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OpenAI Warns Against Unauthorized Trades of Its Equity
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Infinity Media
68 days agoOpenAI has issued a strong advisory to investors and the public regarding the legality and validity of certain secondary-market equity transactions involving its shares. According to a post on the company’s official blog, all transfers of OpenAI equity—whether direct or indirect—are strictly prohibited unless they receive prior written consent from the company. Any attempt to bypass this process is considered void.
The firm highlighted several types of unauthorized schemes that have emerged, including:
Sales of OpenAI equity
Investments in special purpose vehicles (SPVs) holding such equity
Tokenized representations of equity or SPV ownership
“Forward” contracts and other derivative-like arrangements
These transactions not only violate OpenAI’s internal transfer rules but may also breach U.S. federal and state securities laws. The company warned that individuals involved in these unauthorized deals risk legal liability and may have their transactions annulled.
In clear terms, OpenAI emphasized that any trade or offer purporting to provide access to its equity—without explicit approval—will not be recognized and holds no economic value. The company urged caution if approached by entities claiming to have “access” or an ability to facilitate equity exposure, as these may be attempts to circumvent established rules.
Why This Matters
Investor Protection: The burgeoning interest in private AI firms has led to opportunistic structures—like SPVs and tokenized offerings—that lack transparency. OpenAI’s directive aims to protect individuals from dubious or misleading investment propositions.
Legal and Financial Risk: Unauthorized transactions may be rescinded and could expose both buyers and sellers to regulatory action. Buyers may end up holding worthless assets, while sellers could face legal repercussions.
Preserving Control: By enforcing strict rules on equity transfers, OpenAI maintains oversight over its shareholder base—an important measure especially given regulatory scrutiny and sensitive contracts.