Do you translate into a foreign language? : Viewpoints, Questions, Comments, Advice : TranslatorsCafe.com Forums

(a) You are an English-speaking outsourcer in need of translations out of one of those B languages where the odds of locating an English native speaker who (i) is fluent in B, and is (ii) adequately specialized, and (iii) avaliable, equal zero. You get the translation below. What do you do? This is a question for English native speakers only who are able to put themselves in that outsourcer's shoes: Do you refuse to pay? Do you ask for a discount, and how much, knowing that without the help of a native speaker the non-native translator will not be able to correct the translation herself?

(b) Now put yourself in that translator's shoes. As I said, the odds of locating an English native speaker who (i) is fluent in B, and is (ii) adequately specialized, and (iii) avaliable, equal zero. What should she do? Apologize and accept the non-payment? Discuss the discount level? Learn the lesson and stop translating into English?

Below is the sample for a kind evaluation by English native speakers. This is only about the quality of English (which obviously follows the source verbosity too literally) and not about the translation accuracy as the proofreader does not understand the source text :

We have been asked to present our position in respect to the issue of an acknowledgement by a general meeting of an acquiring company of the fulfilment of duties by the members of authorities of a company being acquired. The question is related with the forthcoming annual general meeting of X for 2008, and with the fact that on June 30, 2008, thus during the last financial year of X, the merger of X with other company, namely Y, took place. Your question pertains also to the fact whether not adopting a resolution on acknowledgement of the fulfilment of duties may constitute a basis for liability of X towards the members of Y authorities, in particular in connection with the fact that such acknowledgement is the subject of examination of the FSA when granting a permission for performing specified functions in the authorities of financial institutions.

Before commencing an analysis, it should be emphasized that in the principal matter being the subject of this memorandum, there is no view of a doctrine, and still less the position of judicial decisions. Therefore, each interpretation of the provisions is by nature burdened with high level of subjectivism and is exposed to the risk of a different assessment by a court potentially adjudicating the case.

We are of the opinion that the subject of annual general meeting of the acquiring company (here: X) should also include the acknowledgement of the fulfilment of duties by members of the authorities of the company being acquired (here: Y). A teleological interpretation of binding provisions primarily speaks in favour of it, indicating that after the merger date any claims for compensation against members of the authorities of the company being acquired, which are acquired under general succession from the company being acquired by the acquiring company, shall continue to be governed by the same rules, as before the merger date. It regards also the fact which authority of the company is competent to present an opinion on existence of such claims, enforcement or waiving thereof (Article 395.2.3) of the Commercial Companies Code (hereinafter the C.C.C.), Article 393.2 of the C.C.C.), and in particular whether the management board of the acquiring company is such an authority, or, as it undoubtedly was before the merger date, the general meeting of the company. This interpretation is also supported by the situation that often within the structuring of a merger transaction, the fact, which of the companies participating in the merger shall be the acquiring company and which shall be the company being acquired, has a coincidental nature, or at least it is not determined by matters regarding company law, and that often there is at least some continuation taking place with regard to the composition of the authorities between the company being acquired and the acquiring company after the merger date. It indicates a practical sense and a need to further apply the abovementioned provisions regulating such claims as well as the absence of the reason for distinguishing the position of members of authorities of the company being acquired and acquiring company.

In our assessment, the literal wording of Article 395.2.3 of the C.C.C. does not object to such interpretation, since it additionally needs to be remembered that also in this respect the provisions were already subject to a certain extensive interpretation, not finding in their initial, explicit, literal wording, an application to, for example, members of the authorities whose mandates expired. Meanwhile the extensive interpretation was correctly applied in case of such persons, which subsequently was confirmed in the altered wording of the provision.

To defend such opinion it may also be indicated that the regulation of corporation succession of companies is regulated by the C.C.C. generally in a rudimentary manner, i.e. this regulation omits not only the principles of liability of members of the authorities of the company being acquired, but, for example, the issues of effects of appealing against resolutions of the company being acquired, after the merger date as well. It demonstrates that in many places in regard to the regulation of the merger and its consequences, it is still necessary to read the provisions more creatively, without limiting to the explicitly understood literal interpretation.

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