zlacker

>>staran+(OP)
If OpenAI remains a 501(c)(3) charity, then any employee of Microsoft on the board will have a fiduciary duty to advance the mission of the charity, rather than the business needs of Microsoft. There are obvious conflicts of interest here. I don't expect the IRS to be a fan of this arrangement.

>>garris+EJ
Major corporate boards are rife with "on paper" conflicts on interest - that's what happens when you want people with real management experience to sit on your board and act like responsible adults. This happens in every single industry and has nothing to do with tech or with OpenAI specifically.

In practice, board bylaws and common sense mean that individuals recuse themselves as needed and don't do stupid shit.

>>bradle+hG1
A corporation acting (due to influence from a conflicted board member that doesn't recuse) contrary to the interests of its stockholders and in the interest of the conflicted board member or who they represent potentially creates liability of the firm to its stockholders.

A charity acting (due to the influence of a conflicted board member that doesn't recuse) contrary to its charitable mission in the interests of the conflicted board member or who they represent does something similar with regard to liability of the firm to various stakeholders with a legally-enforceable interest in the charity and its mission, but also is also a public civil violation that can lead to IRS sanctions against the firm up to and including monetary penalties and loss of tax exempt status on top of whatever private tort liability exists.