| With the development of science and technology, the scale of economics has enlarged. As the most appropriate form, joint-stock company comes forth, and its mainly character! stic is the separation of the ownership and the right of management, and the relationship between the owner and the operator is consigner and deputy. Because it has large amount of shareholders, the relation between persons who are correlated with the interests become more complicated, the dilemma of corporate governance exists almost all companies. Different country has different equity structure and different Corporate Governance structure. Because of the historical reasons, the equity structure of the companies of our country has a lot of problems, for example, the Equity Structure has too many types, and the proportion of the stock that can't circulate is too great and too many stocks are hold by little number of people. Compared the equity structure and corporate governance of listed company of our country with countries such as U. S. A, Japan and Germany, and by game theory, this dissertation analyzes the influence mechanism of equity structure to corporate governance of a listed company from following main respects: stimulation, restriction, take-over by other company, and competition of dealership. By theoretical research, it comes to that a comparatively centralized equity structure helps to perfect corporate governance; For its fierce competition and stability of performance, we choose the data of the industry of wholesale and retail trade listed companies of our country to analyze the influence that equity structure made to corporate governance by regression analysis, and approve it by real case. By the theory and real example, we draw the conclusion that a mode of comparatively centralized equity and main power is controlled by fictitious persons is ideal, and correspond measures are put forth to advance the economic development of our country.
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