Japan’s largest Bitcoin holder Metaplanet wins approval to issue dividend-paying shares to foreign investors

Shareholders of Metaplanet, Japan’s largest corporate Bitcoin holder, have approved a sweeping capital restructuring that allows the company to issue dividend-paying preferred shares to overseas institutional investors.

The Monday vote marks a strategic shift for the firm, which holds 30,823 BTC worth approximately $2.75 billion, as it seeks to attract traditional finance capital through income-generating securities backed by its Bitcoin treasury.

Shareholder approval reshapes capital strategy

At the center of the overhaul is a set of five shareholder-approved proposals that collectively expand Metaplanet’s authority to issue preferred shares, adjust dividend mechanics, and attract non-Japanese institutional capital.

The measures were approved at a time when Metaplanet holds about 30,823 Bitcoin, valued at roughly $2.75 billion, according to Bitcoin Treasuries, making it the largest corporate Bitcoin holder in Asia and the fourth-largest globally.

“Investors approved five proposals that collectively expand Metaplanet’s ability to issue preferred shares, introduce new dividend mechanics and open participation to overseas institutional capital,” — Dylan LeClair, Bitcoin Strategy Director, Metaplanet.

The approved changes include reclassifying capital reserves to enable preferred share dividends and potential buybacks, as well as doubling the authorized number of both Class A and Class B preferred shares.

Together, these steps mark a departure from a growth-through-dilution model toward a more conventional capital markets structure, where equity income products sit alongside a Bitcoin-heavy treasury.

For crypto investors and policymakers, Metaplanet dividend-paying shares illustrate how public companies are experimenting with hybrid structures that blend digital asset exposure with familiar financial instruments.

Preferred shares designed for predictable income

A defining feature of the new structure is the redesign of Metaplanet’s preferred equity to meet institutional demand for predictable returns. The company amended its Class A preferred shares to include a monthly, floating-rate dividend mechanism known as the “Metaplanet Adjustable Rate Security.”

This structure allows investors to receive regular income without direct Bitcoin yield, effectively packaging exposure to Metaplanet’s Bitcoin holdings in a format more aligned with pension funds, insurers, and asset managers.

Class B preferred shares were also modified to include quarterly dividends, a 10-year issuer call option at 130% of face value, and an investor put option if a qualifying initial public offering tied to the security does not occur within one year.

“These features mirror protections commonly seen in private credit and structured equity markets,” — Dylan LeClair, Bitcoin Strategy Director, Metaplanet.

By embedding downside protections and exit options, Metaplanet dividend-paying shares aim to reduce volatility concerns that often deter conservative capital from Bitcoin-linked investments.

Overseas institutions and Bitcoin exposure

Another pivotal outcome of the vote is the explicit approval to issue Class B preferred shares to international institutional investors. This move broadens access beyond Japan’s domestic market and positions Metaplanet as a gateway for global capital seeking indirect Bitcoin exposure.

Rather than holding spot Bitcoin or investing in volatile common stock, overseas institutions can now access Metaplanet dividend-paying shares that offer income, structural safeguards, and exposure to a corporate Bitcoin treasury.

For regulators and policymakers, this approach highlights how companies are adapting Bitcoin strategies to comply with local capital rules while still appealing to global investors.

The strategy also underscores a broader trend: non-U.S. firms are increasingly tailoring Bitcoin treasury models to their regulatory environments, rather than replicating American counterparts wholesale.

Expanding beyond Japan’s markets

Metaplanet’s ambitions extend beyond preferred equity. The company is among the most closely watched Bitcoin-focused public firms in Asia, often compared with U.S.-based corporate Bitcoin treasury pioneers despite operating under Japan’s distinct regulatory framework.

Last week, Metaplanet announced plans to begin trading in the United States via American Depositary Receipts on the over-the-counter market. The move follows the earlier establishment of a Miami-based subsidiary and reinforces the company’s intent to tap international investor pools.

As Metaplanet dividend-paying shares become available to overseas institutions, the company’s evolving structure may serve as a test case for how Bitcoin-heavy balance sheets can coexist with income-generating securities.

For crypto investors, the development offers a new lens on risk-adjusted exposure. For policymakers, it raises questions about cross-border capital flows, disclosure standards, and the growing intersection of traditional finance with digital assets.