Last Modified: September 13, 2021
Note: This is the final draft of the MIH Consortium (the Consortium) and Open EV Alliance (the Alliance) governance. The Consortium is established on July 6, 2021. During the initial 6 months until December 31, 2021, the goal of the interim Board of Directors, CEO and its MIH Office, and Technical and Advisory Committee is to kick-off the operations of the Alliance while building a new and diverse Board, Office and Committee to complete the governance and charter to include input from the broader industry.
MIH Consortium is creating an open EV ecosystem that promotes collaboration in the mobility industry. We realize key technologies, develop reference designs and standards, while we bridge the gap between members in the ecosystem resulting in a lower barrier to entry, accelerated innovation, and shorter development cycles. Our goal is to bring the strategic partners together to build the next generation of EV, autonomous driving, and mobility service applications. Through this transformation of the automotive industry and smart mobility space, we help maintain a sustainable future.
The MIH Consortium (the Consortium) is the legal entity that is operating the MIH Open EV Alliance (the Alliance) to promote collaboration in the mobility industry to achieve its mission.
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The Alliance shall operate under the guidance of the MIH Office with the lead of the CEO and under the supervision of the Board of Directors (the Board). The Board shall support the Consortium, raise funds and approve the annual spending of budget for the operation of the Alliance
The strategic direction of the Alliance will be set forth by the MIH Office with guidance from the Advisory Committee
The governance of Working and Interest Groups will be set forth by the Technical Committee
Most MIH work revolves around the realization and standardization of EV technologies. To accomplish this work, MIH promotes the development of reference designs and standards based on Working Group deliverables produced. All stakeholders can have a voice in such development
The Alliance membership fee
Donations from organizations and individuals
Income from entrusted business and provision of services
Purpose
MIH’s patent policy seeks to reduce patent risk for Members applying MIH reference designs and standards, so that investment in the preparation, adoption and application of MIH standards would not be wasted as a result of an essential patent for a reference design or standard being unavailable
Disclosure of Essential Patents
Any member company participating in the development of reference designs and standards promoted by MIH shall disclose its patents or patent applications which according to its own judgment may be considered as an Essential Patent, to be included in a deliverable
Free Licensing or FRAND Licensing
For Essential Patents of reference designs and standards promoted by MIH, each member shall provide an irrevocable statement asserting it is willing to grant irrevocable licenses to MIH members on a royalty-free basis or on fair, reason and non-discriminatory (“FRAND”) terms and conditions under such patents
Non-availability of Licenses
Review and change the reference design or standard to make sure the standard is not blocked by that patent
Request that particular member to reconsider its role within MIH
Request support from other MIH members to find a solution to the problem
Where a patent owner informs MIH that it is not willing to license a patent in respect of a reference design or standard, the technical committee may :
MIH Ownership of Patents
MIH holds ownership over patents generated by its employees. MIH shall grant licenses to its members on a free-royalty basis or on FRAND terms and conditions with respect to its patents
Trademark Ownership
MIH owns the trademarks of MIH and related deliverables (“Trademarks”)
Trademark Licensing
MIH provides a royalty-free license to allow its members to use the Trademarks on their products following MIH’s guidelines
Protection of Trademark
MIH is responsible for protecting the Trademarks against misuse by third parties
Copyright Ownership
MIH owns copyright in reference designs and standards documentation and reports
Copyright Licensing
MIH provides a royalty-free license to its members to use its copyright in reference designs and standards for any purpose in order to implement conformity to references and standards. MIH members provide a royalty-free license to MIH under their related copyrights to reproduce, distribute, display, and prepare derivative works for the purposes of developing, publishing, and distributing reference designs and standards
The Board of Directors consists of 5 to 15 members
Chairperson and other Directors including
The appointed CEO, representatives of founding members, industry representatives, experts, and scholars
The term of Directors is four years, and they may be re-appointed
Directors who are re-appointed shall not exceed four-fifths of the total number of Director membersng
Directors are appointed by the previous Board
Individuals may, upon invitation, sit as Advisors to the Board
Appointment and dismissal of the Chairperson of the Board
Appointment and dismissal of Directors
Appointment and dismissal of the CEO
Examination and approval of the annual budget
Fundraising
The Board of Directors will host regular meetings at least once every six months.
The Board of Directors shall be chaired by the Chairperson of the Board during the meeting, and if the Chairperson is unable to attend for some reason, the present director shall elect a person to serve as the Chairperson
The decisions of the Board of Directors shall be established with the attendance of more than half of all Directors and the approval of more than half of the attendees
The MIH Office consists of
The CEO
and the Officers responsible for
Technology
IP, Legal, Regulations and Standards
Marketing & Communications
Finance & Administration
The CEO
The consortium shall have a single Chief Executive Officer who is appointed by the Board of Directors
The CEO is under the command and supervision of the Board of Directors to comprehensively manage the operations of the Consortium
All MIH Officers are appointed by the CEO and the MIH Office provides leadership about EV technologies, organizes, and manages MIH activities to achieve its mission within practical constraints, and communicates with the Members and the public about EV and MIH technologies.
The MIH Office will
Establish the articles of association, personnel rules, accounting system, internal control system and audit system to be approved by the Board of Directors
Supervise the consortium operation of the Alliance
Develop and promote of the annual work plans
Formulate and manage internal organizations and groups
Manage property and use
Operate Alliance member services and host Alliance events
The MIH Office will host regular meetings with Technical and Advisory Committee, at least once every quarter.
The MIH Office will host regular Alliance members event, at least once a year.
The MIH Office will share updates regularly about the Consortium and the Alliance `via our official channels, either online or offline.
The MIH Office consists of
Head of Technical Committee, appointed by the MIH Office
Two or more appointed Technical Committee members, appointed by the Head of Technical Committee
Two or more elected Technical Committee members, elected by the Contributor Members
The number of elected members is to be >= number of appointed members
The terms of all Technical Committee members are for two years, beginning on January 1st and end on December 31st.
* The initial interim Technical Committee members are appointed its interim Head and will only serve until the end of December 31st, 2021.
Advisory Committee consists of 5 to 15 members
Head of Advisory Committee, appointed by the MIH Office
Two or more appointed Advisory Committee members, appointed by the Head of Advisory Committee
Two or more elected Advisory Committee members, elected by the Contributor Members
The number of elected members is to be >= number of appointed members
The terms of all Advisory Committee members are for two years, beginning on January 1st and end on December 31st.
* The initial interim Advisory Committee members are appointed its interim Head and will only serve until the end of December 31st, 2021.
Technical Committee’s mission is to steward the evolution of EV technologies via the Working and Interest Groups. Below are the aspects to this mission
to document and build consensus around principles of EV technologies and to interpret and clarify these principles when necessary
to resolve issues involving general EV technologies brought to the Technical Committee
to help coordinate cross-technology developments inside and outside of the Alliance
to decide the creation and closure of Working and Interest Group and appoint its Chair
to Call for Nominations and host Committee Elections
Technical Committee scope is limited to technical issues about EV technologies. The Technical Committee should not consider administrative, process, or organizational policy issues of the Alliance, which are generally addressed by the Advisory Committee and MIH Office.
Advisory Committee provides guidance to the MIH Office and documents on issues of strategy, management, legal matters, process, policy and conflict resolution.
Advisory Committee will Call for Nominations and host Committee Elections.
Technical Committee will host regular Technical Committee meetings, at least once a month. Chairs of the Group may be invited.
Advisory Committee will host regular Advisory Committee meetings, at least once a month. Chairs of the Group may be invited.
A Working Group consists of 5 to 15 members
Chair, appointed by Technical Committee
At least 4 Contributor Member participants
An Interest Group consists of 5 to 15 members
Chair, appointed by Technical Committee
At least 4 Member participants, with at least 2 Contributor Members and the rest can be Community Members
Working Groups typically produce deliverables (e.g., technical recommendations, specifications, reference designs, sample codes…etc). Working Groups must show that all changes have been (or is being) implemented in at least 2 products by 2 implementers.
Each Working Group must have a Charter. To allow rapid progress, Working Groups are intended to be small (typically fewer than 15 people) and composed of experts in the area defined by the charter.
The primary goal of an Interest Group is to bring together people who wish to evaluate potential EV technologies and policies. An Interest Group is a forum for exchange of ideas.
Each Interest Group must have a Charter. In principle, Interest Groups have no limit on the number of participants.
Each Group will decide its communication and meeting mechanisms as per the Charter.
A Working Group or Interest Group charter must include all the following information.
The Group’s mission (e.g., develop a technical recommendations, specifications, or process)
The scope of the Group’s work and criteria for success
The duration of the Group (typically from six months to two years)
The nature of any deliverables (e.g. technical recommendations, or software)
Expected milestone dates where available
The process for the Group to approve the release of deliverables (including intermediate results)
The level of confidentiality of the Group’s proceedings and deliverables
Meeting mechanisms and expected frequency, if known, the date of the first meeting
Communication mechanisms to be employed within the Group, between the Groups and the rest of the Alliance, and with the public
An estimate of the expected time commitment from participants
Intellectual property information. What is the intellectual property considerations affecting the success of the Group? Will there be difficulties to meet the recommended licensing goal?
How all Members benefit
Interaction & Leverage
Opportunity to work with key EV players and leverage efforts
Leadership & Promotion
Opportunity to demonstrate and promote technical leadership
Strategy
Opportunity to provide strategic direction to EV industry
Participation
Opportunity to participate in Working / Interest Groups
Go-to-market
Opportunity to engage with customers
Additional Member Services
Market Insights
Certification Training
IP consultation
Maturity assessment
Subject to approval by the Board of Directors, Founding Members are invitation only.
Agree to contribute financially to the Consortium and eligible for tax benefits
Agree to members agreement and code of conduct
Depending on the contribution, Founding Members will have at least one seat on the Board of Directors
Eligible for one appointed seat on the Technical Committee
Eligible for one appointed seat on the Advisory Committee
Entitle to basic MIH services (general updates / events / access to repository)
Entitle to additional member services & benefits
Preferred Chair of Working and Interest Groups
Involve in Working Groups and Interest Groups and author and review proposals
Elect the Advisory Committee other than the Head of Advisory Committee
Elect the Technical Committee other than the Head of Technical Committee
Agree to pay Alliance membership fees (USD 10,000 or TWD 300,000)
Agree to members agreement and code of conduct
Entitle to basic MIH services (general updates / events / access to repository)
Entitle to additional member services & benefits
Involve in Working Groups and Interest Groups as Chair or group participant and author and review proposals
Elect the Advisory Committee other than the Head of Advisory Committee
Elect the Technical Committee other than the Head of Technical Committee
Free Alliance membership
Agree to members agreement and code of conduct
Entitle to basic MIH services (general updates / events / access to repository)
Involve in Interest Groups and provide input
All members agree to
Engage in the work of the project in a professional manner consistent with maintaining a cohesive community, while also maintaining the goodwill and esteem of the Alliance in the open community.
Respect the rights of all patents, trademark, and copyright owners, including any branding and usage guidelines.
Engage or coordinate with the Alliance on outreach, website, and marketing activities.
