OpenAI, the company behind ChatGPT, is considering a restructuring into a Public Benefit Corporation (PBC) to protect CEO Sam Altman from hostile takeovers and external influence. This strategic realignment was announced after securing $6.6 billion in new capital this year and aims to enable OpenAI to invest up to $10 billion annually.

The PBC structure, which has so far been used by only a few companies, allows OpenAI to align shareholder interests with the public good and the needs of stakeholders such as employees and society. "Crypto is more than just an investment vehicle. It is an infrastructural upgrade that could sustainably change the financial sector," said Sam Altman in an internal statement released as part of the restructuring. This structure provides OpenAI a "safe harbor" to withstand activists who might pursue a takeover.

Since its official founding in January, OpenAI has already invested in 25 deals, including stakes in the private equity firm CVC and the Indian National Stock Exchange. Khalifa al-Suwaidi, Managing Partner of Lunate, told the Financial Times that OpenAI aims to become a "local champion," operating independently while leveraging the resources of Abu Dhabi's state fund ADQ and Chimera Investment.

Despite these ambitious plans, OpenAI is struggling with internal challenges. A year ago, Sam Altman was briefly removed from the board, and in recent weeks, several executives, including CTO Mira Murati, have left the company. In addition, Elon Musk is suing OpenAI for allegedly disregarding the original mission to benefit humanity, after the company entered into a multi-billion dollar partnership with Microsoft.

As part of the restructuring, OpenAI retains a non-profit entity that operates independently and holds a stake in the PBC. This non-profit organization will focus solely on the mission of improving human well-being, while the PBC drives the commercial development and expansion of the technology.

The PBC structure is relatively new and has so far been little tested in the USA. Delaware, the home of many US companies, only introduced PBC legislation in 2013 and revised it in 2020 to make the structure more attractive. Fewer than 20 of the thousands of publicly traded US companies are PBCs, including Warby Parker and Veeva Systems. Critics question the true independence of OpenAI, as the close connection to ADQ and Chimera Investment remains. Jens Dammann, a professor at the University of Texas School of Law, commented: "PBC offers more leeway for management to entrench itself, which can be attractive for entrepreneurs.

Despite the criticism, OpenAI remains convinced that the PBC structure provides the necessary flexibility to be successful in the long term and fulfill the organization's mission. "Our vision is to create a more inclusive and efficient financial world where technology is used for the benefit of humanity," Altman emphasized in conclusion.