股东派生诉讼制度的引进,本质上是一种法律移植现象。伴随着全球经济一体化和各国法制现代化的进程,各国彼此之间互相借鉴和移植法律的现象普遍存在。股东派生诉讼作为公司治理中的一项基本制度,被认为是遏制管理层不法行为、保护公司及少数股东利益的重要机制,已经在全球各国被广泛接受。股东派生诉讼制度不仅在美国得以长期存续并发扬光大,而且为英国、澳大利亚、新加坡、新 The introduction of shareholder derivative litigation system is essentially a phenomenon of legal transplantation. Accompanied by the process of global economic integration and the modernization of the legal system in various countries, there is a widespread phenomenon that countries learn from each other and transplant laws. As a basic system of corporate governance, the shareholder derivative litigation is considered as an important mechanism to curb the wrongdoings of the management and protect the interests of the company and its minority shareholders. It has been widely accepted in all countries in the world. The system of shareholder derivative litigation not only continues to flourish in the United States, but also is well established in Britain, Australia, Singapore, and the new