Updated February 29th, 2024 at 15:28 IST

SEC investigating whether OpenAI investors were misled: Report

The investigation was triggered by the decision of the OpenAI board in November to dismiss Altman as CEO and remove him from the board.

Reported by: Business Desk
OpenAI SEC investigation | Image:Reuters
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OpenAI SEC investigation: The Securities and Exchange Commission (SEC) is delving into internal communications by OpenAI Chief Executive Sam Altman as part of an investigation to determine if the company's investors were provided with accurate information. This probe, undisclosed until now, has seen the SEC request internal records from current and former OpenAI officials and directors, and issue a subpoena to OpenAI in December, the Wall Street Journal reported, quoting sources familiar with the situation.

The investigation was triggered by the decision of the OpenAI board in November to dismiss Altman as CEO and remove him from the board. At the time, the board cited Altman's lack of consistent candor in his communications, without providing further details.

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Altman returned as CEO less than two weeks later in a deal that also saw a reconstituted board, from which he has abstained. The investigation by SEC officials based in New York has prompted requests for certain senior OpenAI officials to preserve internal documents.

The SEC's inquiry into the potential misleading of investors is a civil matter, typical of the agency's role in ensuring compliance with laws that prohibit misleading investors, regardless of whether capital is raised in public or private markets, the report said.

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The WSJ report said that some sources familiar with the investigation characterised it as a predictable response to the former OpenAI board's statement in November, others clarified that the SEC hasn't pointed to any specific statement or communication by Altman that it has found misleading.

This investigation by the SEC comes amid OpenAI's recent activities in pitching investors as part of its closed tender offer, which valued the company, known for its AI innovations such as the ChatGPT chatbot, at over $80 billion. OpenAI operates under a nonprofit structure, with investors in its for-profit arm including employees, venture capitalists, and Microsoft, which has invested $13 billion in exchange for essentially a 49 per cent stake in the earnings of its for-profit arm.

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The SEC's scrutiny is just one of several legal and government challenges OpenAI is facing, reflecting broader global scrutiny of its business practices and impact. The company continues to grapple with fallout from the attempted removal of Altman last year, with ongoing criminal investigations and competition inquiries into its relationship with Microsoft.

Altman's return to OpenAI saw the appointment of two new board members, who initiated a review of the events surrounding his dismissal by the law firm WilmerHale. This review, expected to conclude in the coming weeks, will shed light on the circumstances of Altman's firing and his conduct, focussing particularly on the board's role in the matter.

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Published February 29th, 2024 at 10:59 IST