OpenAI is reinstating Chief Executive Sam Altman to its board of directors, expressing “full confidence” in his leadership following an external investigation into the company’s recent turmoil.
The law firm WilmerHale was enlisted to examine the circumstances surrounding Altman’s abrupt dismissal in November, only for him to be rehired shortly thereafter. After months of investigation, it was determined that Altman’s removal stemmed from a breakdown in his relationship with the prior board, resulting in a loss of trust, OpenAI announced on Friday.
Additionally, OpenAI revealed the appointment of three women to its board of directors: Dr. Sue Desmond-Hellman, former CEO of the Bill & Melinda Gates Foundation; Nicole Seligman, former Sony general counsel; and Fidji Simo, CEO of Instacart. These actions signify OpenAI’s commitment to overcoming the internal conflicts that nearly jeopardized the company’s standing last year, garnering international attention.
Altman expressed relief that the investigation has concluded, remarking that he’s dismayed by individuals with ulterior motives leaking information to undermine the company or its mission, fostering internal discord. However, he acknowledged learning from the experience and apologized for a disagreement with a former board member, acknowledging that he could have handled the situation with more tact and sensitivity.
For over three months, OpenAI remained largely silent regarding the circumstances surrounding the dismissal of then-CEO Sam Altman on November 17. The announcement at that time cited Altman’s alleged lack of consistent candor in communications, which was purported to impede the board’s ability to fulfill its responsibilities. Consequently, Altman and the chairman, Greg Brockman, were both removed from the board, prompting Brockman to resign from his role as the company’s president.
Much of OpenAI’s internal conflicts have stemmed from its unique governance structure. Initially established as a nonprofit with a mission to develop AI for the betterment of humanity, it has since evolved into a rapidly expanding commercial enterprise, still overseen by a nonprofit board committed to its original mission.
The investigation concluded that the prior board’s actions were within its discretion. However, it also determined that Altman’s conduct did not warrant removal, according to OpenAI. The company affirmed that both Altman and Brockman were deemed suitable leaders for the organization.
Bret Taylor, the current chair of the board, informed reporters that the review highlighted a significant breakdown in trust between the prior board and Altman and Brockman. The board, acting in good faith, believed its actions would address perceived challenges, although it did not anticipate the ensuing instability.
Following Altman’s sudden departure, he and his supporters, backed by the majority of OpenAI’s workforce and Microsoft, orchestrated a return that reinstated Altman and Brockman to their executive positions and led to the removal of board members Tasha McCauley, Helen Toner, and Ilya Sutskever (though Sutskever retained his role as chief scientist).
However, Altman and Brockman did not immediately regain their board seats. Instead, an interim board comprising three men was established, with Bret Taylor, Larry Summers, and Adam D’Angelo, the only member from the previous board to retain his position, assuming leadership roles.
Both Quora and Taylor’s new startup, Sierra, utilize their own AI chatbots that rely partially on OpenAI technology.
After enlisting the law firm in December, OpenAI disclosed that WilmerHale conducted numerous interviews with the company’s former board, current executives, advisors, and other relevant witnesses. Additionally, the law firm reviewed thousands of documents and corporate actions.
The board also announced plans to implement “improvements” to the company’s governance structure. These include adopting new corporate governance guidelines, enhancing policies regarding conflicts of interest, establishing a whistleblower hotline for anonymous reporting by employees and contractors, and forming additional board committees.
Despite these efforts, OpenAI faces ongoing challenges, including a lawsuit filed by billionaire Elon Musk, a key early backer and former co-chair of its board. Musk alleges that the company is deviating from its original mission in favor of profit-driven motives.
Legal experts have raised doubts about the viability of Musk’s claims, which center on an alleged breach of contract. However, the lawsuit has shed light on the company’s internal conflicts regarding its governance structure, transparency about its research, and the pursuit of artificial general intelligence (AGI), which refers to AI systems capable of performing tasks on par with or surpassing human abilities.