“所有与控制分离”尽管已近乎成为主流,但中国股权集中,大股东利用控制地位侵害中小股东的局面仍未改变。为保护中小股东利益,新《公司法》引进了派生诉讼制度。而派生诉讼程序繁琐,成本高昂又成为中小股东保护的新的障碍。鉴于此,笔者希望通过引进派生诉讼保险对上述问题予以解决。 “All Separate from Control ” Although it has become almost mainstream, the situation that the ownership of China is centralized and major shareholders use the controlling position to infringe on the minority shareholders has not changed. In order to protect the interests of minority shareholders, the new “Company Law” introduces a derivative litigation system. However, the complicated procedural and derivative costs of the derivative litigation have become a new obstacle to the protection of minority shareholders. In view of this, I hope that through the introduction of derivative litigation insurance to solve these problems.