The "founder-centered exchange governance structure" is gaining traction, and the coin market is facing ripples ahead of M&A and IPOs.

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The industry is reeling from news that financial authorities are considering limiting the ownership of major shareholders in domestic cryptocurrency exchanges to 15-20%. If this regulation becomes reality, it would inevitably alter the company's founder-centered governance structure and potentially hinder key business plans, such as mergers and acquisitions (M&A) and initial public offerings (IPOs).

According to financial circles on the 31st, as financial authorities proposed a plan to limit the ownership distribution standards of major shareholders of virtual currency exchanges, the governance structure of exchanges has emerged as a variable in the market reorganization.

Dunamu, which operates Upbit, is majority-owned by Chairman Song Chi-hyung, with a 25.52% stake. Bithumb's largest shareholder is Bithumb Holdings (73.56%), controlled by former Chairman Lee Jung-hoon. Coinone also holds a 53.44% stake, with Chairman Cha Myung-hoon as the largest shareholder. NXC (53.44%) and Binance (67.45%) are the largest shareholders of Korbit and GOPAX, respectively, following previous M&A deals, but their stakes exceed 20%. Park Sang-jin, a senior foreign attorney at SL Partners, explained, "There is a possibility that the authorities will impose a 5-10 year grace period, requiring major shareholders to reduce their stakes to 15-20%. Failure to comply with these regulations could result in business suspension."

What's crucial is that the restrictions on major shareholders' ownership could put the brakes on the recent acceleration of the exchange restructuring. Dunamu is currently in the process of incorporating itself as a subsidiary of Naver through a comprehensive stock swap with Naver Financial. The merger is expected to create a mega-fintech company with a market capitalization of around 20 trillion won. An industry insider noted, "The stock swap structure itself may need to be redesigned," adding, "Even after the merger, the dispersion of ownership could hinder the momentum for new business initiatives."

Mirae Asset Group's acquisition of Korbit has also become increasingly uncertain. Mirae Asset recently signed a memorandum of understanding (MOU) with Korbit's majority shareholder, NXC, to acquire a majority stake in SK Planet. Another industry insider said, "If we invest over 100 billion won and still fail to secure management rights, the acquisition will effectively lose its appeal. This will impact several deals currently being made amidst the expanding market."

Market reactions are mixed. A law firm official, who requested anonymity, said, "The discussion on limiting major shareholder ownership is a good opportunity to discuss the quasi-public nature of cryptocurrency exchanges in Korea."

Exchanges are fiercely opposing this. In particular, concerns are growing that if excessive ownership regulations are applied only to domestic operators, foreign operators exploiting regulatory gaps could accelerate their entry into the domestic market. This means that while capital injections by responsible major shareholders could be discouraged, the competitiveness of domestic exchanges could weaken, while the influence of foreign capital could actually increase. A cryptocurrency exchange official pointed out, "If shares are split and responsible major shareholders disappear, responsibility in the event of an accident could become unclear. This could result in both stifling capital inflows and innovation."

Some argue that restricting voting rights is a better option than regulating share ownership. A cryptocurrency exchange official stated, "Direct government intervention in ownership structures is excessive regulation," adding, "Regulating the behavior of major shareholders alone can sufficiently curb abuse of control." Professor Hwang Seok-jin of Dongguk University's Graduate School of Information Security also agreed, saying, "Rather than forcibly restructuring ownership structures immediately, a phased approach, such as restricting voting rights or regulating behavior, may be more realistic."

Financial authorities maintain that a final plan has not yet been finalized. A financial authority official emphasized, "The final plan, including the equity ratio restrictions, has not been finalized."


Reporters Park Min-joo and Do Ye-ri
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Disclaimer: The content above is only the author's opinion which does not represent any position of Followin, and is not intended as, and shall not be understood or construed as, investment advice from Followin.
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