Corporate Restructuring

OpenAI has countersued Elon Musk and his AI company xAI, accusing them of orchestrating a malicious campaign to disrupt its operations and funnel AGI development toward Musk’s interests. The lawsuit cites a $97.375 billion bid Musk made in February 2025—deemed unsubstantiated—as a strategic sham to fracture investor and employee ties during OpenAI’s transition to a Public Benefit Corporation. Filed in U.S. District Court, the suit alleges unfair competition and tortious interference, referencing Musk’s past demands for control, failed merger proposals, and smear campaigns via X. OpenAI claims Musk’s post-2018 actions, including founding xAI and advocating AI research freezes, have destabilized its mission-driven model amidst heightened regulatory and corporate pressure.

A multidisciplinary coalition warns that OpenAI’s proposed shift to a Delaware public benefit corporation (PBC) risks undermining critical safeguards for responsible AGI governance. Critics argue the change weakens the original nonprofit’s authority by introducing profit-sharing incentives, diluting accountability mechanisms, and increasing commercial influence over AGI development. While OpenAI defends the restructuring as necessary for competitiveness, opponents emphasize that the organization’s founding commitment to prioritize societal benefit over shareholder returns must remain legally enforced. The debate centers on maintaining structural independence and robust oversight amid AGI’s unprecedented global impact potential.