- Impact
- 1,176
On August 4th, a coalition of non-governmental organizations (NGOs) launched an open letter demanding greater transparency from OpenAI regarding its planned restructuring.
The letter, co-sponsored by Encode, The Midas Project, EyesOnOpenAI, and a coalition of California nonprofit, philanthropic, and labor organizations, has been signed by numerous prominent individuals and organizations, including four Nobel laureates.
The letter expresses deep concern that OpenAI may be undermining its nonprofit mission and prioritizing profit. The signatories include four Nobel laureates: Geoffrey Hinton, Professor Emeritus of the University of Toronto (Physics 2024), often called the "Godfather of AI"; Giorgio Parisi, Professor Emeritus of the University of Rome (Physics 2021); Oliver Hart, Professor Emeritus of Harvard University (Economics 2016); and Sheldon Lee Glashow, Professor Emeritus of Harvard and Boston University (Physics 1979). Other notable figures included Ethereum co-founder Vitalik Buterin; Audrey Tang, a researcher at the Oxford Institute for the Ethics of AI; Lawrence Lessig, a professor at Harvard Law School; Stuart Russell, a professor of computer science at the University of California, Berkeley, and founder of the Center for Human-Compatible AI; Sean Carroll, a professor of natural philosophy at Johns Hopkins University; Max Tegmark of MIT and the Future of Life Institute; and Don Norman, a professor emeritus at the University of California, San Diego. The open letter also includes several former OpenAI employees who have left the company: Daniel Kokotajlo (Executive Director of Future Projects from 2022 to 2024), Girish Sastry (2019 to 2024), Gretchen Krueger (Fellow at Harvardβs Berkman Klein Center from 2019 to 2024), Helen Toner (Director on the OpenAI Board from 2021 to 2023), Jacob Hilton (Executive Director of the Center for Alignment Studies from 2018 to 2023), Page Hedley (2017 to 2018), Rosie Campbell (2021 to 2024), Scott Aaronson (2022 to 2024), and Steven Adler (2020 to 2024).
The open letter stated that OpenAI's proposed transformation into a public benefit corporation could weaken safeguards such as profit caps and nonprofit oversight, potentially transferring significant value from the public to private investors.
OpenAI was originally a nonprofit organization with a mission to ensure that general artificial intelligence benefits all humanity. OpenAI's restructuring triggered a crisis of trust. In 2019, OpenAI established a for-profit subsidiary, creating a hybrid structure with safeguards such as nonprofit oversight, investor profit caps, a majority independent board of directors, and a mission-first approach to ensure its commercial operations are guided by its nonprofit mission.
Due to its unique founding background, legal obligations, and hybrid operating structure, OpenAI has a unique obligation of transparency to the public. The public has a right to understand its operational obligations, decision-making processes, and changes to its obligations during the restructuring process.
However, OpenAI has failed to meet its transparency obligations. For example, it quietly altered its core promise, capping its 100x investor return to a 20% annual growth rate starting in 2025. It also suppressed internal voices through strict confidentiality agreements, preventing insiders from raising public alarms. It broke its security commitments, failed to allocate computing resources to the security team as promised, concealed security vulnerabilities, and rushed security assessments.
There were also issues with missing security documentation, such as the delayed or missed release of key security assessments. The open letter states, "OpenAI's lack of transparency threatens to undermine its integrity. The recent restructuring plan further exacerbates this transparency issue."
OpenAI is attempting to transform its legal entity from a limited profit/nonprofit hybrid structure to a more traditional for-profit corporation, potentially undermining its legal obligation to prioritize the public interest. The entire process is being conducted behind closed doors. This move raises multiple crises: the scope of control of OpenAI's nonprofit board is unclear; the profit cap on investor returns could be lifted, even retroactively to existing investors; the governance structure and purpose of artificial general intelligence (AGI) remain unclear; continued compliance with OpenAI's charter and "cease and assist" commitment remains uncertain; the legal precedence of the nonprofit's mission is questionable; and the board's independence and incentives for existing investors remain undisclosed.
To this end, the Coalition raises eight key questions, demanding that OpenAI clarify whether it will continue to prioritize its philanthropic mission, maintain nonprofit control, and disclose its operating agreements and estimates of excess profits. OpenAI Detailed restructuring documents should be provided, clarifying how the nonprofit will retain control and prioritize its mission, and establishing regular, transparent reporting on governance decisions, safety protocols, and other issues. Pressure is growing to determine whether OpenAI's governance aligns with its public commitments.
The Coalition believes that, given the significant societal impact of AGI, the public has a right to understand how OpenAI's decisions will shape the future. This is crucial because the precedent it sets will impact the development of AI globally. Public accountability is meaningless if an organization that once served humanity operates in secrecy. OpenAI must demonstrate its commitment to transparency and safety and disclose the legal basis for its commitments and any changes.
To date, OpenAI has not publicly responded to these allegations and requests. The following is the full open letter: To OpenAI: As legitimate beneficiaries of OpenAI's charitable mission, we write to express our concern. OpenAI currently initiates and decides negotiations in closed conference rooms, striking deals on behalf of humanity without allowing us to see contracts, understand terms, or consent to decisions. At its founding, OpenAI pledged a legal obligation to ensure that AGI benefits the public.
This mission is enshrined in OpenAI's OpenAI's current structure includes important safeguards to ensure that the technology it develops serves humanity, not just profits. These include profit caps for investors, nonprofit governance of commercial operations, and a clear commitment to prioritize its philanthropic mission.
However, OpenAI's proposed restructuring appears to weaken or eliminate these protections, and the public deserves to know the details. We call on OpenAI to provide at least basic transparency about how this shift will affect its legal commitments to the public. Specifically, we request clear answers to the following questions: - Will OpenAI continue to prioritize its legal obligations to its philanthropic work?
The letter, co-sponsored by Encode, The Midas Project, EyesOnOpenAI, and a coalition of California nonprofit, philanthropic, and labor organizations, has been signed by numerous prominent individuals and organizations, including four Nobel laureates.
The letter expresses deep concern that OpenAI may be undermining its nonprofit mission and prioritizing profit. The signatories include four Nobel laureates: Geoffrey Hinton, Professor Emeritus of the University of Toronto (Physics 2024), often called the "Godfather of AI"; Giorgio Parisi, Professor Emeritus of the University of Rome (Physics 2021); Oliver Hart, Professor Emeritus of Harvard University (Economics 2016); and Sheldon Lee Glashow, Professor Emeritus of Harvard and Boston University (Physics 1979). Other notable figures included Ethereum co-founder Vitalik Buterin; Audrey Tang, a researcher at the Oxford Institute for the Ethics of AI; Lawrence Lessig, a professor at Harvard Law School; Stuart Russell, a professor of computer science at the University of California, Berkeley, and founder of the Center for Human-Compatible AI; Sean Carroll, a professor of natural philosophy at Johns Hopkins University; Max Tegmark of MIT and the Future of Life Institute; and Don Norman, a professor emeritus at the University of California, San Diego. The open letter also includes several former OpenAI employees who have left the company: Daniel Kokotajlo (Executive Director of Future Projects from 2022 to 2024), Girish Sastry (2019 to 2024), Gretchen Krueger (Fellow at Harvardβs Berkman Klein Center from 2019 to 2024), Helen Toner (Director on the OpenAI Board from 2021 to 2023), Jacob Hilton (Executive Director of the Center for Alignment Studies from 2018 to 2023), Page Hedley (2017 to 2018), Rosie Campbell (2021 to 2024), Scott Aaronson (2022 to 2024), and Steven Adler (2020 to 2024).
The open letter stated that OpenAI's proposed transformation into a public benefit corporation could weaken safeguards such as profit caps and nonprofit oversight, potentially transferring significant value from the public to private investors.
OpenAI was originally a nonprofit organization with a mission to ensure that general artificial intelligence benefits all humanity. OpenAI's restructuring triggered a crisis of trust. In 2019, OpenAI established a for-profit subsidiary, creating a hybrid structure with safeguards such as nonprofit oversight, investor profit caps, a majority independent board of directors, and a mission-first approach to ensure its commercial operations are guided by its nonprofit mission.
Due to its unique founding background, legal obligations, and hybrid operating structure, OpenAI has a unique obligation of transparency to the public. The public has a right to understand its operational obligations, decision-making processes, and changes to its obligations during the restructuring process.
However, OpenAI has failed to meet its transparency obligations. For example, it quietly altered its core promise, capping its 100x investor return to a 20% annual growth rate starting in 2025. It also suppressed internal voices through strict confidentiality agreements, preventing insiders from raising public alarms. It broke its security commitments, failed to allocate computing resources to the security team as promised, concealed security vulnerabilities, and rushed security assessments.
There were also issues with missing security documentation, such as the delayed or missed release of key security assessments. The open letter states, "OpenAI's lack of transparency threatens to undermine its integrity. The recent restructuring plan further exacerbates this transparency issue."
OpenAI is attempting to transform its legal entity from a limited profit/nonprofit hybrid structure to a more traditional for-profit corporation, potentially undermining its legal obligation to prioritize the public interest. The entire process is being conducted behind closed doors. This move raises multiple crises: the scope of control of OpenAI's nonprofit board is unclear; the profit cap on investor returns could be lifted, even retroactively to existing investors; the governance structure and purpose of artificial general intelligence (AGI) remain unclear; continued compliance with OpenAI's charter and "cease and assist" commitment remains uncertain; the legal precedence of the nonprofit's mission is questionable; and the board's independence and incentives for existing investors remain undisclosed.
To this end, the Coalition raises eight key questions, demanding that OpenAI clarify whether it will continue to prioritize its philanthropic mission, maintain nonprofit control, and disclose its operating agreements and estimates of excess profits. OpenAI Detailed restructuring documents should be provided, clarifying how the nonprofit will retain control and prioritize its mission, and establishing regular, transparent reporting on governance decisions, safety protocols, and other issues. Pressure is growing to determine whether OpenAI's governance aligns with its public commitments.
The Coalition believes that, given the significant societal impact of AGI, the public has a right to understand how OpenAI's decisions will shape the future. This is crucial because the precedent it sets will impact the development of AI globally. Public accountability is meaningless if an organization that once served humanity operates in secrecy. OpenAI must demonstrate its commitment to transparency and safety and disclose the legal basis for its commitments and any changes.
To date, OpenAI has not publicly responded to these allegations and requests. The following is the full open letter: To OpenAI: As legitimate beneficiaries of OpenAI's charitable mission, we write to express our concern. OpenAI currently initiates and decides negotiations in closed conference rooms, striking deals on behalf of humanity without allowing us to see contracts, understand terms, or consent to decisions. At its founding, OpenAI pledged a legal obligation to ensure that AGI benefits the public.
This mission is enshrined in OpenAI's OpenAI's current structure includes important safeguards to ensure that the technology it develops serves humanity, not just profits. These include profit caps for investors, nonprofit governance of commercial operations, and a clear commitment to prioritize its philanthropic mission.
However, OpenAI's proposed restructuring appears to weaken or eliminate these protections, and the public deserves to know the details. We call on OpenAI to provide at least basic transparency about how this shift will affect its legal commitments to the public. Specifically, we request clear answers to the following questions: - Will OpenAI continue to prioritize its legal obligations to its philanthropic work?
Last edited:
