Elon Musk recently attempted to take a junk takeover of OpenI that was rejected CEO of Sam Altman and the non -profit board Openii.
Now CHATGPT creator is supposed to make sure that any future coup from the richest man in the world – or another investor – will not be successful.
According to the Financial Times reportThe discussed changes would provide existing non -profit non -profit rights to OpenIa non -profit organizations, allowing them to keep power over Openai, although the restructuring of the artificial intelligence organization known as a public benefit company.
By concentrating such power in the non -profit organization Openiai, AI UPSTART could refute Muska's argument that he moved away from the original charity mission. This could also allow members of the Board of Directors to potentially suppress other profitable supporters such as Microsoft (Msft) or softbank.
Sam Altman, co -founder and CEO of OpenI. Reuters/Axel Schmidt/File Photo ·Reuters / Reuters
All this will take some maneuvering of the members of the Board of Openai and Altman, all of whom are the defendants in the trial from Musk, who is trying to block OpenI in the transfer of profitable business.
“There are strategic decisions that can be made to protect the non -profit organization from enemy takeover or take over,” wrote non -profit expert Ellis Carter Charity lawyer Blog. But to make the non -profit organization “truly unprecedented,” Carter explained, must be done carefully.
Because non -profit corporations have no shares and no formal ownership, she added: “The proposal of administration is critical.”
In the meantime, the Openai Board is entitled to reflect acquisitions, because as a non -profit organization has no shareholders and no voting members. But the University of California, Professor of Los Angeles law Rose Chan Loui Openai seems to focus on fortifications against enemy takeover, which could come after the transfer of a subsidiary of profit to society for public benefit.
Chan Loui suspects that Openai would give his members a special class of voting shares in a restructured profitable company with rights better than other shares owners. At least she said that their voices could suppress any movements of taking private investors, including the largest investor Openi, Microsoft.
In addition, she said it wasn't clear how specific voting rights could be. For example, they could be limited to rejecting attempts to take over or as wide as the general rights that are currently held by the non -profit board.
“We need more details,” Chan Loui said.
Openi did not respond to the request for clarification.
Microsoft Satya Nadella, the right and CEO of Openai Sam Altman, on the left in 2023 at the Open Devday conference. (Justin Sullivan/Getty Images) ·Justin Sullivan through Getty Images
Right now, investors as Microsoft are not holders of capital in OpenI, but instead hold limited profitable interest in the profitable subsidiary OpenIi. Once Openi is profitable, Microsoft is entitled to 75% of profits until it reaches its main investment of $ 13 billion. Another 25% of profits go to employees and early investors, up to specified profitable ceilings.
Once Microsoft's director is repaid, he is entitled to 50% of profits until he has a profit of $ 92 billion.
Oncey said He wants to convert his non -profit parent to Delaware Public Benefit Corporation (PBC), which would issue ordinary shares.
Theoretically, PBC could offer property interests to new investors and potentially transfer limited interests of investors' profits to property interests.
Chan Loui said that special voting rights could be designed to act as Poison This would allow the Board of Directors and existing shareholders – except for any activist investor – to purchase additional shares for a significant discount.
Openai is not entirely vaccinated from external offers, despite the strength of the advice. Legally, the Board of Directors is entrusted with the execution of its mission “to ensure that artificial general intelligence benefits all mankind”. And on its website, it says that it could mean the inclusion of its resources as a similarly oriented project.
“If the project aligned with the value, approaches Agi before we do, we will commit to stop competing and start helping this project,” Charter Charter Charter Charter states.
Elon Musk after a meeting with Indian Prime Minister Narendra Modi in Washington, DC, 13 February. ·Reuters / Reuters
Under the law of Delaware, where Openai is registered, the non -profit council is obliged to seriously review the acquisition offers and explain the reasons for their rejection.
Charity organizations are usually not focused on enemy takeover, especially not the type that Musk meant – the unsolicited offer of $ 97.4 billion for an estimated $ 157 billion in intellectual property and other assets.
Instead, non -profit organizations are more likely to face internal struggle with power such as offensive In the environmental group Sierra Club, he founded immigration defenders in 2003.
In fact, non -profit organizations may protect against the acceptance of members by allocating special voting rights to members of the board if the rights observe the laws of the state where the organization is an organization, non -profit lawyer Frank Devito he wrote In the post on the blog.
Musk and Altman originally founded Openai in 2015 as a non -profit organization, but Musk separated from AI from AI to disagreements about how to move forward with the company and finally established a competing company AI called XAI.
Muska's court, which seeks to prevent Openai to convert into a profitable corporate centers around the initial gifts of Musk in the amount of $ 45 million to finance startup, which he claims to be dependent on OpenAi, which remained a non -profit organization.
Openai said he must convert to a profitable structure to attract new capital.
The offer of MUSK to take over to $ 97 billion has fallen significantly below the current Openai asset award. The Japanese conglomerate SoftBank plans a new investment of $ 40 billion that would place the value of Openai anywhere from $260 billion to the $300 billionaccording to various media messages.
Altman published his refusal in the X post, the social media platform formerly known as Twitter, which Musk bought for $ 44 billion in 2022.
Altman wrote, “No, thank you, but if you want, we'll buy Twitter for $ 9.74 billion.”
Elon Musk and Sam Altman in 2015 (photo Michael Kovac/Getty Images for Vanity Fair) ·Michael Kovac via Getty Images
Openi also stated in a separate court document that the offer of Muska on Openii contrary to his claim in his current court proceedings should not be used for profit.
“Muskova's supposed takeover offer cannot be aligned with a charity claim for trust [he] He is proceeding with this court, ”he said.
The Openi Council officially rejected Muska 14 February. “Openi is not for sale, and the Board of Directors unanimously rejected Mr. Musk's last attempt to disturb his competition,” said Bret Taylor, chairman of OpenI, on behalf of the board on behalf of the Board of Directors.
