Board and Advisory Committee
Organizational Plan
March 26, 2026
Defines governance and advisory structures: sole founder board pre-Series A, 2-3 member advisory committee active monthly, token grant compensation
1
Board Member (Founder)
2–3
Advisory Committee
Monthly
Advisory Cadence
Q3 '27
Board Formation
Board of Directors
Current Governance Pre-Series A
- No formal Board of Directors at current stage
- Sole founder serves as Managing Director with 100% ownership
- Full executive authority under Georgian LLC law
- All strategic and operational decisions made by founder
Planned Board Scope Post-Series A
- Composition: founder + investor representative(s)
- Strategic direction and capital allocation oversight
- CAPEX approval threshold: >$1M
- Executive hiring and termination decisions
- Fundraising rounds and exit strategy governance
- Meeting cadence: quarterly + ad-hoc
Governance Timeline
Now — Q2 2027
Sole Founder
Managing Director governance. Advisory Committee active (monthly). No formal board.
Q3 2027 — Series A
Board Formation
Formal Board constituted. Investor board seat(s) allocated. Quarterly meetings begin.
Q4 2028+
Full Governance
Commercial launch. Board oversees CAPEX, hiring, exit strategy. Advisory continues monthly.
Advisory Committee
Structure & Functions Active
- Non-executive, consultative capacity — no decision-making authority
- Technology roadmap validation (GPU, cooling, network fabric)
- Energy partnership structuring (hydro JV, PPA frameworks)
- Investor readiness and capital strategy (Series A prep)
- Market entry intelligence (sovereign AI, EU enterprise)
- Monthly virtual meetings + ad-hoc for time-sensitive decisions
Advisory Slots
AI / GPU Infrastructure
Token Grant
TBD
Energy / Hydroelectric
Token Grant
TBD
Investment / Capital
Token Grant
TBD (if appointed)
Compensation Model
Advisory Equity — Token Grant
- No cash retainer — equity-only compensation
- 0.25–1.0% equity allocation per advisor [Assumption]
- 2-year vesting with quarterly milestones [Assumption]
- Formal advisory agreements under Georgian law
