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Elon Musk's brain-chip startup may have misled regulators in a letter about his role at the company

Business Insider US
Tesla CEO Elon Musk, pictured here in 2019.
  • Neuralink may have made Elon Musk's role at the startup look less involved to secure a waiver from the SEC. 
  • In a 2018 letter, lawyers told the SEC that Musk "had no executive or management role at Neuralink."
  • Former employees told Fortune that Musk called himself CEO at the time.
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Neuralink may have misrepresented Elon Musk's role at the company to regulators at the US Securities and Exchange Commission (SEC), according to a recent report from Fortune.

In a 2018 letter to the SEC requesting a waiver that would allow the company to continue to raise capital without SEC registration, Neuralink lawyers sought to distance the brain-chip startup from Musk and Tesla. Former SEC Commissioner Roel Campos wrote on behalf of Neuralink that the company's only relation to Tesla is through Musk's role as a "shared mutual investor." Campos also wrote "Musk has no executive or management role at Neuralink" and "does not serve as an officer or director." 

The letter was sent just days after the SEC sued the Tesla CEO over "false and misleading statements" due to a series of tweets Musk sent claiming he was thinking of taking the electric carmaker private and had "funding secured," mere weeks before the company announced it would not go private. Musk settled the fraud charges with a $20 million (R310 million) fine and resigned as chairman of Tesla, but the suit threatened to inhibit future funding options at Musk's other startups including SpaceX, The Boring Company, and Neuralink by potentially forcing the private companies to register the sale of shares with the SEC — making the process more laborious and expensive.

At the time, the federal regulators granted Neuralink the exemption based on the information Campos included in the letter and provided that Musk continued to abide by the judgment in his case, which called for him to avoid future potentially misleading statements regarding Tesla or its stock.

But, multiple former employees and securities lawyers told Fortune that Campos' letter could be viewed as misleading the SEC. At the time of the letter, Jared Birchall, was listed as the chief executive, CFO, and president, but at least six former Neuralink workers told Fortune that Musk held a decision-making role at Neuralink in 2018 and referred to himself as the CEO, despite the letter indicating the contrary.

Musk, a Neuralink spokesperson, and Campos did not respond to a request for comment from Insider. An SEC spokesperson also did not respond to a request for comment in time for publication. An SEC spokesperson did tell Fortune "it could neither confirm nor deny the existence of any investigation" related to the matter.

Since Neuralink was founded in 2016, Musk has never officially been listed as the CEO, according to SEC forms obtained by the publication, but former employees told Fortune that Musk's role at the company has been consistent, and was not merely an investor role. The publication previously reported that Musk typically has the ultimate say on major decisions at the company. 

Securities lawyers told Fortune that the incident could cause a greater rift between Musk and the SEC — an ongoing issue for Musk. In June, The Wall Street Journal reported that the SEC had said Musk violated the 2018 settlement on multiple occasions. 

Neuralink, Musk's lesser-known startup, has captured more media attention over the past year. In 2021, the company posted a video that appeared to show a monkey playing a video game using only its mind via Neuralink's AI-powered microchip implant.

Musk has boasted about the company's technology and repeatedly said the company plans to start testing its brain implants on humans. Most recently, Musk said the company plans to start human trials in 2022.

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