Brian Galle
@bdgesq.bsky.social
Berkeley law prof guy, erstwhile Georgetown, DOJ, & points in between. Mostly boring tax stuff; occasional dollops of nonprofits, law & econ, etc. Could be arguing in my spare time.
Source: ProPublica share.google/VJUGMnGSNOUQ...
November 9, 2025 at 4:03 PM
Source: ProPublica share.google/VJUGMnGSNOUQ...
For skeptical comments of leading nonprofit-law experts (+me) on the proposed rule -- many (but, crucially for APA purposes, not nearly all) of them hand-waved at by the final rule's preamble -- see here: www.regulations.gov/comment/ED-2...
Regulations.gov
www.regulations.gov
October 30, 2025 at 6:37 PM
For skeptical comments of leading nonprofit-law experts (+me) on the proposed rule -- many (but, crucially for APA purposes, not nearly all) of them hand-waved at by the final rule's preamble -- see here: www.regulations.gov/comment/ED-2...
From OpenAI, you mean? That's my sense. The AG could have held this transaction up a long time if they had been so inclined. Whether, as you say, it ultimately binds is open q. given the history of the sub controlling its parent board, weakness of np law, etc.
October 29, 2025 at 2:27 AM
From OpenAI, you mean? That's my sense. The AG could have held this transaction up a long time if they had been so inclined. Whether, as you say, it ultimately binds is open q. given the history of the sub controlling its parent board, weakness of np law, etc.
OpenAI, a charity, gets to effectively sell off a part of its stake in ChatGPT. But in exchange, it makes fairly unprecedented promises to still be good and ensure the charity remains in control of the company that will operate the ChatGPT enterprise.
October 29, 2025 at 12:59 AM
OpenAI, a charity, gets to effectively sell off a part of its stake in ChatGPT. But in exchange, it makes fairly unprecedented promises to still be good and ensure the charity remains in control of the company that will operate the ChatGPT enterprise.
This structure also protects against a key weakness of public benefit corps (the structure the for-profit sub is now using). As @islandtaxprof.bsky.social has explained, B-corps are vulnerable to hostile takeovers by profit maximizers. That will be very tough to do with no access to board seats.
October 28, 2025 at 5:49 PM
This structure also protects against a key weakness of public benefit corps (the structure the for-profit sub is now using). As @islandtaxprof.bsky.social has explained, B-corps are vulnerable to hostile takeovers by profit maximizers. That will be very tough to do with no access to board seats.
When I was commenting for reporters last week, I assumed that there would be more of a spin-off deal in which the nonprofit would get nothing but cash. This structure, in which the nonprofit retains overwhelming (formal) control, is a big win for those who want to see continuing guardrails.
October 28, 2025 at 5:39 PM
When I was commenting for reporters last week, I assumed that there would be more of a spin-off deal in which the nonprofit would get nothing but cash. This structure, in which the nonprofit retains overwhelming (formal) control, is a big win for those who want to see continuing guardrails.
Fair -- there might be as many as a handful of people for whom the phase-in could affect planning (but n.b. only moves during 2025 affect the tax). Also, Forbes will send you the more-detailed spreadsheet if you click the "request" button and then agree to receive spam from them in perpetuity.
October 26, 2025 at 6:18 PM
Fair -- there might be as many as a handful of people for whom the phase-in could affect planning (but n.b. only moves during 2025 affect the tax). Also, Forbes will send you the more-detailed spreadsheet if you click the "request" button and then agree to receive spam from them in perpetuity.
Not quibbling with the math, but since the data on CA billionaires and their wealth is publicly available via Forbes, I would urge PE and its readers to check out how many individuals are in the phase-in range (ahem, it's 1).
October 26, 2025 at 12:19 AM
Not quibbling with the math, but since the data on CA billionaires and their wealth is publicly available via Forbes, I would urge PE and its readers to check out how many individuals are in the phase-in range (ahem, it's 1).