Abstract: The development of real earnings management has become a stubborn disease in the capital market. Based on the BMA method, this paper studies the performance and governance of the real earnings management of the listed companies in 2008-2015, and explores the influence of macro and micro institutional factors on real earnings management. The results show that (1) in recent years, listed companies are more inclined to manage manipulation to smooth profits and whitewash statements, and the distribution of real earnings management is relatively low in the western regions and high in the Middle and East regions;(2)the solvency, executive compensation, accounting flexibility, profitability, the proportion of the largest shareholder, Tobin Q, the type of audit firm, the relative concentration of equity, capital occupation and the rule of law fully explain the real activities Manipulation of the role of performance; in the structure of ownership arrangements, the dividend has a significant effect on real earnings management, firm characteristics are key factors to affect the real earnings management, direct effect of governance structure on real earnings management needs to be effectively activated, external audit and supervision has a significant inhibitory effect on real earnings management, the differences of legal level play a significant impact (regulation) on internal governance factors utility. Internal factors are the fundamental reasons for the real earnings management from scratch, and external factors are their growth environment from small to large. Therefore, we need to build strict governance networks from all aspects of internal and external factors.

Key words: real earnings management, internal and external governance, Bayesian model average, rule of law level, regional differences