Meeting and beating analysts' forecast has received substantial attention, most of studies investigate two principles problems: the valuation and value relevance of meeting and tools used to achieve benchmarks. This research is different, we investigate whether internal corporate governance impacts on meeting and beating analysts' forecasts and consistently do it, we also examine if these attributes alleviate opportunistic behavior.This paper contributes to the growing literature on earnings benchmarks, it targets to be more specified than previous ones by considering governance attributes without an index. Using a logistic regression models, we document that 'small' institutional investors and incentive compensation incite managers to meet analysts' forecasts contrarily to debt and board activity. We find that consistently meeting is harder to realize and affected by governance attributes. Moreover, results indicate that stock options are associated with opportunistic managerial activities while institutional ownership temperate it.This study is important for investors who must be more attentive about financial signals like meeting analysts' forecasts that may be affected by opportunistic managerial behavior. Furthermore, findings indicate that regulation affect this tendency which reveal the importance of regulators in increasing the transparency of financial market.