【摘要】 《农村集体经济组织法》将农村集体经济组织出资参与设立专业合作社，作为以集体经营性财产参股发展新型农村集体经济的重要途径之一。农村集体经济组织参股设立专业合作社，既可克服前者不具有完全市场主体地位的不足，又能促进两者扬长避短、优势互补，并凸显相对于参股设立公司而言的比较优势，但应当遵循《农民专业合作社法》规定的成员惠顾、按惠顾返还为主分配盈余、以一人一票为主的民主表决等核心制度。农村集体经济组织以土地经营权、集体经营性建设用地使用权、财政资金等经营性财产参股设立专业合作社，经由参股兼具“出租+出资”或“出借+出资”双重属性的阐释，不仅可以满足成员惠顾专业合作社的法定要求，而且能够符合专业合作社惠顾返还为主的盈余分配方式。引导更多农村集体经济组织成员与其所在农村集体经济组织共同参股，在决议专业合作社盈余分配方案等方面既能遵循民主管理原则，又可以优化农村集体经济组织在专业合作社中表决目标的实现。更多还原

【Abstract】 Chinese Rural Collective Economic Organizations Law takes the participation in the establishment of professional cooperatives by rural collective economic organizations through investment as one of the vital pathways to develop the new-type rural collective economy by contributing collective operating assets as equity. The establishment of professional cooperatives through equity participation by rural collective economic organizations may not only overcome the shortcoming that the latter does not enjoy the complete status of a market actor, but also enable both of them to leverage their strengths while mitigating weaknesses, fostering a synergy of complementary advantages, and highlights comparative advantages over the establishment of corporations through equity participation, however it is imperative to abide by core systems set forth in Chinese Farmers’ Professional Cooperatives Law such as member patronage, surplus distribution primarily based on patronage rebates, and democratic decision-making primarily based on the "one person, one vote" principle. The establishment of professional cooperatives by rural collective economic organizations through contributing operating assets such as land management rights, usage rights for collective management-natured construction land, and fiscal funds as equity, by means of interpreting equity participation as holding a dual nature of "lease + investment" or "lending + investment", may not only satisfy the statutory requirement for members to patronize the professional cooperatives but also align with the surplus distribution model for professional cooperatives which is primarily based on patronage rebates. By guiding more members of rural collective economic organizations to jointly contribute equity alongside their respective organizations, in terms of making resolutions such as the surplus distribution plan in professional cooperatives, it is able to both adhere to the principles of democratic management and optimize the achievement of the collective organizations’ voting objectives within the professional cooperatives.更多还原