.
Case 3:
如果董事会对提交的问题没有做出决定,但该问题有危害到合营公司的利益,任何一方可要求另外两方开会采取行动。各方在会上将根据其在合营公司中的投资利益进行赞成性投票,做出必要的决定。
If the board of directors fails to make a decision for the problem submitted, but this problem may endanger the interests of the JV Company, any part may require the other two parties to call a meeting for immediate action. All parties may cast the affirmative votes according to their investment interests in the JV Company and make the necessary decision.
Case 4:
董事长是合营公司的法定代表,董事长因故不能履行其职责时,可临时授权其本人代表代替其履行职责。
The chairman of the board is the legal representative of the JV Company. Should the chairman be unable to exercise his responsibilities for any reason, he shall authorize his agent to perform his powers and duties on his behalf.
Case 5:
如果董事会对提交的事宜未能做出决定,并由此危及合营公司的利益,总经理可以按其意见采取步骤,确保合营公司的利益。
If the board of directors fails to make a decision upon the matter thus submitted, which may endanger or harm the interests of the JV Company, the general manager may take the measures at his own discretion to ensure the interests of the JV Company.
Case 6:
总经理应任命各部门经理,负责办理总经理交办的事项,并对总经理负责。
The general manager shall appoint managers for all departments, who shall be responsible for the matters assigned by the general manager and shall be responsible to the general manager.
Case 7:
履行公司党风廉政建设主体责任,领导和支持公司纪检机构履行监督责任,严格执行和维护党的纪律。
perform the entity responsibility of the company in promoting the construction of the party style, ethical governance and clean government, lead and support the company’s disciplinary inspection body to perform the supervisory responsibility, and strictly implement and maintain the party discipline.
Case 8:
任何一方有权另请一位在中国或外国注册的会计师对合营公司每年的年度报表和其它账目进行检查,合营公司应提供方便,其所需费用由聘请的一方负担。
Any party thereto has the right to additionally appoint a certified public accountant registered in China to check up the annual financial statements and other accounts of the JV Company which shall provide all convenient assistance as required, but the expenses thus caused shall be borne by the party thus involved.
Case 9:
合营公司会计采用国际通用的权责发生制和借贷记账法记账。一切记账凭证、帐薄和报表都用中文书写。而月、季和年度利润和亏损报表,资产负债表和财政报表要按乙方和丙方的要求译成英文。
The JV Company shall adopt the internationally accepted accrual system and debit and credit bookkeeping method to keep accounts. All accounting vouchers, accounting books and financial statements shall be made in the Chinese language. Moreover, the monthly, quarterly and yearly profit and loss statements, balance sheet and financial statements shall be translated into English versions according to the requirements of Party B and Party C.
Case 10:
在满足以上支付的前提下,根据董事会通过的年度报表和收支预算,如有外汇节余,甲方的提成费和利润也应以外汇支付。
In the premise of satisfying the above-mentioned payment, in case of any foreign exchange surplus, Party A’s royalties and profits shall be paid in foreign exchange according to the annual financial statement and the income and expense budget approved by the board of directors.