Corporate governance mainly of public companies has been lively debate by scholars in law, law and economic, management, sociology, and political economy from various angles respectively in the past two decades. Traditionally, the debate of corporate governance is based on the assumption of the separation of ownership and control in modern public companies with diffuse ownership, identified by Berle and Means in their classical work. However, the proposition of ownership structure and the approaches to corporate governance have been challenged by recent research. Massive empirical surveys have been conducted in relation to the ownership structure of publicly quoted companies, around the world, not limited to the US. Empirical evidence has shown that ownership is dispersed in the UK and US and, however, concentrated in the hands of banks, the state, or family-controlled companies in most other countries, as opposed to the Berle and Means modern company with dispersed ownership. The Berle and Means modern company with diffuse ownership has been further challenged by the rise of institutional ownership since the 1990's in the US, UK, and Australia. The corporate governance systems can be distinguished pursuant to the ownership structure, control, and identity of controlling shareholders. In china, although the state promotes the ideas of a shareholding system and corporatization, it still retains a large portion of state-owned shares in listed companies constructed from former State-Owned Enterprises (hereinafter referred to as "SOEs"). The ownership structure of Chinese listed companies is highly concentrated in the hands of the state, directly or indirectly. This will lead to expropriation of minority shareholders by controlling shareholders. This article intends to explore the issue of corporate governance in Chinese listed companies from the perspective of both expropriation of minority shareholders by controlling shareholders and the protection of minority shareholders. The rest of this article is organized as follows. Section 2 briefly reviews recent literature on the expropriation of minority shareholders by controlling shareholders. Various forms of tunneling in Chinese listed companies are examined in section 3. Section 4 analyses protection of minority shareholders in China and mainly focuses on recent relevant administrative regulations introduced by the China Securities Regulatory Commission (hereinafter referred to as "CSRC"). Section 5 concludes with some observations and recommendations as to how minority shareholder protection can be strengthened in China
