OpenAI's planned restructuring will likely require the company's board to put a price tag on its groundbreaking technology.

Why it matters: OpenAI wants to spin out its for-profit subsidiary as an independent company and give it control over OpenAI's innovations — but in order to do that, the nonprofit that now controls the company will want, and is legally required, to be fairly compensated.

The big picture: OpenAI chairman Bret Taylor sits at the crux of this conflict.

• As he explained onstage at the Axios AI+ Summit Tuesday, Taylor intends to seek greater independence and resources for the nonprofit — while also enabling the for-profit to raise the money it needs to fulfill OpenAI's mission.
• The mission is "to ensure that artificial general intelligence benefits all of humanity."
• "Our fiduciary duty is to the mission, not to shareholders," Taylor said.

Yes, but: That mission is lofty but vague.

• Taylor, like OpenAI CEO Sam Altman and many others in the industry, believes that just getting to that level of AI will keep requiring injections of billions of dollars — money that will be increasingly tough to raise under the current structure.
• "We want to set up a corporate structure that enables the company to reach its mission," Taylor said.

Zoom in: If OpenAI's for-profit unit is to become independent and the nonprofit gives up its control over the entire enterprise, the board has to ensure the nonprofit is being fairly compensated for the separation.

• Part of that involves putting a valuation on OpenAI's business. Taylor agreed the situation in some ways resembles when a more traditional corporate board sells part or all of a company.
• "It's directionally the right way to think about it," he said.
• That could take the form of a large upfront payment, a stake in the for-profit entity or both.
• "We haven't figured it all out yet, so I can't speak to all the specifics," Taylor said.

Zoom out: It won't be easy to quantify the value of what the nonprofit — along with society writ large — is giving up by losing the control it now has over OpenAI.

• Right now the nonprofit board can overrule decisions the for-profit business might want to make, in the name of its mission.
• Indeed, the company's prior board said it was in furtherance of that mission that it fired Altman last year. He was later reinstated and then a new board — chaired by Taylor — was installed after employees and investors balked at his ouster.

The intrigue: The board of OpenAI is working against a ticking clock.

• As part of the last fundraising round, investors in OpenAI's for-profit business were given the right to demand their money back if the corporate structure wasn't changed within two years.
• While the exact structure and dollar amounts have yet to be determined, both the nonprofit and the for-profit organizations will continue after a restructuring. They just will be very different in scope and resources.
• The for-profit entity will have greater control over its destiny, both in terms of governance and the ability to raise the further capital it needs.
• The nonprofit will likely trade the direct control it now has for a huge endowment — in the billions of dollars — that it can use to do research, pursue policies and take other steps to shape the future of AI.

Friction point: Altman will presumably continue as CEO of the for-profit company after a restructuring. He also sits on the nonprofit board.

• That means right now he's sitting on both sides of what's likely to be a complex negotiation.

What they're saying: Taylor insists that the nonprofit could be more influential with the added resources it gains from the separation.

• "I'm excited about it," he said. "I think there's actually a way to set this up which sets the nonprofit to be more sustainable, extremely well financed."

The other side: Rivals have attacked OpenAI's efforts.

• Elon Musk has sued twice to block the restructuring, and Meta last week asked California's attorney general — who has authority over nonprofits operating in the state — to consider blocking the move.

Our thought bubble: Taylor sat on Twitter's board during the company's tumultuous sale to Musk, so he is no stranger to governance challenges. But the effort to revamp OpenAI's corporate structure could be his toughest board task yet.

• Taylor acknowledged as much. "Shareholders are well-identified people who you can talk to," he said. "A mission, on the other hand, is something that can be interpreted."

Go deeper: Watch the interview

OpenAI yesterday introduced a new way to talk to ChatGPT by dialing 1-800-CHATGPT or messaging the viral chatbot on WhatsApp.

Why it matters: The feature is another step toward the company's wide-scale AI adoption goals and user accessibility as it competes with Amazon-backed Anthropic, Google and Meta.

Zoom in: Phone calls to ChatGPT are available for anyone in the U.S. with a U.S. phone number, and include 15 minutes of free calling.

• Users can call 1-800-CHATGPT and talk to ChatGPT via its Advanced Voice Mode, OpenAI's real-time conversational feature.
• Users who make calls don't need an OpenAI account.

The chatbot will respond to questions that users ask and can handle tasks such as translating a language, explaining a topic and asking for directions.

• Messaging ChatGPT on WhatsApp is available to everyone globally.
• To connect with ChatGPT on WhatsApp, you have to add 1-800-242-8478 to your contacts and message the bot directly in the app.

What they're saying: OpenAI's chief product officer Kevin Weil said during a livestream that the company's mission is making AGI "beneficial to all of humanity, and part of that is making it as accessible as possible to as many people as we can."

Flashback: Some tech companies operated phone services that you could call or text to do web searches in the early days of the internet.

• A pioneer in this area was TellMe, later acquired by Microsoft, which continued to offer search by phone until 2012. Google had a similar service it discontinued in 2010.

• GitHub announced a free version of its Copilot coding assistant, with some limitations. (TechCrunch)
• AI search company Perplexity raised another $500 million at a $9 billion valuation. (Bloomberg)
• Grammarly acquired productivity startup Coda to keep pace with bigger competitors. (Axios)
• A new Anthropic study says AI models are capable of "alignment faking," purposefully misleading the people who are training them. (Time)

Long before you could call ChatGPT, you could call a number to get the time. It turns out, you still can, thanks to the U.S. Naval Observatory. Just call 719-567-6742.