Abstract: This article elaborated rural credit cooperative's present situation and the problem of management institution, the man management mechanism, the democratic management, internal control system and so on. I thought that the chaotic management system mainly due to the multiplication and multi-level of the property right benefit main body, the uncoordinated supervision between divisions, and the unclear location of the province unites. The article proposed the insistence to cooperate system, Optimizing stockholders' rights structure, Establishing provincial level management institution, Increasing reform on the man management mechanism, establishing drive-restrain mechanism, Perfecting legal person management structure, The strengthening on internal control system and etc.