Microsoft Retains 27% Stake in OpenAI’s New Structure

OpenAI has restructured into a commercial corporation and a non-profit foundation.

The startup OpenAI has completed a restructuring, dividing the company into a commercial corporation and a non-profit foundation.

The OpenAI Foundation will have legal control over the OpenAI Group, which can freely raise funds or acquire companies without legal restrictions.

The foundation owns 26% of the commercial company and can appoint its board of directors. As the business grows, it may acquire additional shares.

“We believe the most powerful technology in the world should be developed in a way that reflects the collective interests of the world. Completing the recapitalisation allows us to continue pushing the boundaries of artificial intelligence, and the updated corporate structure ensures that progress serves everyone’s interests,” wrote OpenAI’s board chairman, Bret Taylor.

47% of the new organisation’s shares belong to investors and employees. 

What About Microsoft?

Microsoft and OpenAI announced a revision of their partnership terms. Under the updated agreement, the Windows developer’s stake in Sam Altman’s AI startup is valued at $135 billion, representing 27%.

The revised agreement secures Microsoft’s status as OpenAI’s “advanced models partner” until 2032 and supports the company’s new corporate structure.

Taylor and Altman can control the powers to appoint and remove board members of the new organisation.

OpenAI will continue to direct approximately 20% of its revenues to Microsoft. Payments are expected to cease upon achieving artificial general intelligence (AGI). This milestone will be confirmed by an independent commission.

Microsoft retains exclusive licenses to OpenAI’s intellectual property models and products until 2032, including post-AGI systems. However, the company does not gain rights to release consumer devices.

The AI startup can collaborate with third-party developers on joint products, launch open and secure models, serve U.S. national security agencies on any cloud infrastructure, and independently conduct AGI research.

How It Was Before

Before the restructuring, OpenAI operated as a non-profit organisation with strict capital limitations. This structure hindered the company’s development and ability to secure additional funding.

In April, the firm raised $40 billion at a valuation of $300 billion. A key condition of the deal was the commercialisation of the startup.

Several legal attempts were made to block the recapitalisation process. In December 2024, Elon Musk urged a federal court to halt OpenAI’s transformation into a fully commercial business. Meta made a similar appeal.

In February 2025, Altman accused Musk of attempting to “slow down” the project.

The attorneys general of California and Delaware approved the restructuring process under certain conditions. OpenAI is obliged to “continue taking measures to mitigate risks to teenagers and others in connection with the development and implementation of AI and AGI.”

Taylor emphasised that discussions with state representatives positively influenced the process.

In September, OpenAI launched a special version of ChatGPT with parental controls for users under 18 to enhance safety measures.

In August, OpenAI shared plans to address shortcomings of its flagship product when dealing with “sensitive situations.” This was prompted by a lawsuit from a family blaming the chatbot for a tragedy involving their son.