Securities over-the-counter market is in the foundation position in the entire capital market system，is an integral part of the whole capital market. It cannot be ignored in training high quality enterprise，broading the financing channels for different development stage of market main body，leading to the development of regional economy and completing entire capital market system. More overseas typical over-the-counter market system construction experience of the countries，such as Britain，the United States，Germany，Japan and Taiwan area of our country，established a relatively perfect otc market，the greatest degree of meeting the needs of different market main body for money. In order to make the over-the-counter securities market get a better development in our country，in fully contrasting overseas typical over-the-counter market system construction to absorb the advanced experience. At the same time，we should establish the actual situation of the otc market in our country，gradually achieve perfect in market operation and system based on sound.