[fnordpiglet]

When a board is about to fire a CEO do you think they typically discuss it publicly first? It’s usually treated as highly sensitive information at every company. Likewise if any company is about to fire anyone they also don’t typically advertise this to anyone other than HR, legal, and maybe the manager. For the CEO the manager -is- the board.

I’d be curious if you believe differently how you feel boards usually advertise such an action?

[fastball]

Who said publicly? There is a lot of room between "discuss publicly" and "We were very careful, very deliberate about who we told, which was essentially almost no one in advance".

For example, a lot of the pressure that caused them to reverse course came from Microsoft. Maybe if the board had discussed such a big decision without OpenAI's biggest investor, Microsoft would've been on board with the firing.

[insane_dreamer]

Who would they be telling? Board members don’t and shouldn’t discuss matters with employees. Please show me the case where employees were told in advance that the board was going to fire the CEO.

[fastball]

I literally said in my last comment who they could've told that would've made the whole thing probably go over better.

[insane_dreamer]

I don't think you understand how boards operate, especially in this case. It was the board of the OpenAI __non-profit__, of which Microsoft was _not_ an investor. In this case, their fiduciary duty was not to their shareholders, but rather to the company charter.

[fastball]

It's mostly dysfunctional boards that aren't doing their job I don't understand. You can talk about fiduciary duty all you want, but when you're the board of a "non-profit" that has a wholly-owned for-profit subsidiary and you don't seem to know what the hell that subsidiary is doing on a number of dimensions, you're either A. there for appearances only or B. terrible at your job.

Like, is your argument really "you don't know how boards work" when this is a fantastic example of a board completely failing at the basics of the job?

[fnordpiglet]

Or, C. Actively being subverted by the leadership of the subsidiary and thus need to replace that leadership to replace it with a transparent leader.

People lie and cover things up all the time from oversight bodies like boards. The board isn’t some god like entity that either knows all or is incompetent. They’re a collection of humans operating off the information given to them. Once they realize the information is erroneous or incomplete it’s often their duty to replace that leadership. And if they believe further they can’t trust the principals involved these things are often done in secret.

Finally the for profit nature of the subsidiary is entirely irrelevant. The board is a non profit board which has an entirely different responsibility set and accountability than a for profit board, and the subsidiary being for profit doesn’t change the nature of their duty in the least - in fact to preserve their non profit status they have to be -extra- careful with how they treat business related to the for profit subsidiary to ensure a conflict of interest doesn’t invert the relationship between for profit and non profit missions. Informing outside investors of non profit board governance decisions likely inverts that relationship and jeopardizes the non profits charter.