The present study seeks to find out the effects of characteristics including combined chairman-CEO roles, non-executive directors, board size, and change in the members of board director, type of their agency and presence of woman members in the board director on earnings management in listed companies on Tehran Stock Exchange during 2006-2009. In this research to determine discretionary accruals as earnings management indicator the Modified Jones Model has been applied. Research results show that when operating cash flows in reducing the presence of non-executives and changes in the members of board director (or their agencies) account for effective factor in reducing management level. Also, it seem that conditions which govern in Iran have caused as increase firm size the management will have greater incentives to increase earnings for providing better figure of its performance to shareholders and authorities despite western results of researches. Although in situations which auditor organizations have been responsible to audit financial statements of corporation the firm size have not a significant relationship with earnings management level.

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