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Repression and cooptation are not always feasible options for authoritarian rulers to deal with political challengers, especially in hybrid regimes where civil societies are relatively developed and where there are strong pushes for democratization. We argue that authoritarian rulers can pursue an alternative strategy of “crowding out” civil societies -- by creating a plethora of pro-regime mass organizations to draw in mass support and counteract pro-democracy forces. We contend that the proliferation of mass organizations is undergirded by a self-reinforcing mechanism that involves elites and political institutions: competition for seats in formal institutions incentivize elites to expand the regime’s organizational reach, and this downward force of societal penetration fosters elites’ upward mobility. Promoted elites are, in turn, better resourced to gear their mass organizations toward implementing state agenda. Using original elite biographical data and organizational network data, we test this mechanism in the semi-authoritarian regime of Hong Kong and show that elites with more mass organizational ties are more likely to be re-appointed to the Chinese People’s Political Consultative Conference (CPPCC), an important elite institution. We further use case studies to illustrate the impact of this mechanism by showing how mass organizations play an increasingly salient role in elections and contentious politics to project pro-regime voices and counteract pro-democracy forces. Our findings suggest that authoritarian institutions are important tools that incentivize elites to extend the regimes’ organizational reach and mobilize mass support against opposition threats. They also challenge the mainstream institutionalist explanations, which are mostly elite-centric, by emphasizing the importance of elite-mass nexus in underpinning authoritarian survival.