| With the vigorous development of the market economy, the development of the securities market has made considerable progress, compared to the European and American countries, China’s securities market started late, there are still many problems under the surface of prosperity. With regard t o the agency problem can be traced back to 1932, as early as 1932, Ber le and Means on the separation of ownership and management rights, management and shareholders of the agency problems generated. Advantage by scholars on the latter part of the research on ownership structure, a shares alone big phenomenon is particular ly prevalent and large shareholders and minority shareholders interests contradiction have become increasingly prom inent, the core issue of corporate governance by the first class agent con tradictions gradually transformed into the second agency conflicts, large shareholders by holding the right to seek benefits of control, through the tunnel mining interests transmission, emptied of listed companies, and seriously damaged the interests of small shareholders. In reality, large shareholders infringement cases have occurred from time to time, already delisting of Monkey King Group, St Beike, St Yaxing, Hubei Sanjiu group and so on, involving a huge amount of money, and the results are also very unbearable, so under such a background study of such events is also the reality of the inevit able requirement.In view of this kind of phenomenon, the selection of Sichuan Golden Summit enterprise is representative, from infringement, infringement means and effect of point of view, is a typical case, and related enterprises in the local has great influence, so I hope that through to Jinding case study, to provide practical countermeasures and safeguard the interests of small shareholders, to promote the construction of harmonious society. In this paper, the literature research method and case research method, first from a theoretical point of view on the major shareholders against existing results of induction and summary, respectively from the major shareholder of the infringement, means, effect and of minority shareholders protection four aspects; in the part of case analysis, to the Warren group emptied of Sichuan Golden Summit as a case, according to violations of information disclosure of major shar eholders of detailed analys is, combined with Jinding corporate internal and external governance problems, based on using corporate governance theory and the theory of protection of minority shareholders governance suggestions are put forward. From the view of internal optim izat ion need adjust the equity structure of enterprises, the introduction of institutional investors especially banks, for the board of supervisors and independent directors of the qualif ication standard, establish reward system, finally can not simply by resigning, standardize loan channels; from the external supervision, the need to increase supervision of law and securities institut ions, the new company law the promulgation of the policy tilt to the medium and small shareholders, but there are still not in place, need to establish a collective lit igat ion system, improve the level of information disclosure, widen the channel of small and medium shareholders, actively play the role of independent third party mediation and supervision, while the introduction of protection of the interests of minority shareholders of the culture, from the specific policy to the form the sense, for the protection of minority shareholders’ interests to provide protection.Through the double meaning of this case study to theory and reality, on the one hand, and increase the case study, combined with the latest lit erature, more clear of research results, on the other hand, to the vast number of small and medium-sized shareholders provide effective protection measures and provide feasible regulatory init iat ives to securities regulation, at the same time to market financing, market intermediar ies, etc. participants provide legit imate trading standards and norms of behavior. |