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股东派生诉讼是股东为了公司的利益以自己的名义代表公司提起的诉讼,其目的在于解决公司中大股东与小股东、股东与经营管理者之间的利益冲突,维护公司乃至小股东的利益。但是,我国公司法中的股东派生诉讼制度尚存主体资格认定不明确、激励机制薄弱、约束机制不健全等不足之处,需要进一步完善。
The shareholder derivative litigation is a lawsuit filed by shareholders on behalf of the company in their own name for the benefit of the company. Its purpose is to solve the conflict of interests between the medium and large shareholders, the minority shareholders, the shareholders and the managers, and protect the interests of the company and the minority shareholders. However, the inadequacies of the principal derivative qualification, the weak incentive mechanism and the imperfect restrictive mechanism still exist in the derivative lawsuit system of the company law of our country, which needs to be further improved.