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自从19世纪公司所有权与经营权相分离以来，如何保护股东权益一直是人们关注的问题。然而在公司治理的演进中仍然出现了“经理中心主义”和“董事会中心主义”等侵害股东权益的现象。在证券市场日益成为企业主要融资渠道的环境下，人们不得不进一步思考如何维护股东权益。综观
Since the separation of corporate ownership from management in the 19th century, how to protect the rights and interests of shareholders has always been a concern. However, in the evolution of corporate governance, the phenomenon of “manager-centrism” and “board-centrism” still infringe the rights and interests of shareholders. Under the circumstance that the securities market is becoming the main financing channel for enterprises, people have to further think about how to safeguard their rights and interests. Looking