改革开放以来,国有企业改革发展不断取得重大进展,总体上已经同市场经济相融合,运行质量和效益明显提升。但也要看到,国有企业仍然存在一些亟待解决的突出矛盾和问题,一些企业市场主体地位尚未真正确立,现代企业制度还不健全,国有资本运行效率需进一步提高;一些企业党组织管党治党责任不落实、作用被弱化。因此,国有企业改革也是我国经济体制改革的重要环节。本文从委托代理的视角分析国有企业激励和约束的内容,旨在为国有企业改革后更好的发展近一点绵薄之力。 Since the reform and opening up, significant progress has been made in the reform and development of state-owned enterprises. As a whole, it has merged with the market economy and the quality and efficiency of operation have been obviously improved. However, we must also see that there are still some outstanding contradictions and problems that are urgently needed to be resolved in state-owned enterprises. Some enterprises have not really established themselves as market players. The modern enterprise system is still not perfect and the efficiency of state-owned capital operation needs to be further improved. Some enterprises, The party’s responsibility is not fulfilled and its role is weakened. Therefore, the reform of state-owned enterprises is also an important part of China’s economic restructuring. This article analyzes the contents of the incentive and restraint of state-owned enterprises from the perspective of principal-agent, aiming at a little help for the better development of state-owned enterprises after the reform.