Rich by Coin

South Korea’s Financial Services Commission (FSC) has proposed limiting major shareholders of cryptocurrency exchanges to 15-20% ownership stakes, a regulatory move that would force the founders and controlling shareholders of Korea’s top five exchanges to divest substantial portions of their holdings. The regulation would directly affect pending mega-deals, including Naver-Dunamu’s merger and Mirae Asset’s planned acquisition of Korbit. Unlike regional peers that target new entrants, Korea’s retroactive approach forcing existing exchange founders to divest is unprecedented. Under the proposed Digital Asset Basic Act, the FSC aims to transform crypto exchanges from founder-controlled private enterprises into quasi-public infrastructure, similar to Alternative Trading Systems (ATS) under Korea’s Capital Markets Act.

The impact would be immediate and far-reaching, signaling a shift from the current registration system to a full-licensing regime with fitness reviews for major shareholders—a level of scrutiny previously reserved for traditional financial institutions. Two of the most significant corporate developments in Korea’s crypto sector now face major complications. Naver’s planned merger with Dunamu, valued at approximately 20 trillion won ($14 billion), is directly affected, since the current structure—where Naver Pay would hold 100% of Dunamu— is incompatible with the caps. Similarly, Mirae Asset’s acquisition of Korbit, for which a memorandum of understanding was signed with major shareholders NXC and SK Planet, faces an uncertain path forward.

Industry observers note that investing over 100 billion won without securing management control undermines the strategic rationale for the deals. The proposal also seeks to ease Korea’s century-old separation between traditional finance and virtual assets, an unwritten rule since 2017 that bars banks, insurers, and other financial institutions from investing in or partnering with crypto firms. The FSC now appears to recognize that achieving ownership dispersion while maintaining market stability may require participation from established financial institutions, potentially opening the door for securities firms and asset managers to take stakes and accelerate STO and real-world asset (RWA) tokenization. Exchange operators have criticized the plan, warning that forced dispersion could undermine governance.