An active and passive dual-mode ROIC based on HgCdTe-APD in linear mode was designed. In passive mode, the intensity of optical signal was measured by integral capacitance, and in active mode, the photon time of flight (ToF) was marked by two-segment TDC. TDC used the low-segment digital counter shared by the array for rough counting, and the pixel-exclusive time-amplitude conversion circuit (TAC) circuit for fine measurement. Simultaneously, the time walk error was corrected by switching integral capacitance. Based on SMIC 0.18 μm CMOS process, the proposed 32×32 LM-APD array ROIC was designed and fabricated, and the operating temperature was 77 K. The simulation results show that the full well capacity of the circuit is 7.5 Me-. The ToF resolution is reduced to < 0.5 ns with a wide range of 3.2 μs. The differential non-linearity (DNL) is restricted to -0.15 LSB~0.15 LSB, and the integral non-linearity (INL) is -0.2 LSB~0.2 LSB. The power consumption is less than 180 mW under a frame rate of 4.5 kHz.