The constitution protects the right to work. However, the government may intervene professional market in many ways through coercive power. Occupational licensure is one of the most important one among them, because it brings about enormous influences both positively and negatively on the market. The market failure theory based on traditional welfare economics seems to be incomplete in explaining the occurrence of occupational licensure. Thus, this article reconstructs a theoretical model for occupational licensure based on the concept of interest group theory. In political process where interest groups seek the product of regulation, each group takes its optimal action according to cost-benefit considerations. The interactions between demand side and supply side of regulation determine the equilibrium condition. Differing from earlier studies, this article applies the concept of transaction cost and takes into account the public interest of the supply side under regulation, constructing a more powerful theoretical model. Moreover, this article applies this model to the case of conveyancer and shows how it works well and gives the important implications