Court injunction stalls tougher delisting rules, cools small-cap M&A


Illustration = ChatGPT
Illustration = ChatGPT

This article was displayed on the ChosunBiz MoneyMove (MM) site at 4:16 p.m. on Nov. 10, 2026.

A court’s decision to grant an injunction halting the government’s plan to tighten delisting criteria has put the brakes on the once-busy small-cap mergers and acquisitions (M&A) market that had been active since early this year. As the KOSDAQ market-capitalization delisting threshold was raised to 20 billion won, more largest shareholders of low-cap listed companies that had moved to sell control are now pulling their deals or reconsidering talks. With mass delistings no longer imminent, there is less need to rush sales.

According to the capital markets industry on the 10th, some small-cap listed companies that had been seeking to sell control since the first half of the year have recently withdrawn sales or are reexamining existing negotiations. With more time to avoid delisting, they are trying to hand over control on better terms.

A leading example is Company A, an IT and AI services firm. Its control had been on the market since the first half of this year. Although its current market cap is under 10 billion won, the company has little debt and is part of a mid-sized corporate group, drawing interest from multiple prospective buyers. The largest shareholder side had actively pushed a sale but has recently turned cautious.

A Company A official said, “With a grace period for delisting now in place, we plan to scrutinize buyers’ qualifications more carefully,” adding, “We do not intend to rush a sale as we look for a stronger buyer.”

Manufacturer Company B recently scrapped its plan to sell control altogether. B is set to be designated for administrative watch, as it fails to meet both the market-cap and 1,000 won share-price thresholds. It had planned to close the sale before the designation, but it has now taken the deal off the market. The move is seen as driven by the view that if this year’s results improve, a share-price rebound could help it avoid delisting criteria.

Behind this shift is a recent court decision granting an injunction to suspend the effect of delistings. The KOSDAQ-listed KM Pharmaceutical(225430) filed for an injunction in September to suspend the Korea Exchange (KRX)’s delisting decision. In October, the court accepted KM Pharmaceutical’s request, finding that companies were not given sufficient opportunity to submit opinions and respond during the process of raising the market-cap threshold. Since then, the Korea Exchange (KRX) has not proceeded with delisting procedures under the raised criteria.

With the court’s decision giving dozens of companies facing imminent delisting more time, the balance of power in M&A talks is shifting. When delisting loomed, bidders held the upper hand on price, but as the pressure eased, largest shareholders now have room to revisit sale terms. The trend is especially pronounced among so-called shell companies that have not produced clear results in their core businesses.

An adviser who brokers KOSDAQ M&A deals said, “In the first half of this year, a flood of assets created a buyer’s market, but recently some cases have flipped to a seller’s market,” adding, “More sellers are halting ongoing talks or asking bidders to change terms to squeeze out a bit more on price, and as a result, the deal completion rate is trending down.”

Observers say the M&A market’s direction now hinges on how the government restarts its push to tighten delisting standards. An industry official said, “Lately, market sentiment has been shifting rapidly with government policy,” adding, “Depending on how delisting policy resumes, we expect the M&A landscape to change again.”

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