A basic model for financial incentive process reengineering was proposed in this article based on the capital structural theory.The conclusion is that:if there is no risk in the debt,the shareholder and manager will affect the in- centive process together by certain proportion;on the other hand,If the debt has risk,the creditor will participate in the financial incentive process directly.Although this incentive process is different to the traditional process possibly,the former is more effective obviously.