The SMCS shall be governed by a Board of Governors, hereinafter abbreviated BoG. All members of the BoG must be members of the SMCS. There shall be at most 27 voting members of the BoG, consisting of the two immediate Past Presidents, the 10 Administrative Officers of the BoG, and the 15 Members-at-Large. The Editors-in-Chief of the SMCS fully sponsored Transactions serve on the BoG without vote. Additional non-voting members of the BoG are provided for in this Article and in the Bylaws. Within-term vacancies of a Vice President shall be filled by the President from two candidates named by the Nominations Committee within 30 days after the vacancy is formally announced to the BoG.
The term of office for a Member-at-Large of the BoG shall be three years. At least 5 BoG Members-at-Large shall be elected annually. Within-term vacancies shall be filled by BoG selection from a candidate named by the President and the remaining candidate receiving the highest vote from the Society election.
Nomination and election of the members of the BoG shall be by the method prescribed in the SMCS Bylaws and shall include provision for nomination of Members-at-Large by petition of the Society members.
The Officers of the SMCS shall be the President, President-Elect, Vice President for Organization and Planning, Vice President for Finance, three Technical Area Vice Presidents (Vice President for Systems Science and Engineering, Vice President for Human Machine Systems, Vice President for Cybernetics), Vice President for Publications, Vice President for Conferences and Meetings, and the Vice President for Membership and Student Activities. Every year the BoG shall select those Vice Presidents as specified in the Bylaws for two-year terms of office beginning January 1st of the year following their election. During the first year of the President's two-year term the BoG shall elect the President-Elect for a one-year term beginning January 1st of the year following their selection, after which the President-Elect shall become President for two years. A Member-at-Large who is selected for an officer position vacates the Member-at-Large position when he or she becomes an officer. The President shall appoint a Secretary and, with the advice of the VP Finance, a Treasurer both for oneyear terms. The appointments of the Secretary and Treasurer are to be confirmed by the BoG. The Secretary and the Treasurer shall be non-voting members of the BoG, unless they also serve as Members-at-Large.
Chapters and Committees shall be established to further the scientific, literary, and educational objectives of the Society. Committees shall also be established to assist in the management of the Society. All SMCS Chapters and Committees shall be formed in accordance with the Constitution and Bylaws.
The BoG shall utilize the services of the IEEE Headquarters as bursar. All funds shall be administered by the President according to the rules established by the IEEE Executive Director. Disbursements authorized by the BoG are authorized and signed by the President, the Vice President Finance, or the Treasurer. In the event that their signatures are not attainable for good reason, the Vice President for Organization and Planning is authorized to sign on behalf of either or all parties. The general committee for a technical conference or symposium may, with the advice and consent of the BoG, authorize the symposium treasurer or fiscal officer to open an account to be used for the deposit and disbursement of funds related to the symposium. In each case, the BoG shall be advised of the name of the bank, the anticipated size of the account, the names of account signatories, and arrangements for bonding in accordance with established policies and procedures of the IEEE. The conference treasurer or fiscal officer shall provide the IEEE with a bank signature card.
Within-term officer vacancies shall be filled for the unexpired term by appointment made by the President after consultation with the departing officer, if possible, and shall be subject to the consent of the BoG. Said consent shall be by a majority of BoG members, in accordance with all voting rules.