Governance

Bylaws of the Direct Power Alliance

How the Alliance is governed: membership, the board, the working groups, and the intellectual-property and antitrust policies that keep the standard open and neutral.

Article I — Name & Offices

Establishes the Direct Power Alliance and its registered office.

Article II — Purposes

A neutral, member-governed consortium to define, publish, and steward an open native-DC (800VDC) power standard for AI data centers — generation to rack — and demonstrate it with a reference architecture and pilot. Operated not for profit.

Article III — Membership

Seven classes — Founding, Gold, Silver, Associate, Research & Academic, Individual, and Liaison — with dues and votes per the Membership table. Government institutional funding flows through grants, cooperative agreements, or OTAs, not dues. The Founding class closes at $30M (≈10 founders) or ratification of Spec v1.0.

Article IV — Meetings of Members

Annual and special meetings, notice, quorum, and voting (votes scale with membership class). Electronic participation permitted.

Article V — Board of Directors

Up to twelve voting directors: one per Founding Member (up to ten), one elected by industry members, one by the research caucus; the Executive Director serves ex officio without a vote. No single member or group holds a majority.

Article VI — Officers

Chair, Vice-Chair, Secretary, Treasurer, elected by the board; an optional Executive Director runs operations.

Article VII — Technical Working Groups

Four chartered working groups — Generation & Storage, Distribution & Bus, Protection & Safety, Codes & Certification — operating by rough consensus, with output subject to the IPR policy.

Article VIII — Intellectual Property Rights

Members must disclose patent claims essential to a final specification and grant every implementer an irrevocable, royalty-free, reciprocal license to those claims for compliant implementations — with a no-patent-ambush rule, a defensive-suspension clause, and open publication of every specification. The standard stays free to implement; products built to it compete on their merits.

Article IX — Antitrust Compliance

Full commitment to competition law: no discussion of prices, output, customers, or territories; published agendas, minutes, and the right to halt any concerning discussion.

Article X — Finances

Fiscal year, dues, no private inurement, and an annual financial review.

Article XI — Indemnification

Indemnifies directors, officers, and agents to the extent the law allows.

Article XII — Conflicts & Code of Conduct

Disclosure and recusal for conflicts; a code of conduct for meetings and online participation.

Article XIII — Amendments

Bylaws amended by a two-thirds vote of votes cast at a duly called meeting.

Article XIV — Dissolution

On dissolution, remaining assets go to organizations with a consistent mission, per the Alliance’s tax-exempt status.

Working draft. These bylaws are a founding draft under review by nonprofit and antitrust counsel. The patent policy is settled: essential claims are licensed royalty-free (Article VIII). Two provisions — entity type (501(c)(6) recommended) and state of incorporation — remain pending final decisions. For the full current draft, contact [email protected].