Historically, most stock exchanges were non-profit organizations owned by their members. Over the past ten years, there has been a trend among stock exchanges to consider alternative governance structures to these traditional mutual or cooperative models. In most cases, the stock exchanges are transformed into a profit-seeking shareholder-owned enterprise, like stock exchange in Hong Kong, Singapore and Japan. The Japan Securities Exchange Law (JSEL) was enacted in 1997 and 2000. In 1997, Stock exchanges in the form of membership organizations can be merged. In 2000, Stock Exchanges will be allowed organizing in the form of shareholder-owned enterprise as well as in the form of membership organizations. This paper is to study the regulations of JSEL in 1997 and 2000 Amendment. It examines the development of Japan stock exchanges, and discusses the regulatory framework of Japan stock exchanges (self-regulatory organization), Corporate Governance, self-listing, limits on share ownership, the measures for public interest, and supervision after establishment of Stock Exchange, Inc. Finally, it compares the difference between Japan and R.O.C. (Taiwan) Securities Exchange Law. The conclusions of this paper are as follows: Ⅰ Niigata Stock exchange was merged with Tokyo Stock Exchange in March 2000. Nov.1.2001, Tokyo Stock Exchange, Inc. was established after demutualization of TSE. Tokyo Stock Exchange can self-list, but the capital is only 11.4 billion Japanese Yen. Ⅱ Self-listing, limits on share ownership are regulated in 2000 JSEL, but Corporate Governace, stock -repurchases of Stock Exchange is very important, which are regulated in Japan Commercial Code. Ⅲ The public interest require some mechanism to address these concerns, such as by imposing limits on share ownership, requiring prior regulatory approval for ownership above a threshold percentage or giving a veto right to the regulator. Ⅳ For public interest, the disclosures of Taiwan Stock Exchange are very important. Banking holding Company may control Taiwan Stock Exchange, and it is not regulated in Taiwan Securities Exchange Law.