zlacker

>>medler+(OP)
This makes no sense. People are calling what the board did a coup, but Altman is trying (failing?) to stage a coup.

The board was Altmans boss - this is pretty much their only job. Altman knew this and most likely ignored any questions or concerns of theirs thinking he is the unfireable superstar

Imagine if your boss fired you - and your response was - I’ll come back if you quit! Yeah, no. People might confuse status with those of actual ceo shareholders like zuck, bezos, or musk. But Altman is just another employee

The shareholders can fire the board, but that’s not what he’s asking for. And so far we haven’t heard anything about them getting fired. So mostly this just seems like an egomaniac employee who thinks he is the company (while appropriating the work of some really really smart data scientists)

>>shmatt+by
I think this article represents a tactical press release from Sam’s camp. Company in “free fall” without Sam? It’s not even Monday yet.

>>comfys+7G
yeah. this whole thing looks staged. not saying it's not possible but what kind of board would actually fire the CEO and take it back to resign?

>>x86x87+qI
The board that has been threatened to be sued individually and collectively by some of the most well known names in IT. They're probably wondering how they can get out of this with their reputations and ego's in one piece. You may have the legal authority to do something but if you don't have the support (or worse: if you haven't checked that you have the support) then it's not exactly the best move.

>>jacque+dP
I like to believe they actually did their homework and thought this through. We also don't have the full story so it's hard to say.

>>x86x87+tP
They are a small board, and Microsoft has a very large number of lawyers.

I do not believe it is possible for them to have thought this through. I believe they'll have read the governing documents, and even had some good lawyers read them, but no governance structure is totally unambiguous.

Something I'm immensely curious about is whether they even considered that their opposition might look for ways to make them _criminally_ liable.

>>jsolso+kT
I don't see any ways in which they could be held criminally liable for just voting their conscience, and good luck verifying that. So that angle is not open for exploration as far as I can see. But what would scare the wits out of any board members is to have say the full power of Microsoft's legal department going after them for the perceived damages with respect to either Microsoft's stock price (a publicly traded company, no less) or the value of Microsoft's holdings in OpenAI.

And, incidentally, if there is a criminal angle that's probably the only place you might possibly find it and it would take the SEC to bring suit: they'd have to prove that one or more of the board members profited from this move privately or that someone in their close circle profited from it. Hm. So maybe there is such an angle after all. Even threatening that might be enough to get them to fold, if any of them or their extended family sold any Microsoft stock prior to the announcement they'd be fairly easy to intimidate.

>>jacque+iW
> But what would scare the wits out of any board members

Don't you think the board must have sought legal counsel before acting? It is more likely than not that they checked with a lawyer whether what they were doing is within their legal rights.

I don't think OpenAI board has any responsibility to care for Microsoft's stock price. Such arguments won't hold water in a court of law. And I don't think the power of Microsoft's legal department would matter when there's no legal basis.

>>laserl+w31
There is a difference between "my lawyers advised me that it was probably ok" and "Microsoft's legal team spent 100,000 billable hours pouring over case law to demonstrate that it was not, in fact, ok."

> I don't think OpenAI board has any responsibility to care for Microsoft's stock price.

They control an entity that accepted $10B from Microsoft. Someone signed that term sheet.

>>jsolso+l51
For such a basic action as a board exercising one of the most fundamental of its rights, I don't think it's necessary to spend 100K hours. And I don't think the board consulted to random lawyers off the street.

> Someone signed that term sheet.

Do you think that the term sheet holds OpenAI liable for changes in Microsoft's stock price?

>>laserl+s71
The board folded.

> Do you think that the term sheet holds OpenAI liable for changes in Microsoft's stock price?

There’s nothing binding on a term sheet.

>>peyton+781
> There’s nothing binding on a term sheet.

The confidentiality part and the 'no shop' part of a terms sheet are definitely binding and if you break those terms you'll be liable for damages.