Governmental companies are created to carry out Government Enterprise Activities and More than half of their capital and shares belong to the government and for this reason, observing the rules and regulations and being careful in accounting matters is very important. the purpose of this research is explanation of legal and accounting problems in governmental companies by grounded theory approach. This research is practical and descriptive-developed (inventional) and case study that did in governmental companies in 2020-2021. The main research tool was interview and data was analyzed by grounded theory approach. Research society included 10 people of governmental companies’ experts. These companies included Oil and gas exploitation companies, gas purification companies, electricity Power generation companies, Regional Water companies, Regional electricity companies and industrial Estates companies. Common problem of these companies included Lack of Tax transparency, weakness of internal controls, Lack of attention to receivables and cost management. In addition, development sixth plan law did not Not observe in most companies.