From the global perspective，the main organizational forms of securities trading markets are membership and demutualization.The two forms have obvious differences on the investors，governance structures，incentive characteristics and the supervision.From the analysis，we find that the demutualization is the most successful system of market organization and has the best ability to adapt to the current market environment by far；but the membership is a commonly used form in particular stage.The formation of China’s capital market has experienced special process from small to large，and single to multiple.In this process，OTC market organization appears the characteristics of government-leading and state-dominated.In the future，the systerm of China’s OTC market will become more perfect and the market structure will follow the new trend of demutualization.