MicrosoftCEO Satya Nadella signaled that the company would play a bigger role in OpenAI’s governance going forward, but left it unclear whether Microsoft would push to have its own directors on the board of the startup that it has invested $13 billion in.
“Surprises are bad, and we just want to make sure things are done in a way that will allow us to continue to partner well,” Nadella said in an interview with Bloomberg’s Emily Chang on Monday.
Nadella was reportedly livid and blindsided by the OpenAI board’s abrupt decision to fire CEO Sam Altman on Friday. The firing set off a chaotic chain of events that included several high-level resignations in solidarity with Altman and Microsoft later hiring Altman to lead an in-house AI lab. It also exposed a major vulnerability in Microsoft’s partnership with OpenAI, whose unusual corporate structure left the software giant without a board seat despite its hefty investment.
Asked by Bloomberg’s Chang if he would seek a board seat at OpenAI for himself or for another Microsoft executive, Nadella responded that Microsoft “would definitely want some governance changes.”
“This idea that changes happen without being in the loop is not good, and we will definitely make sure some of the changes needed happen,” he said.
Nadella claimed in the interview that was not aware of the specific actions by Altman that led to his ouster, other than citing the “breakdown in communications” that OpenAI’s board had previously referenced as its justification for firing the CEO.
OpenAI is structured differently than other startups, with none of its six board members holding a financial stake in the company—meaning none of OpenAI’s biggest investors, including Microsoft, have board-level power. The job of the board isn’t to protect shareholders, but to develop responsible and safe AI. OpenAI’s charter reads, “Our primary fiduciary duty is to humanity.” While the exact reasons for Altman’s firing are unclear, a theory is that the board felt Altman moved too quickly to monetize the technology at the expense of safety. In that case, an ouster might fall within the board’s duties.
The board, which is comparatively small and inexperienced, also didn’t get investors’ buy-in to the decision, Fortune reported. This fumble led to major pushback from shareholders who have fought to reinstate Altman and are even weighing legal action against the board of directors. While the board didn’t technically need to notify investors, the result of not doing so pitted the funders against the board. And biting the hand that feeds doesn’t typically go well for the hungry.
Nadella suggested he is open to Altman returning to OpenAI. While Nadella announced earlier that Altman was joining Mirosoft, he demurred when asked in the Bloomberg interview if Altman is currently technically a Microsoft employee.
“We really want to partner with OpenAI, and we want to partner with Sam,” Nadella said. “Irrespective to where Sam is, he is working with Microsoft. That was the case on Friday, that was the case today, and I absolutely believe that will be the case tomorrow.”
