A group of experts, including former OpenAI employees, has expressed strong concerns regarding the company’s recent shift from its nonprofit foundation. In an open letter directed at the Attorneys General of California and Delaware, this coalition—which includes legal experts, corporate governance specialists, AI researchers, and nonprofit advocates—argues that the proposed changes severely undermine OpenAI’s original charitable mission. OpenAI’s core aim, as outlined in its Articles of Incorporation, is to ensure that artificial general intelligence (AGI) serves all of humanity rather than individual interests. The critics highlight that the planned restructuring, which involves converting the current for-profit subsidiary (OpenAI-profit) from a nonprofit entity (OpenAI-nonprofit) into a Delaware public benefit corporation (PBC), risks dismantling essential governance safeguards.
They believe this change will shift control of AGI development from a charity focused on societal benefit to a for-profit entity primarily accountable to shareholders. Co-founder Sam Altman has warned of the risks associated with AGI, including misuse and societal disruption, emphasizing the initial nonprofit structure was meant to mitigate such dangers. The open letter outlines several potential consequences of the restructuring. The formation of a PBC board could create a conflict between prioritizing the mission and shareholder interests.
Additionally, the direct public accountability currently enforced by Attorneys General might be lost, along with provisions ensuring capped profits for investors. Concerns are also raised about how ownership of AGI technologies might shift away from the nonprofit’s governance. In light of competitive pressures cited by OpenAI for this restructuring, the coalition argues that the original nonprofit model was designed to prioritize public benefit over financial gain. They call for intervention to preserve nonprofit control and ensure governance mechanisms that align with OpenAI’s charitable objectives.
The signatories warn that the proposed changes could ultimately divert both control and profits from what may be one of the most impactful technologies in human history to a profit-driven enterprise.