Microsoft is getting a voice on the revamped OpenAI board as a non-voting observer, according to a memo sent to OpenAI employees on Wednesday.
The change may help prevent Microsoft, a major OpenAI investor, from being left out of the company’s consequential decision-making — such as the ouster of Sam Altman earlier this month.
Less than a week after Altman’s dismissal, and following pressure from OpenAI employees threatening to leave, OpenAI announced on Nov. 21 that Altman would return as CEO, under a newly formulated board.
The new board consists of former Salesforce CEO Bret Taylor — who is now chairman — along with former Treasury secretary Larry Summers and Quora CEO Adam D’Angelo, who was on the old board.
Three other former members — including Ilya Sutskever, OpenAI’s co-founder and chief scientist — are no longer on the board.
It’s not clear who from Microsoft will be on the new board. We’ve reached out to the company and will update if we hear back. A board observer seat won’t give the company an official vote for certain decisions but should provide more visibility into what’s going on at OpenAI.
In the memo, Microsoft leadership got a shoutout from Altman for being “incredible partners throughout this, with exactly the right priorities all the way through.”
“They’ve had our backs and were ready to welcome all of us if we couldn’t achieve our primary goal,” Altman wrote. “We clearly made the right choice to partner with Microsoft and I’m excited that our new board will include them as a non-voting observer. Thank you.”
The drama earlier this month spotlighted OpenAI’s unusual corporate structure, with a non-profit board overseeing a capped-profit company (the entity Altman leads and Microsoft invests in).
It also demonstrated Microsoft’s tenuous control over the situation despite pouring more than $10 billion into the company.
The memo notes that OpenAI will change its governance structure but didn’t detail how exactly that will pan out.
“We will enhance the governance structure of OpenAI so that all stakeholders — users, customers, employees, partners, and community members — can trust that OpenAI will continue to thrive,” Taylor wrote in his own memo.
After Altman was let go, for a moment it appeared that he — along with former chairman Greg Brockman and others from OpenAI — were joining Microsoft to form a new advanced AI research team.
When reports then emerged that Altman may return as CEO, Microsoft CEO Satya Nadella said the company wasn’t opposed to that, with changes to the board, including provisions to keep Microsoft from being surprised in the manner it was, learning of Altman’s ouster minutes before the rest of the world.
“One thing, I’ll be very, very clear, is we’re never going to get back into a situation where we get surprised like this, ever again. … That’s done,” Nadella said on a joint episode of the Pivot and On with Kara Swisher podcasts this month.
Brockman, who quit after Altman was initially fired, is also back at the company, along with CTO Mira Murati, who was named interim CEO by the old board after it booted Altman.
Altman said Wednesday that there were “real misunderstandings between me and members of the board,” but it’s still unclear exactly what those misunderstandings were.
“For my part, it is incredibly important to learn from this experience and apply those learnings as we move forward as a company,” Altman said on X. “I welcome the board’s independent review of all recent events.”
