Article I: Name and Objective

Section 1. This organization shall be known as the Education Society of the Institute of Electrical and Electronics Engineers, Inc.

Section 2. The Society is an international organization that promotes, advances, and disseminates state-of-the- art information and resources related to the Society’s field of interest and provides development opportunities for academic, industry and government professionals.

Section 3. The Society strives to be the global leader in engineering education.

Section 4. The Society shall aid in promoting close cooperation and exchange of technical information among its members, and to this end hold meetings for the presentation of papers and their discussion, and through its committees shall study and provide for the needs of its members.

Article II: Field of Interest

Section 1. The field of interest of the Society shall be the theory and practice of education and educational technology involved in the effective delivery of domain knowledge of all fields within the scope of interest of IEEE.

Section 2. The field of interest of the Society may be enlarged, reduced, or shifted moderately as the needs of the occasion indicate with the provision that such revisions shall be processed as an amendment to this Constitution in accordance with the procedure outlined in the IEEE Technical Activities Board Operations Manual.

Article III: Membership

Section 1. Membership in the Society shall be available to all members of the IEEE in any grade, including students, having a professional interest in any phase of the field of interest of the Society.

Section 2. Society membership privileges are available to other qualified personnel in accordance with IEEE policies concerning affiliates. The Education Society Bylaws shall define any special limitations in the application of these policies to the Education Society.

Article IV: Financial Support

Section 1. The Society shall collect from its members and affiliates annual dues, in accordance with the IEEE Bylaws and applicable rules and regulations. The amount of the dues shall be established by the Board of Governors.

Section 2. The Society may make registration charges at its Society meetings, symposia, conferences, workshops, and conventions. The registration fee for IEEE members or affiliates may be reduced from that charged to non-members of the IEEE.

Section 3. The Society may raise revenues by other means, such as advertising, shows, requests for contributions, and charges for sending out notices to non-Society members, provided such means are consistent with applicable IEEE rules and regulations.

Article V: Administration

Section 1. The Society shall be managed by a Board of Governors of 12 elected members of the Society plus members “ex-officio with vote” as specified in the Bylaws. (There may also be members “ex-officio without vote.”)

Section 2. The terms of the 12 members-at-large of the Board of Governors shall be for three years, four (1/3 of the total number of members-at-large) members to be elected each year. Only two consecutive full terms are permitted, but eligibility is restored after a lapse of one year.

Section 3. The officers of the Society shall be a President, President-Elect, Vice Presidents, Secretary and Treasurer. The number and duties of the Vice Presidents are specified in the Bylaws.

Section 4. The Board of Governors shall biennially elect the President-Elect, Vice Presidents, Secretary and Treasurer, prior to December 1 of each election year. The terms of these officers shall be for two years. Only three consecutive full terms are permitted for the Vice Presidents, Secretary and Treasurer, but eligibility is restored after a lapse of one year.

Section 5. Newly elected President-Elect, Vice Presidents, Secretary, Treasurer, and members of the Board of Governors shall assume office on the first of January of the year following the year in which elected, unless a different time is provided by the Bylaws.

Section 6. The President-Elect shall assume the Presidency for a two-year term at the conclusion of his/her term as President-Elect and thereafter hold the offices of Junior Past President and Senior Past President. The Senior and Junior Past-Presidents shall be ex-officio members of the Board of Governors with vote.

Section 7. The duties and responsibility of the officers shall be as defined hereunder and, in the Bylaws, and as delineated by the Board of Governors.

Section 8. The President, under direction of the Board of Governors, shall have general supervision of the affairs of the Society. He/she shall preside at meetings of the Board of Governors and at general meetings of the Society, and have such other powers and perform such other duties as may be provided in the Society Bylaws, or as may be delegated to the President by vote of the Board of Governors. In the President’s absence or incapacity, the President’s duties shall be performed by the President-Elect.

Section 9. The President shall be an ex-officio member of all committees of the Society. Further, as a member of the IEEE Technical Activities Board, the President shall represent the Society at meetings of the Board, or designate an alternate in accordance with the process defined in the TAB Operations Manual.

Section 10. The Board of Governors may establish standing or ad hoc committees as prescribed in the Bylaws, including both functional committees and technical committees. Technical committees may be established as needed to develop specific areas of the field of interest. All appointments to committee and similar posts will be for a term of one year or until successors are appointed or the committee is dissolved.

Section 11. Subgroups may be formed as provided in the IEEE rules and regulations, and the nature of subgroups, and the supervision of subgroup affairs, other than by the Board of Governors, shall be prescribed in the Bylaws.

Section 12. The Board of Governors may utilize the services of Headquarters as bursar, for all or part of the Society funds, as provided by the IEEE Bylaws and rules and regulations. If any part of the Society funds are received and deposited separately, the terms and conditions shall be in accordance with IEEE policies and subject to the provisions of the Society Bylaws and to any special limitations imposed by the Board of Governors.

Section 13. Neither the Education Society, nor any officer or representative thereof, shall have any authority to contract debts for, pledge the credit of, or in any way bind the IEEE except within prior approved budgets.

Article VI: Nomination and Election of Board of Governors

Section 1. The nominating procedure shall include provision for petition by Society members to place a name on the ballot.

Section 2. Election of the 12 members-at-large of the Board of Governors shall be as prescribed in the Bylaws.

Section 3. Within-term vacancies on the Board of Governors shall be filled by appointments, for the unexpired terms, by the President with the consent of the Board of Governors.

Article VII: Meetings

Section 1. The Society may hold meetings, conferences, symposia, conventions, or workshops, either alone or in cooperation with the Sectional, Regional, or National Convention Committee of the IEEE, or other technical organizations, subject to IEEE rules and regulations. The Society shall sponsor at least one technical conference of national scope each year, which may be held during the International Convention, or during some other IEEE meeting, or as a separate conference.

Section 2. Meetings, conferences, conventions, or workshops of the Society shall be open to all persons, subject to paying the appropriate admission or registration fees.

Section 3. The Board of Governors shall hold at least two meetings, one an Annual Meeting at a time specified in the Bylaws. Other meetings of the Board of Governors shall be held at such times as are found necessary and/or convenient. Special meetings of the Board of Governors may be called by the President of the Society at his/her own discretion or upon request of three other members of the Board of Governors.

Section 4. A majority of the voting members of the Board of Governors or any committee thereof shall constitute a quorum. All members shall have an equal vote. Individuals holding more than one position on the Board of Governors, or any committee thereof, shall be limited to one vote on each matter being considered by the Board of Governors or committee. Proxy voting is not allowed. Ex-officio members will not have a vote unless the Bylaws specifically provide otherwise.

Section 5. The vote of a majority of the members present and entitled to vote, provided a quorum is present, shall be the act of the Board of Governors or any committee thereof, except as otherwise provided in this Constitution or Bylaws.

Section 6. The Board of Governors or any committee thereof may meet and act upon the vote of its members by any means of telecommunication. The normal voting requirements shall apply when action is taken by means of telecommunications equipment allowing all persons participating in the meeting to hear each other at the same time.

Section 7. The Board of Governors or any committee thereof may take action without a meeting if applicable (e.g., e-mail voting). An affirmative vote of a majority of all the voting members of the Board of Governors or any committee thereof shall be required to approve the action. The results of the vote shall be confirmed promptly in writing or by electronic transmission. The writings and/or electronic transmissions shall be filed with the minutes of the proceedings of the Board of Governors or any committee thereof. “Electronic transmission” means any form of electronic communication, such as e-mail, not directly involving the physical transmission of paper, that creates a record that may be retained, retrieved and reviewed by a recipient thereof, and that may be directly reproduced in paper form by such a recipient.

Article VIII: Publications

Section 1. Publications undertaken by the Society shall be subject to IEEE policies and to any further guidance or controls prescribed by the Board of Governors or its duly appointed committees. The Society shall be responsible for the financial aspects of its publication program.

Section 2. The President, with the advice and consent of the Board of Governors, shall appoint such editors as may be required to implement the publication program. The duties of an editor shall be prescribed in the Bylaws.

Article IX: Amendments

Section 1. Amendments to this Constitution may be initiated by the Constitution and Bylaws Committee, by the Board of Governors, or by petition submitted to the Society President by twenty-five members of the Society. Amendments so initiated may be adopted by a two-thirds vote of the Board of Governors present and entitled to vote, provided a quorum is present, provided that notice of the proposed Constitution, or amendment, has been sent to each member of the Board of Governors at least a week prior to such a meeting; or an amendment may be approved by a two-thirds mail (or e-mail) vote of the members of the Board of Governors, provided a 30-day period is provided for such responses. Amendments so approved must be submitted to the IEEE Vice President of Technical Activities for appropriate IEEE approvals. After such approval, the proposed amendments shall appear in a publication normally reaching all Society members, with notice that it goes into effect unless ten percent of the Society members object within 30 days. If such objections are goes into effect unless ten percent of the Society members object within 30 days. If such objections are received, a copy of the proposed amendment shall be mailed with a ballot to all members of the Society at least 30 days before the date appointed for return of the ballots, and the ballots shall carry a statement of the time limit for their return to the IEEE office. When a mail vote of the entire Society membership is made necessary, approval of the amendment by at least two-thirds of the ballots legally cast shall be necessary for its enactment.

Section 2. Suitable bylaws, and amendments thereto, may be adopted by a two-thirds vote of the Board of Governors present and entitled to vote, provided a quorum is present, provided that notice of the proposed bylaws, or amendment, has been sent to each member of the Board of Governors at least a week prior to such a meeting; or a bylaw, or amendment, may be adopted by a two-thirds mail (or e-mail) vote of the members of the Board of Governors provided a 30-day period is provided for such responses. In either event, the proposed bylaw or amendment shall appear in a publication normally reaching all Society members. No bylaw, or amendment, shall take effect until it has been published and has been approved by the IEEE Vice President of Technical Activities.

Section 3. All amendments to the Constitution or Bylaws shall become effective immediately after the affirmative vote, and all required approvals have been obtained, unless a later date has been specified at the time the vote is taken. A final copy of the approved Constitution or Bylaws shall be filed with the Secretary, IEEE Technical Activities Board, with its effective date.