Addressing the practical paradox where high revenue-sharing ratios coexist with low commercialization efficiency in university patent transfers, this paper introduces a law and economics perspective to analyze the generation mechanism of transaction costs. The efficient commercialization of patents is highly dependent on the rational allocation of residual control rights, the transmission of effective quality signals, and the enhancement of contractual flexibility. Examining the current normative system, the empowerment reform has fallen into a dilemma where the delegation of residual claims is mismatched with control rights. Furthermore, the indicator-driven academic evaluation exacerbates the "market for lemons" effect in technology transactions, while compliance requirements rooted in the traditional logic of state-owned asset supervision constrain the flexibility of commercialization contracts. To solve the problem of idle university patents, it is urgent to implement systematic institutional reforms within a rule-of-law framework. First, the property-rights structure should be optimized to promote the substantive transfer of control rights and the separate management of scientific and technological achievements as distinct assets. Second, pre-evaluation and proof-of-concept (PoC) mechanisms should be established to improve the reliability of market information with objective quality signals. Third, a procedure-oriented safe harbor for due diligence should be created to alleviate the compliance-related risk aversion among administrators. Fourth, flexible pathways, including open patent licensing and capital contributions in the form of licensing rights, should be promoted to broaden commercialization channels. Only by streamlining the rights and responsibilities of all parties through these multidimensional rule-of-law approaches can the market-oriented allocation efficiency of university patents be genuinely enhanced.