Dunamu, the parent company of Upbit, one of South Korea's largest trading platforms, has once again hit the pause button on its equity swap cooperation with Naver Financial, a subsidiary of Naver. According to public reports from The Block and others, the two parties initially planned for Naver Financial to issue approximately 87.56 million new shares, valuing Dunamu at about 15.13 trillion won, with a deadline for the transaction set for June 30 of this year. Earlier this year, there was a first postponement (the specific month of adjustment has not been fully verified with single-source information), and the latest announcement has directly pushed the second postponement to December 31, 2026. The official statement did not shy away from the reason: the ongoing Korean "Basic Law on Digital Assets" has been identified as a key uncertainty variable, with a controversial provision in the draft proposing a 20% shareholding cap for major shareholders of domestic crypto exchanges, which could reshape the equity structure of platforms like Upbit and possibly alter the risk weights and regulatory costs of this exchange transaction. The counterpart in the deal is no longer just an internet finance company, but an invisible third party—the yet-to-be-implemented foundational regulatory law, which makes the originally capital cooperation based around digital asset business and AI and blockchain synergy be forced to yield to legislative progress and text direction, with regulatory expectations starting to directly rewrite the timetable and rhythm of platform equity arrangements and large capital operations.
The Full Picture of the Second Postponement of the Large Equity Swap
This transaction was designed from the beginning as a typical "big company against big company" equity swap: Naver Financial would issue about 87.56 million new shares and exchange stocks with Dunamu at an estimated valuation of approximately 15.13 trillion won (about $99 billion), achieving a deep binding between internet finance and crypto asset platforms on paper. The initial public statements from both parties emphasized business cooperation—focusing on digital asset business and the long-term cooperative framework around AI and blockchain integration—hoping to leverage the technology and data advantages behind Upbit to connect with the payment and consumption networks in the Naver financial ecosystem, creating a new business line that can be extended within the regulatory framework rather than simply a financial investment or short-term stock price narrative.
The changes in the timeline reflect how this cooperation has been gradually "taken over" by legislative progress. In the initial announcement, the deadline for transaction completion was fixed at June 30 of this year, but earlier this year, the two sides quietly adjusted the timeline for the first time, extending this deadline—this was mainly mentioned by The Block and other single sources, with the specific adjustment month not fully verified. The latest joint announcement brought the regulatory variable to the forefront: Dunamu and Naver Financial announced that the transaction completion deadline would again be extended to December 31, 2026, and explicitly named the ongoing formulation of the "Basic Law on Digital Assets" as a key external variable that may influence the progress and even the final outcome of the transaction. In other words, this originally business cooperation-centered equity swap is now being redefined by official language as a transaction where “how the law is written determines whether it can proceed,” turning regulatory provisions from background assumptions into preconditions that determine the life and death of capital cooperation.
The 20% Shareholding Red Line: Upbit’s Equity Landscape May Be Rewritten
One of the core controversies in the draft of the "Basic Law on Digital Assets" is the attempt to draw a 20% shareholding red line for "major shareholders" of domestic crypto trading platforms. According to the draft's vision, as long as someone is identified as a major shareholder of an exchange, their equity proportion in that platform cannot exceed 20%, with regulators no longer tolerating a single shareholder maintaining excessive equity and control over licensed platforms. For Upbit, as an important crypto trading platform in Korea, and Dunamu, as its parent company and key shareholder, this red line is not an abstract provision but a constraint that will impact the specific equity table: the existing equity concentration will be directly included in regulatory assessment, and whether the identity and equity ratio of the actual controller of the platform comply with regulations will become a joint concern of regulators and the market.
In this context, the equity swap between Dunamu and Naver Financial is no longer just about business cooperation and valuation games, but a compliance strategy that may rewrite the equity landscape. Once the equity swap is completed, the shareholding structure and control pattern of both parties in their respective financial and technological business entities will change. Dunamu's position as a key shareholder of Upbit may also be redefined: if the 20% cap clause is officially implemented, Dunamu will either need to proactively adjust, split, and reorganize related shareholdings, or accept regulatory constraints that force a reduction in its shareholding ratio as a major shareholder. Any newly introduced shareholders or cross-shareholding arrangements through the swap will inevitably have to be recalculated under this red line, making this transaction itself a preliminary test of whether Upbit's equity structure can smoothly transition into the new regulatory era.
How Legislative Uncertainty Slows Down Mergers and Alliances
In the cooperation between Dunamu and Naver Financial, hitting the "pause button" itself is a compliance decision. Initially, they pushed back the planned June 30 deadline for the transaction, and then in the latest announcement, they extended the completion deadline to December 31, 2026, explicitly listing the ongoing "Basic Law on Digital Assets" as a key external variable that may alter the course and outcome of the transaction—this statement appeared in public reports like The Block, and while some timing details have not been cross-verified by multiple sources, it is enough to indicate that during a phase where the cap on major shareholders' equity ratio, license boundaries, and business classifications have not yet been finalized, any large-scale exchange related to Upbit's parent company is difficult to provide a definitive compliance cost calculation at the legal level. Delaying the completion date is intended to avoid discovering that the transaction structure “inherently does not meet” regulatory expectations when the new rules are implemented, potentially requiring immediate dismantling or restructuring.
For such cross-platform equity swaps, internal legal and external law firm compliance reviews are typically prerequisites, and South Korea’s ongoing enhancement of oversight on crypto exchanges and related fintech businesses means that legislative direction becomes a primary variable in the review report. While the "Basic Law on Digital Assets" remains in draft form and relevant details and transitional arrangements are unclear, the review cycle will be significantly extended, and boards and investment committees are more inclined to extend the time window until regulatory dust settles before deciding whether to proceed or adjust transaction terms. By directly marking the finish line at the end of 2026, Dunamu and Naver Financial have provided themselves with a long buffer period to align with the new regulations, recalculating the equity structure, while also embodying the realistic dilemmas faced by other potential mergers and capital collaborations in Korea's crypto industry: before the critical regulatory framework is implemented, major transactions prefer to hit the brakes and delay rather than boldly completing irreversible equity restructuring on an uncertain regulatory foundation.
The New Boundaries of Korean Crypto Licenses and Platform Equity Are Taking Shape
If the "Basic Law on Digital Assets" becomes the "foundation" for Korea’s crypto and digital asset sector, the "20% major shareholder shareholding cap" in the draft quietly reshapes a critical issue: who can, and who cannot, truly control a crypto platform. The regulations directly limit the concentration of control rights in the text, effectively bringing the equity structure that would have naturally evolved through the market and capital into the framework of prior approval—how much equity someone can amass no longer solely relies on negotiation and financing willingness but must first answer whether it crosses the regulatory red line against excessive concentration of control.
This line of thinking did not appear out of nowhere. In the traditional financial licensing arena, the major shareholder equity ratios of banks, securities, and other institutions have long been capped by regulators to disperse risks and prevent any single shareholder from establishing "absolute dominance" over key financial infrastructures. If South Korean crypto exchanges are integrated into a similar equity concentration management logic, future license approvals and equity adjustments will be bound together: any significant equity swaps, mergers, or the introduction of strategic investors must meet both business compliance and equity structure compliance thresholds. Dunamu and Naver Financial's second delay in the transaction, along with their public statement that the "Basic Law on Digital Assets" may impact outcomes, serves as a forward-looking self-restraint signal: before the new shareholding caps and control rules are finalized, major platforms and large internet financial institutions are attempting to use time to exchange for space, first clarifying the future linkage constraints between licenses and equity before deciding how much they are willing to be incorporated into this emerging regulatory boundary of "who can control crypto platforms."
Who Is Under Pressure: The Real Cost to Upbit, Naver, and Users
For Dunamu and Naver Financial, the second delay of the equity swap to the end of 2026 effectively sends their capital and strategic plans, which had already entered the execution phase, back to the "proposal evaluation" stage. Naver Financial initially planned to issue about 87.56 million new shares and conduct a stock swap with Dunamu at an estimated valuation of approximately 15.13 trillion won. This was designed to long-term bind the ecosystems of both sides and improve capital efficiency—resulting in a clearer control structure and more solid cooperative expectations, but now can only continue to exist as a "pending chip" hanging in the imagination of the balance sheet. The timeline for resource integration, product cooperation, and technological investment has been forced to be rearranged, meaning that both institutions must make assumptions regarding budget, talent allocation, and risk control architecture for the digital asset business based on an unresolved equity relationship, naturally reducing capital efficiency.
More detrimental is the delay in the realization of synergy. The original intention of the equity swap was to create tighter links in the business of integrating digital assets with AI and blockchain: on one side is Dunamu, the parent company of Upbit, which possesses local crypto trading data and user behavior, and on the other is Naver Financial, which controls the gateways for payments and wealth management in Korea. Theoretically, they could achieve deep integration in payment gateways, asset management tools, and even AI risk control and on-chain data services. The delay means these integrations will either remain at the experimental cooperation level or be entirely paused, as the industry could have accelerated the exploration of compliant new models through the combination of "internet financial giants + crypto platforms" but now finds the pace of innovation leaning towards “watchful advancement."
From the perspective of users and market participants, the real cost borne by this wait is also clear. Upbit users had reason to expect that after the platform formed an equity binding with large internet financial institutions, they might see more integrated designs in deposit and withdrawal experiences, account systems, wealth management products, and even co-branded services; similarly, Naver Financial's payment and wealth management users might encounter more compliant options related to digital assets within their familiar interfaces. The repeated delays of the equity swap imply that these types of services remain in a state of "imaginable but not necessarily launched," keeping the competitive landscape in a fragmented structure where traditional financial platforms and crypto platforms each fight their own battles. The market can only wait under an uncertain regulatory window to see whether both sides choose to continue dragging their feet until regulations are finalized for integration or embrace other partners to avoid disputes over shareholding limits.
Before the Implementation of Legislation: Uncertain Fates of Transactions and the Industry
The second delay of the equity swap is ultimately a collective defensive action against the unresolved "Basic Law on Digital Assets." The current completion deadline has been pushed to December 31, 2026, effectively offering a long observation period for legislation that has not yet officially been implemented and remains controversial: if the 20% shareholding limit is finalized as initially drafted, Dunamu and other crypto platform shareholders will have to reorganize their shareholdings and reconstruct control under the new red line, and this transaction may be forced to break down into more fragmented arrangements. Conversely, if the provisions are modified or the caps raised during the legislative phase, both sides could maneuver within the new regulatory framework to revise swap ratios and governance structures, allowing the original cooperation to progress under the amended framework. What is certain is that before the deadline of 2026, institutions occupying significant positions in the South Korean crypto market will continue to adjust their capital and business layouts around regulatory boundaries, mitigating uncertainties stemming from rule changes through delayed transactions, optimizing shareholdings, and rearranging product lines, thereby slowly reshaping the industry landscape into a new order of capital operations in this prolonged exploratory process.
Join our community, let's discuss and grow stronger together!
Exclusive Hyperliquid benefits for AiCoin: https://app.hyperliquid.xyz/join/AICOIN88
Exclusive Aster benefits for AiCoin: https://www.asterdex.com/zh-CN/referral/9C50e2
On-chain Telegram community: https://t.me/AiCoinWhaleData
On-chain community: https://www.aicoin.com/link/chat?cid=N6OVMor5g
AiCoin on-chain Twitter: https://x.com/aicoinwhaledata
免责声明：本文章仅代表作者个人观点，不代表本平台的立场和观点。本文章仅供信息分享，不构成对任何人的任何投资建议。用户与作者之间的任何争议，与本平台无关。如网页中刊载的文章或图片涉及侵权，请提供相关的权利证明和身份证明发送邮件到support@aicoin.com，本平台相关工作人员将会进行核查。
