Corporate governance is the basic requirements of the standard operation oflisted companies, and the board is the core of corporate governance. There arestructural and institutional problems in the construction of the board of companieslisted on SMEs board of our country, thereby the validity of the board has noguarantee. The credit crisis, even the financial irregularities problem, had become thepertinacious illness of our capital market.This paper uses the data collection method, literature research method, comparativeanalysis method,specially giving the analysis to the corporate governance problems ofcompanies listed on SMEs board, such as the financial irregularities problem, ect., andreveals that the validity of the board getting problems is one of the main reasons. Thispaper, by delivering the internal and external factors that caused this problem,summarizing the legal system of corporate governance, drawing on the classiccorporate governance theory and the successful standardized operation experience ofthe famous companies of developed countries, proposed the countermeasures andsuggestions for improving the effectiveness of corporate governance of China’ssupervision departments and listed companies:---Improving the law system of China’s capital market, especially the IPO and thelisted companies;---Promoting and guaranteeing the institutes building of the effectiveness of corporategovernance;---To strengthening the supervision function of CSRC (China Securities RegulatoryCommission) and the local securities regulatory bureaus;---To form the corporate governance of listed companies proposed the correspondingcountermeasures and suggestions on intrinsic motivation. |