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Sam Altman marked his formal return as CEO of OpenAI today in a company memo that confirmed changes to the company’s board, including a new nonvoting seat for the startup’s primary investor, Microsoft.
In a memo sent to staff and shared on OpenAI’s blog, Altman painted the chaos of the past two weeks, triggered by the board’s loss of trust in their CEO, during which almost the entire staff of the company threatened to quit, as a testament to the startup’s resilience rather than a sign of instability.
“You stood firm for each other, this company, and our mission,” Altman wrote. “One of the most important things for the team that builds [artificial general intelligence] safely is the ability to handle stressful and uncertain situations, and maintain good judgment throughout. Top marks.”
Altman was ousted on November 17. The company’s nonprofit board of directors said that a deliberative review had concluded that Altman “was not consistently candid in his communications with the board.” Under OpenAI’s unusual structure, the board’s duty was to the project’s original, nonprofit mission of developing AI that is beneficial to humanity, not the company’s business.
That board that ejected Altman included the company’s chief scientist, Ilya Sutskever, who later recanted and joined with staff who threatened to quit if Altman was not reinstated.
Altman said that there would be no hard feelings over that, although his note left questions over Sutskever’s future.
“I love and respect Ilya, I think he's a guiding light of the field and a gem of a human being. I harbor zero ill will towards him,” Altman wrote, adding, “We hope to continue our working relationship and are discussing how he can continue his work at OpenAI.” What was clear, however, was that Sutskever would not be returning to the board.
Altman’s note to staff confirmed that OpenAI’s new all-male board will consist of former Treasury secretary Larry Summers, Quora CEO Adam D'Angelo, and former Salesforce co-CEO Bret Taylor, with Taylor as chair. D’Angelo is the only remaining member of the previous board.
Previous board members Helen Toner, a director at CSET, a think tank, and Tasha McCauley, an entrepreneur, both resigned.
Speaking at the New York Times DealBook summit shortly before the announcement, OpenAI cofounder Elon Musk expressed concerns about Altman and questioned why Sutskever had voted to fire him. “Either it was a serious thing and we should know what it is, or it's not a serious thing and the board should resign,” Musk said. “I have mixed feelings about Sam, I do.”
In a post on X confirming her resignation, Toner stated that the decision to remove Altman was not about AI safety. “To be clear: our decision was about the board's ability to effectively supervise the company, which was our role and responsibility,” Toner wrote. “Though there has been speculation, we were not motivated by a desire to slow down OpenAI’s work.”
The New York Times previously reported that one reason for tension between Altman and the board was a research paper that Toner wrote criticizing the company’s approach to AI safety.
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Toner also noted that an investigation would be conducted as part of the agreement to bring Altman back. “Much has been written about the last week or two; much more will surely be said,” she wrote on X.
Microsoft's nonvoting seat on OpenAI's board comes after the cloud giant's CEO, Satya Nadella, expressed his disapproval for how Altman was removed from the AI developer. “We're never going to get back into a situation where we get surprised like this, ever again,” he said on a joint episode of the Pivot and On With Kara Swisher podcasts last week, as Altman tried to negotiate his return.
The 11-page bylaws established by OpenAI Inc. in January 2016 give board members the exclusive right to elect and remove fellow directors and also to determine the board’s size. They do not mention “observer” seats. But the board can establish advisory committees to which it can appoint both directors or nondirectors. Advisory committees can make recommendations, with the board retaining ultimate authority.
Microsoft's new oversight could provide it significant visibility into and influence over future board decisions at OpenAI. The company first invested in OpenAI in 2019, providing $1 billion, but after the launch of ChatGPT it expanded its commitment to $13 billion. Microsoft has integrated OpenAI's technology into its search engine Bing and the Copilot AI assistant being added to its productivity tools. Microsoft declined to comment on its new board seat.
Altman's memo said that OpenAI's immediate priorities would be filling out its board, continuing to deploy and improve its products, and advancing its research while “investing in our full-stack safety efforts.”
Additional reporting by Paresh Dave.
Updated 11-20-2023, 10:25 pm EST: This article was updated to reflect that Microsoft declined to comment.
Updated 11-29-2023, 9:10 pm EST: This article was updated with additional information on OpenAI's structure and Altman's memo.
