[Editorial] Coupang Chairman Bom Kim and the “Same Person” Designation Dispute

As May 1 approaches, the Fair Trade Commission is reviewing whether to designate Coupang founder Chairman Bom Suk Kim as the “same person” of a large business group. This prompts a reconsideration of whether the same-person designation system, which has long functioned as a chronic institutional flaw, is still suitable for the times.

If designated as the same person, the scope of relatives and affiliates is fixed, and various regulations such as bans on circular shareholding and unfair internal transactions apply, placing substantial legal responsibility on the founder. Chairman Kim has thus far avoided such designation by not holding shares in domestic affiliates.

Given Coupang’s governance structure, with U.S.-listed Coupang Inc. at the top, Coupang argues that such a designation is a “discriminatory measure” unrelated to the original purpose of the system, which is to prevent the improper diversion of private interests. The company points out that neither Chairman Kim nor his relatives hold shares in domestic affiliates or participate in their management, and that it faithfully complies with disclosure obligations required by U.S. securities authorities.

In fact, Coupang states that it satisfies all of the FTC’s exception requirements, including the four conditions that a natural person does not invest in domestic affiliates, relatives do not participate in management, and there are no financial or debt relationships with affiliates.

The current system of designating a natural person as the same person is a product of the 1980s and 1990s, when founding families exercised absolute control, and it does not fit today’s corporate ecosystem led by platform companies and global capital. The current designation method entrenches a premodern governance structure and imposes excessive legal and administrative responsibility on individuals regardless of their actual control. It is also criticized for infringing on corporate managerial autonomy because the scope of relatives subject to regulation does not reflect the realities of nuclear families and dispersed ownership, thereby sweeping in relatives with no real influence.

Moreover, the current framework is excessive and lacks legal justification because the standards for shareholding and control are unclear, while the same person is compelled to submit vast amounts of information on relatives and affiliates and faces criminal punishment for omissions. There is also concern that designating a particular individual as the same person on the basis of foreign nationality could create fairness issues vis-à-vis domestic companies.

To address these problems, the Center for Free Enterprise (CFE) has argued that the provision designating a natural person as the same person should be abolished, and that the scope of corporate groups should instead be determined around key companies such as a holding company or the top-level company of the group. It has also proposed narrowing the relatives subject to regulation to a spouse and direct ascendants and descendants, thereby excluding relatives without substantial economic interests, and establishing procedures under which only companies whose actual controlling relationship is confirmed are recognized as affiliates.

In addition, to avoid imposing excessive document-submission burdens on the same person, reporting requirements should be limited to materials already in their possession, and violations of submission obligations should be mitigated to administrative sanctions such as fines, thereby improving the proportionality and effectiveness of regulation. Through such institutional reform, the same-person-centered regulatory framework should be converted into one centered on key corporate entities, while also resolving issues of fairness and proportionality in regulation.

From this perspective, the FTC’s attempt to designate Chairman Bom Suk Kim as the same person may be seen as trying to force a global platform company into the old regulatory framework designed for traditional conglomerates, without sufficiently considering the intent of the system and the limitations of the current legal structure.

Considering the fact that Coupang satisfies all the exception requirements, concerns from the U.S. side that failure to guarantee Chairman Kim’s legal security could adversely affect Korea-U.S. relations, and even the FTC’s own internal recognition that same-person designation alone lacks sufficient provisions to sanction the diversion of private interests, regulation through designating a specific individual appears to have limited effectiveness while carrying a significant risk of side effects such as diplomatic friction and reduced investment.

Therefore, rather than using the same-person designation system as a means of regulating individuals, the FTC should fundamentally reexamine and rationalize outdated fair trade policy in line with changing times.

2026. 4. 27.

Center for Free Enterprise (CFE)

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Original title: [논평] 쿠팡 김범석 의장, 동일인 지정 논란: 시대에 뒤떨어진 동일인 규제, 합리화 최우선 대상 중 하나

Author: Center for Free Enterprise (CFE)

Date: 2026-04-27

Source: https://www.cfe.org/bbs/bbsDetail.php?cid=comment&pn=1&idx=28836