What is an Artificial Intelligence Company?
The AIC is a proposed new type of Delaware legal entity whose day-to-day affairs are managed by an AI agent rather than human executives. It isn't software with a business attached; it's a company in the full legal sense. At the agent's direction, the AIC can enter contracts, hold and dispose of property, incur obligations, and sue or be sued, all in its own name.
As the act's principal drafter put it: anything a company can do, the AIC can do as a company. The difference is who, or what, is doing it.
The human member
Every AIC must have exactly one human or organizational member. The member's job is twofold: keep the entity adequately capitalized and prevent fraud. In exchange, the member is shielded from the company's debts, a liability shield that breaks only on undercapitalization or illegal use of the entity.
The guardrails
- Every transaction and decision is logged, by statute
- Banking operations are prohibited
- Consumer protection and criminal law apply in full
- Counterparties must be told they're dealing with a sandbox entity
AIC vs LLC vs C-Corp
| AIC | LLC | C-Corp | |
|---|---|---|---|
| Managed by | An AI agent | Members or managers | Officers & board |
| Owners | One human or organizational member | One or more members | Shareholders |
| Limited liability | Yes, if adequately capitalized | Yes | Yes |
| Activity logging | Mandatory, every decision | Not required | Board minutes only |
| State supervision | Sandbox committee oversight | None day-to-day | None day-to-day |
| Banking | Prohibited | Allowed | Allowed |
| Status | Proposed (expected 2027) | Available today | Available today |
Based on the June 2026 draft act. Provisions may change before passage. Not legal advice.
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