• Home
  • Latest
  • Fortune 500
  • Finance
  • Tech
  • Leadership
  • Lifestyle
  • Rankings
  • Multimedia
TechAI

OpenAI considers new powers for its nonprofit board to fend off hostile takeover from Elon Musk

By
Beatrice Nolan
Beatrice Nolan
Tech Reporter
Down Arrow Button Icon
By
Beatrice Nolan
Beatrice Nolan
Tech Reporter
Down Arrow Button Icon
February 18, 2025, 10:51 AM ET
Sam Altman in a suit sitting on a stage.
Sam Altman's OpenAI is reportedly considering a new tactic to fend off hostile-takeover bids from Elon Musk.Yen Duong/Bloomberg via Getty Images
  • OpenAI is considering granting special voting rights to its nonprofit amid its transition to a for-profit company. By giving the board special voting rights, the company would be able to address criticism it had moved away from its mission of creating AI for the benefit of humanity.

OpenAI execs are reportedly considering granting the company’s non-profit board more powers in the wake of an unsolicited takeover bid from Elon Musk.

Recommended Video

According to the Financial Times, the AI company is exploring a plan that would give the non-profit board special voting rights, a move that could preserve some of its powers after the company converts into a more traditional for-profit.

At present, OpenAI operates as a kind of nonprofit-corporate hybrid, with both the capped-profit arm and the original nonprofit side of the company controlled by a nonprofit board.

Company leaders are reportedly considering a range of new governance options, but maintaining some of the board’s powers may help it fend off hostile-takeover bids and overrule other investors.

OpenAI’s board officially rejected a Musk-led group of investors’ bid for the company’s nonprofit assets on Friday, but the $97.4 billion offer has complicated the question of how the company should value its nonprofit assets and how big a role it should play within the new corporate structure.

The question had already been plaguing the company amid its transition into a for-profit organization, with Altman reportedly suggesting paying around half of what Musk offered.

Unlike a for-profit board, OpenAI’s nonprofit board has no fiduciary responsibility to take the best price. Their only responsibility is to OpenAI’s charter and the founding mission to ensure AGI benefits all of humanity, which makes it easier to reject any bids they feel wouldn’t help the company.

Representatives for OpenAI and lawyers for Musk did not immediately respond to a request for comment from Fortune.

OpenAI’s corporate overhaul

OpenAI is in the middle of trying to overhaul this corporate structure to grant the for-profit arm more power to raise funds—something Musk has taken issue with.

The proposed plans involve spinning out the nonprofit, which will hire a leadership team and staff for charitable initiatives in sectors such as health care and education while transforming the for-profit arm into a public benefit corporation⁠ that will run and control OpenAI’s operations and business.

Under the proposed structure the for-profit side of the company will be free to court investors and raise funds, something it says it needs more freedom to do to compete effectively with companies like Google.  

However, the company’s for-profit ambitions have been a particularly sore spot for Musk. The billionaire is a cofounder and early investor in OpenAI and has continually attempted to halt its conversion into a for-profit entity.

Musk has complained that he was initially approached about funding a nonprofit focused on developing AI to benefit humanity, but it is now focused on generating profit. By giving the board special voting rights, the company would also be able to address criticism it had moved away from its original mission of creating powerful AI for the benefit of humanity.

OpenAI has promised to complete the subsidiary’s transition into a traditional for-profit company by late 2026 as part of a funding round in October that valued the company at $157 billion.

Join us at the Fortune Workplace Innovation Summit May 19–20, 2026, in Atlanta. The next era of workplace innovation is here—and the old playbook is being rewritten. At this exclusive, high-energy event, the world’s most innovative leaders will convene to explore how AI, humanity, and strategy converge to redefine, again, the future of work. Register now.
About the Author
By Beatrice NolanTech Reporter
Twitter icon

Beatrice Nolan is a tech reporter on Fortune’s AI team, covering artificial intelligence and emerging technologies and their impact on work, industry, and culture. She's based in Fortune's London office and holds a bachelor’s degree in English from the University of York. You can reach her securely via Signal at beatricenolan.08

See full bioRight Arrow Button Icon

Latest in Tech

Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025

Most Popular

Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Fortune Secondary Logo
Rankings
  • 100 Best Companies
  • Fortune 500
  • Global 500
  • Fortune 500 Europe
  • Most Powerful Women
  • Future 50
  • World’s Most Admired Companies
  • See All Rankings
Sections
  • Finance
  • Fortune Crypto
  • Features
  • Leadership
  • Health
  • Commentary
  • Success
  • Retail
  • Mpw
  • Tech
  • Lifestyle
  • CEO Initiative
  • Asia
  • Politics
  • Conferences
  • Europe
  • Newsletters
  • Personal Finance
  • Environment
  • Magazine
  • Education
Customer Support
  • Frequently Asked Questions
  • Customer Service Portal
  • Privacy Policy
  • Terms Of Use
  • Single Issues For Purchase
  • International Print
Commercial Services
  • Advertising
  • Fortune Brand Studio
  • Fortune Analytics
  • Fortune Conferences
  • Business Development
  • Group Subscriptions
About Us
  • About Us
  • Editorial Calendar
  • Press Center
  • Work At Fortune
  • Diversity And Inclusion
  • Terms And Conditions
  • Site Map
  • About Us
  • Editorial Calendar
  • Press Center
  • Work At Fortune
  • Diversity And Inclusion
  • Terms And Conditions
  • Site Map
  • Facebook icon
  • Twitter icon
  • LinkedIn icon
  • Instagram icon
  • Pinterest icon

Latest in Tech

Woman using smartphone and laptop at home
Personal Financemoney management
Most Americans would rather ditch social media than their beloved banking apps, Wells Fargo survey says
By Jacqueline MunisMarch 30, 2026
8 hours ago
Laura Swett, chairwoman of the Federal Energy Regulatory Commission (FERC), at the CERAWeek by S&P Global conference in Houston, Texas, US, on Thursday, March 26, 2026. The event convenes more than 10,000 participants from over 2,350 companies across 89 countries for dialogue on the agenda ahead as the world enters a new era of energy transition. Photographer: Aaron M. Sprecher/Bloomberg via Getty Images
Energypower
Hyperscalers often lack the ‘aptitude’ on power as the political push picks up to expedite grid connections and pipelines
By Jordan BlumMarch 30, 2026
9 hours ago
Several pints of Guinness lined up on a bar
AIFood and drink
A man used AI to call 3,000 Irish bartenders to track the cost of Guinness. Now pubs are lowering their prices to compete
By Jake AngeloMarch 30, 2026
11 hours ago
LawElon Musk
Elon Musk is escalating his feud with a Delaware judge over a ‘heart’ on a LinkedIn post
By Jacqueline MunisMarch 30, 2026
11 hours ago
Chris Power
SuccessJobs
A CEO trying to reindustrialize America says blue-collar pay is headed for ‘massive hyperinflation’ and kids should skip college to become welders
By Jake AngeloMarch 30, 2026
11 hours ago
Mark Zuckerberg (L), Lauren Sanchez (C) and partner of Amazon founder Jeff Bezos, attend the inauguration of Donald Trump
SuccessWealth
Even billionaires aren’t safe: This year’s market slump has wiped $75 billion from the wealth of Jeff Bezos and Mark Zuckerberg
By Preston ForeMarch 30, 2026
13 hours ago

Most Popular

Europe
413,793 KitKat bars stolen: 'Whilst we appreciate the criminals’ exceptional taste, the fact remains that cargo theft is an escalating issue'
By Fortune EditorsMarch 28, 2026
2 days ago
Economy
Jerome Powell says the $39 trillion national debt is ‘not unsustainable,’ but warns the trajectory ‘will not end well’
By Fortune EditorsMarch 30, 2026
7 hours ago
AI
A man used AI to call 3,000 Irish bartenders to track the cost of Guinness. Now pubs are lowering their prices to compete
By Fortune EditorsMarch 30, 2026
11 hours ago
Success
A CEO trying to reindustrialize America says blue-collar pay is headed for 'massive hyperinflation' and kids should skip college to become welders
By Fortune EditorsMarch 30, 2026
11 hours ago
Energy
Elon Musk warns the U.S. could soon be producing more chips than we can turn on. And China doesn’t have the same issue
By Fortune EditorsMarch 29, 2026
2 days ago
Personal Finance
Some cried. Others were speechless. How frontline workers walked away with checks averaging $240,000, nearly equal Wall Street bonuses, when KKR sold their company
By Fortune EditorsMarch 29, 2026
2 days ago

© 2026 Fortune Media IP Limited. All Rights Reserved. Use of this site constitutes acceptance of our Terms of Use and Privacy Policy | CA Notice at Collection and Privacy Notice | Do Not Sell/Share My Personal Information
FORTUNE is a trademark of Fortune Media IP Limited, registered in the U.S. and other countries. FORTUNE may receive compensation for some links to products and services on this website. Offers may be subject to change without notice.