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股东代表诉讼制度是现代公司法的一项重要制度。在公司遭受侵害却因种种原因怠于或拒绝行使其诉权的情况下,股东代表诉讼制度为保障股东,尤其是小股东的权益,提供了一种最有效的救济方式。但是我国新公司法确立的股东代表诉讼制度,在规定上简单原则,不具有操作性,本文针对法律中需要细化的问题进行探讨,以期公司法的进一步完善。
The lawsuit system of shareholder representative is an important system of modern company law. In the case of the company being infringed for a variety of reasons, or forbidding or refusing to exercise its right of action, the system of shareholder representative litigation provides one of the most effective remedies for protecting the rights and interests of shareholders, especially minority shareholders. However, the system of shareholder representative litigation established by the new company law in our country is simple and has no operability in the stipulations. This paper discusses the issues that need to be refined in the law so as to further improve the Company Law.