The control premium is a premium paid for shares carrying the power to control a corporation.Its existence has been verified by economic positivism research.Generally a controlling block of shares by agreement can be transferred freely by the controlling shareholder,which may produce some negative effects on the benefits of non-controlling shareholders'.Fiduciary duties of the controlling shareholders and some limitations on transferring a controlling block of shares by agreement could be justified by the nature of the controlling shares and the control premium.The fiduciary duties should be specified as duties of investigation,disclosure and in general duty of loyalty in some situations.Breach of these duties will occur to legal responsibilities related to the belongings of control premium.Based on the fact that the control premium do exist,controlling shareholders of the listed company in China should be imposed on the specific forms of fiduciary duties when transferring a controlling block of shares by agreement.