Okay, I'll take a shot. I think the legal structure is very important, but the important part is not the vague wording of the charter. "Violating the charter" i

Okay, I'll take a shot. I think the legal structure is very important, but the important part is not the vague wording of the charter. "Violating the charter" is always fuzzy and debatable. "Getting the votes of most board members" is not. So the important part is who controls the board. Instead of a structure where the board members get to choose other board members, I would suggest a structure where different outside groups get fixed numbers of board members. So, for example, it could have been (remembering that the initial board was just Sam Altman and Elon Musk): * One board member chosen by Sam Altman * One board member chosen by Elon Musk * One board member chosen by OpenPhil * One board member chosen by Microsoft * One board member chosen by some VC investor The precise composition is something they would argue about during funding, maybe some of these groups would get more or less seats. The root "governance" problem is that the board churned a lot because so many people had conflicts, or other reasons that I don't know as an outsider. The remaining board was unrepresentative of stakeholders (ie, no Elon Musk, nobody independently trusted by Microsoft) and probably not as experienced as you'd like. The problem with this sort of structure is that it gives everyone a lot of incentives to play politics with the composition of the board itself. Which happened a lot here - Reid Hoffman exiting and not really getting replaced by a similar person, the debate between Sam and Helen about her presence on the board, probably other cases. I bet they end up with something similar, with different stakeholders represented. Give Bret Taylor some time to cook.