一、理论渊源及演进20世纪40年代,Berle和Means的两权分离理论指出,所有权和经营权的分离将导致经理人偏离所有者利益最大化的目标,这实际上成为导致投资者利益受到侵害的制度根源。到20世纪60至70年代兴起的委托代理理论则成为投资者保护理论形成的重要前提,在委托人(股东)与代理人(经理人)利益发生冲突或缺少 I. Theoretical Origins and Evolution In the 1940s, Berle and Means’s separation of powers theory pointed out that the separation of ownership and management rights would lead managers to deviate from the goal of maximizing the interests of owners, which in fact has become a risk to investors’ interests The institutional roots. By the 1960s and 1970s, the principal-agent theory became an important precondition for the formation of investor protection theory. When the interests of principal (shareholder) and agent (manager) conflict or lack