Governance
The management and operation of DDEX is governed by the terms of its Operating Agreement. As well as the governance terms, this document contains DDEX’s intellectual property policy and the standards development process. All organisations wishing to become a member of DDEX, regardless of the category of membership, are required to sign a Member Acknowledgement Agreement by which they agree to comply with and be bound by all the terms and conditions set out in the Operating Agreement. Copies of the Operating Agreement and Membership Acknowledgement Agreement are supplied to organisations once their application has been approved by the Board. The membership application form is available here and more information about member categories and benefits can be found here.
The following diagram provides a representation of the DDEX governance structure.
DDEX has four categories of members, namely, Charter Members, Full Members, Full Individual Members and Associate Members. The Charter Members each provide one representative as a Director for the DDEX Board.
There are currently nineteen seats on the Board filled, with a limit of twenty-one. The balance of Charter members of DDEX is currently split one third for owners or administrators of musical works, one third for owners or administrators of sound recordings and one third for digital music retailers and technology service providers.
This split of representation is a requirement of the Operating Agreement and the Board was constructed this way intentionally. The reason was to ensure that, through the use of super-majority voting requirements on certain potentially sensitive issues, a very high percentage of the Board has to be in agreement, and it is not then possible for two sectors to out-vote the third. Thus, for an issue requiring a super-majority to pass, 80% of the Board has to vote in favour. This approach, whilst very occasionally cumbersome, has been the means by which a great deal of trust has been developed within DDEX amongst large organisations that, in other areas may frequently be in disagreement. The development of this trust right throughout DDEX has been the main reason for its success.
The DDEX Board is responsible for the strategic direction of DDEX. The Board appoints an Executive Board which is responsible for ensuring the Board strategy is implemented. As part of this management process the Executive Board therefore oversees the day-to-day work of the Secretariat.
At a technical standards development level, Charter and Full Members of DDEX provide a number of representatives each from their companies to attend Plenary Meetings which are the main vehicle used for carrying out DDEX’s technical work. The Plenary Meetings provide technical advice to the Board to assist it in determining DDEX’s strategic goals.
On the advice of the Plenary Meetings, the Board appoints a number of Working Groups which usually focus on the development of standards for particular process areas within the industry. Each Working Group is provided with a mandate by the Board. The current list of Working Groups and their mandates can be found here.
The final part of the governance of the technical work is the Technical Management Group (TMG). The TMG has responsibility for ensuring that all the Working Groups are taking a common approach to the development of DDEX’s standards to avoid any unnecessary divergence. The TMG also plays an important part in the standards development process by being the body that manages the process of the Disposal of Comments following the declaration of a Committee Draft Standard. A explanation of this process can be found here.
Although the Associate Members do not have the benefit of involvement in the Plenary Meetings and the Working Groups, they are kept informed about the broad developments within each Working Group and receive the same detailed reports as Charter and Full Members, of the Plenary Meetings, to enable them to keep up to date with the on-going development of the standards.
