OpenAI, IZA, and The Limits of Formal Power

Companies and non-profit organizations tend to be managed day-to-day by a CEO, but are officially run by a board with the legal power to replace the CEO and make all manner of changes to the company. But last week saw two striking demonstrations that corporate boards’ actual power can be much weaker than it is on paper.

The big headlines, as well as our coverage, focused on the bizarre episode where OpenAI, the one of the hottest companies (technically, non-profits) of the year, fired their CEO Sam Altman. They said it was because he was not “consistently candid with the board”, but refused to elaborate on what they meant by this; they said a few things it was not but still not what really motivated them.

Technically it is their call and they don’t have to convince anyone else, but in practice their workers and other partners can all walk away if they dislike the board’s decisions enough, leaving the board in charge of an empty shell. This was starting to happen, with the vast majority of workers threatening to walk out if the board didn’t reverse their decision, and their partner Microsoft ready to poach Sam Altman and anyone else who left.

After burning through two interim CEOs who lasted two days each, the board brought back ousted CEO Sam Altman. Formally, the big change was board member Ilya Sutskever switching sides, but the blowback was enough to get several board members to resign and agree to being replaced by new members more favored by the workers (including, oddly, economist Larry Summers).

A similar story played out at IZA last week, though it mostly went under the radar outside of economics circles. IZA (aka the Institute for Labor Economics) is a German non-profit that runs the world’s largest organization of labor economists. While they have a few dozen direct employees, what makes them stand out is their network of affiliated researchers around the world, which I had hoped to join someday:

Our global research network ist the largest in labor economics. It consists of more than 2,000 experienced Research Fellows und young Research Affiliates from more than 450 research institutions in the field.

But as with OpenAI, the IZA board decided to get rid of their well-liked CEO. Here at least some of their reasons were clear: they lost their major funding source and so decided to merge IZA with another German research institute, briq. Their big misstep was choosing for the combined entity to be run by the the much-disliked head of the smaller, newer merger partner briq (Armin Falk), instead of the well-liked head of the larger partner IZA (Simon Jaeger). Like with OpenAI, hundreds of members of the organization (though in this case external affiliates not employees, and not a majority) threatened to quit if the board went through with their decision. Like with OpenAI, this informal power won out as Armin Falk backed off of his plan to become IZA CEO.

Each story has many important details I won’t go into, and many potential lessons. But I see three common lessons between them. First is the limits to formal power; the board rules the company, but a company is nothing without its people, and they can leave if they dislike the board enough. Second, and following directly from this, is that having a good board is important. Finally, workers can organize very rapidly in the internet age. At OpenAI nearly all its employees signed onto the resignation threat within two days, because the organizers could simply email everyone a Google Doc with the letter. Organizers of the IZA letter were able to get hundreds of affiliates to sign on the same way despite the affiliates being scattered all across the world. In both cases there was no formal union threatening a strike; it was the simple but powerful use of informal power: the voice and threatened exit of the people, organized and amplified through the internet.