【正文】 ities and exchange mission, the Basel mittee regulators or international anizations such as the recognition and adopted, many of these definitions, Suggestions and ideas absorbed into the legislation and regulations, worldwide has had a broad impact. Since THE end of 2020, THE United States broke with enron, world, xerox and other panies financial cases of fraud as a representative of accounting scandals, hit . capital markets and THE economy, also concentrated exposure for American panies in THE existing problem of internal control, thus causing THE United States adopted THE sasha class nice , THE extension of THE law (SARBANES OXLEY ACT) . The bill made clear pany managers CEO and CFO finance director of internal control, and will be held directly responsible shall undertake economic and criminal consequences。 Greatly improve the punishment of accounting fraud。s risk preference for enterprises to manage risk, to achieve the goal of providing reasonable assurance. It has eight elements: the internal environment, goal setting, event risk identification, risk assessment, countermeasures, control activities, information and munication, the surveillance. The two reports from the COSO perspective, the enterprise risk management and internal control has the following similar or different places: First, they are made by enterprise board, management and other personnel to implement, emphasize the point, says the participation parties on the internal control and risk management has a corresponding roles and responsibilities. Second, they are all clearly is a process, not as a static thing, such as system files, technical model and so on, also not be alone or extra activities, such as 3 inspection, evaluation is best placed inside enterprise daily management process, as a kind of routine operation mechanism to construction. Third, they are for the realization of the goal of enterprise provide reasonable assurance. Risk management objectives are four categories, including three categories and internal control collocated, namely report targets, business targets and follow the targets. But the report targets have expanded, it not only include financial report, also requires all the accuracy of internal and external nonfinancial class report issued by the accurate and reliable. In addition, risk management increased the strategic target, namely and enterprise vision or mission related highlevel objectives. This means that risk management is not only ensure management efficiency and effect, and intervention in the enterprise strategy (including business objectives) formulation process. Fourth, risk management and internal control elements have five aspects, . (overlap is control or internal) environment, risk assessment, control activities, information and munication, the surveillance. These coincide most of their goals and realization mechanism coincide of similar decision. Risk management increased goal setting, event identification and risk countermeasures three factors. Coincide elements, connotation, for example, has been extended internal control environment including honest character and moral values, staff quality and ability, the board of directors and the audit mittee, management philosophy and management style, the anizational structure, the power and the allocation of responsibility, human resource policies and practices seven aspects. Risk management internal environment in addition to include these seven aspects outside, still include risk management philosophy, risk preference (appetite) and risks associated cultural three new content. In the risk assessment elements, risk management requires the consideration of the inherent risk and residual risk, with expectations, worst case values or probability distribution measure risk and to consider time preferences and risk association between the role. In information and munication, risk management emphasized the past, present and future of the relevant data about obtaining and analysis, provides information of the depth and timeliness, etc. Fifth, risk management proposes risk portfolio and the overall risk management (in tegrated management) are new idea. The enterprise risk management framework in the theory of modern financial borrowing portfolio risk theory, this paper puts forward the concept of bination and overall management from enterprise level, 4 demanding dispersed in the overall grasp all levels and departments of enterprise, the risk exposure with overall consideration risk countermeasures, prevent dispersed consider and coping by department, such as will risk the risk in technology, financial, separated by information technology, environment, safety, quality, auditing departments, and considering the interaction between risk events, prevent two tendencies: one is the department39。 Second is the risk of individual departments over its limits, but exposure to the overall risk level haven39。 expense. In addition, limited liability may also lure enterprise engaged in high risk and damage the project39。Jensen (1983) analyzed under the board of directors of ownership and separation of the internal control functions。s property security, ply with the law in order to maintain the pany39。 leadership 39。s wider, may be with time, technology, market conditions, legal and regulatory practice and different, for exa