The co-founder and former boss of Superdry, Julian Dunkerton, returned to the board and was appointed interim CEO after winning the backing of shareholders keen for a revival of the UK fashion group's fortunes.
The company, whose main products are sweatshirts, hoodies and jackets, has seen its share price slump 64% over the past year following several profit warnings, the latest in December.
Needing a simple majority of votes cast at general meeting of investors to return as non-executive director, Dunkerton secured 51.15%.
The majority of Superdry's board, which had opposed his comeback, stepped down with chief executive Euan Sutherland subsequently resigning with immediate effect after five years at the helm.
Superdry also named Peter Williams, an industry veteran who is the current chairman of online fashion retailer Boohoo, as chairman.
Dunkerton and Williams said in a statement that they looked forward to "rebuilding the Superdry brand and the business".
Analysts said the immediate impact of Dunkerton's return was likely to be additional costs as he rebalances the business and seeks to reinvigorate the product.
The company said its chairman Peter Bamford and chief financial officer Ed Barker would also stand down immediately.
Superdry's board had accused Dunkerton of a lack of transparency with shareholders and said his return would be damaging and disruptive.
It had also indicated that Dunkerton's return would see directors either resign or not seek re-election.
Dunkerton, who owns 18.4% of the equity, quit the firm a year ago after a row over strategy. He takes issue in particular with Superdry's product design and internet plans.
He was backed by the firm's co-founder and former brand and design director James Holder, who has a 9.7% stake.
The board said Dunkerton had told them he wanted an executive role responsible for product, brand and marketing, which would have required over 75% support.