The paper comprehensively and systematically analyzes the theoretical foundation and acting mechanisms of the effect the characteristics of top management team have on the relationship between strategic change and firm value. The theoretical foundation includes upper-echelons theory, agency theory and eclectic theory and the acting mechanism includes the compositions, processes, structures, functions and the match between members and the task.This research indicates that different characteristics of top management team will produce several acting mechanisms on the corporate strategic change and its value. Meanwhile, the eclectic theory considers both the cognitive basis of top management team and their different positions in corporate governance structure, which will become a ideal choice for understanding the acting mechanisms and relational models among top management team’ characteristics, corporate strategic change and firm value.