Designing and implementing any institution, like a governance organization or a marketplace, has a cost.
This is especially true if the institution is intended to solve a problem. It is a difficult, time-consuming and conflict-inciting effort to build such an institution, especially since conceptual models differ radically from reality and participants in the model are people who are complex individuals.
This is different from Transaction costs of the market. Those are running costs whereas this is about an initial cost. An ideal market would have neither.