On the morning of Oct. 5, Twitter board member Peter Currie tweeted a link to an SEC document along with the following message: "The Board completed a comprehensive process to find the best leader for @twitter, and we were unanimous: @jack."
It was a huge announcement, but also a capitulation from Twitter's board of directors. Before giving him the job, it laid down an ultimatum that seemed aimed squarely at Dorsey himself. During the search, the board said it would only consider candidates "who are in a position to make a full-time commitment to Twitter," seemingly eliminating the possibility of selecting Dorsey if he refused to give up the CEO role at the IPO-bound Square. Although Dorsey did not give up his CEO seat at the other company, the board selected him anyway, with board member Evan Williams writing on Medium, "I honestly didn't think we'd land on Jack when we started unless he could step away from Square. But ultimately, we decided it was worth it."
After leaving the company in leadership limbo for more than three months, the company's board of directors finally settled on removing "interim" from Jack Dorsey's CEO title. The long, messy process also provided a revealing look into the state of the board: stumbling, uncoordinated, massively leaky, and questionably effective. Twitter announcements often show up in the media before the company is ready to publicize them. The selection of Dorsey itself, for example — news that no one who was not on the board should have been privy to — was reported days before the company announced it. That's an embarrassment, and a sign of a board in disarray.
This wasn't an isolated example. Under the current board's leadership, Twitter has set unreachable growth expectations during its IPO, muddled messaging around leadership, and had a total inability to tell its own story. For the better part of a year, the board failed to act on calls to replace its previous CEO, Dick Costolo, as the company's stock plummeted like a dead bird from the sky. When the end did finally come for Costolo, it was predictably messy, and it was immediately clear that not only did the board not have a successor in the wings, it didn't even have a clear idea of what it needed in a CEO. If it did want Dorsey all along, it should have been strong-willed enough to force him to leave Square. And if it didn't want him? Well, it's Jack's house now.
It's especially striking to compare Twitter's board with that of the other company Dorsey helms, Square. Square's board is filled with, well, grown-ups, who aren't prone to leaking or letting internecine squabbles spill out into the press. Square's board is also more diverse. At Twitter, six of the eight members are white men. That's a glaring problem when your product is supposed to be a global discussion platform.
The board is, in a very real sense, the problem that looms over all others at Twitter. Dorsey himself seems aware of this, calling the appointment of Google's former Chief Business Officer Omid Kordestani as executive chair of Twitter's board a "first step."
Yet making changes to the board won't be easy. "The days of the imperial CEO are over," said Al Osborne, senior associate dean at UCLA's Anderson School of Management. Dorsey can't outright fire Twitter's board, and its staggered election structure — instead of one election where the full board gets considered, the elections of its members are spread out over three years, minimizing the opportunity for a coup — makes it difficult to sweep out in standard voting.
Yet there are ways a CEO can use soft power to restructure a board without calling shareholders to vote. Dick Costolo already stepped down from the board politely, and there's no reason his former counterparts can't follow his lead. "The burden on the CEO is to be able to convince the board that there are challenges facing the company and he would like to have a board that's more in line with the company," said UCLA's Osborne, referring to any CEO who wants to make a change. "Thus, he is asking the board to reconsider who they are and the skills that might be needed to take the company to the next level of performance that's being demanded by all shareholders."
What Osborne is saying is essentially this: If Dorsey ever wants the board out, he will need to take its members aside and tell them, very nicely, that while it's been good, things need to be far better. And there's a clear path to do that. It will be a tough sell. But, so far, Dorsey has demonstrated a great ability to make the board do things it hasn't wanted to.