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94 people, organisations and other records · 122 relationships · 34 claims about a valueEverything recorded up to the chosen year, whether or not still in effect · Undated records included
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The certificate states that directors may be removed with or without cause either by the vote of the holder of the Class N Common Stock, so long as any Class N shares are outstanding, or by holders of two-thirds of the voting power of the other capital stock voting as one class, in which case no more than one-third of the board may be removed in any twelve-month period. Copy claim link
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Provision Who decides · provision ID director-removal Decides Holder of the Class N Common Stock Decides Holders of two-thirds of the voting power excluding Class N (at most one-third of the board in twelve months) Subject version Certificate (filed 2025-10-28) · Published 2025-10-28 · Effective date not established Date 2025-10-28 · publication Scope and limits What the filed text says. The same section provides that vacancies are filled by a majority vote of the stock entitled to vote on director elections, which it describes as initially controlled by the holder of the Class N stock.
The evidence 01 primary source Supports the claim
Certificate of Incorporation of OpenAI Group PBC ↗ OpenAI Group PBC (filed with the Delaware Division of Corporations) · 2025-10-28
Archived copy, captured 2025-10-29: Certificate of Incorporation of OpenAI Group PBC ↗
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Source excerpt “Members of the Board of Directors may be removed from office with or without cause by either (a) so long as there are any shares of Class N Common Stock issued and outstanding, the affirmative vote of the holder of the Class N Common Stock” Location in source Section V.3 (page 24)
Machine-checked · 2026-10-04
Source details and check notes Authors OpenAI Group PBC Version Filed 2025-10-28 at 08:07 AM according to the Division of Corporations stamp (file number 10381551); 30-page scan with an OCR text layer, downloaded from DocumentCloud on 2026-10-04 and byte-identical (SHA-1) to the Internet Archive captures from 2025-10-29. Quotes were read from the page images because the OCR layer contains recognition errors. Canonical address Open the canonical source ↗ Accessed 2026-10-04 Language English (en) Archive copy Open archived copy, captured 2025-10-29: Certificate of Incorporation of OpenAI Group PBC ↗ . Captured 1 day after the recorded publication date. An archive copy shows only what the archive retrieved on 2025-10-29. It does not prove what the page said earlier, and it can differ from the copy checked on 2026-10-04.Attribution OpenAI Group PBC, Certificate of Incorporation (filed 28 October 2025), copy hosted by DocumentCloud. Reuse Public filing; no redistribution licence asserted. Selekoa practice: metadata, attributed paraphrases and short attributed quotations under the editorial policy (at most 50 words each; at most 400 quoted words per document across the dataset, and about 10% of a document under about 2,000 words). Documents are linked externally, not redistributed. Publisher terms that forbid quotation override this practice. Check notes Verbatim quote transcribed from the page image by the integrating session on 2026-10-04 and compared with the scan; the copy has no reliable text layer, so the match is visual, not mechanical. The integrating session wrote or selected this passage from its own reading of the source; it does not repeat a passage from the week 4b research pass. Human editorial review is pending. Status and meaning Editorial status. Not reviewed by an editor . An exploratory record that no editor has accepted. This status does not say whether a person has read any linked passage. Each evidence record above shows how it was checked.
Relation. An exact framework edition states one provision: a capability threshold or risk level and its trigger, a required safeguard or action, a decision authority (who decides, recommends, can overrule or is informed), or a stated exception. The quoted text records what the edition says, not implementation, compliance or effectiveness. Provisions with the same key align across editions of one family.
Date. The certificate’s filing date, recorded as its publication date.
Record ID prov-openai-group-pbc-cert-director-removal