Signal Processing Society Bylaws

Amended 10 March 2017 - Board of Governors

Approved 8 May 2017 - Vice President, Technical Activities

Effective Date of Amendments - 8 May 2017

100.0 MEMBERSHIP

101. Grades.

IEEE members of any grade will become members of the Society upon application and payment of the Society membership fee. Special categories of members may be designated in accordance with IEEE rules and procedures.

Recognized Society membership grades are:
1. Member
2. Affiliate
3. Associate
4. Student.
The term "member," when printed without an initial capital, where used in these Bylaws, refers to all grades of membership.

102. Rights and Privileges.

Member. A Member of the Signal Processing Society shall hold the grade of Member, or higher grade, in the IEEE. A Member shall have the right to vote in general elections and to run for Society office in accordance with these Bylaws.
Affiliate. An Affiliate shall not be a member of IEEE but shall, by payment of appropriate dues and fees, qualify for Society membership. Society Affiliate membership may be based on membership in other organizations or IEEE societies that have been recognized for affiliation purposes by specific action of the Society’s Board of Governors (BoG). An Affiliate has the rights and privileges of a Society Member. An Affiliate may serve in an appointive capacity that does not require IEEE membership as a prerequisite.
Associate. An Associate shall be a member of the IEEE and shall pay appropriate IEEE and Society dues and fees. An Associate shall have the right to vote in Society general elections and shall have the rights and privileges of a Society Member, except the right to serve in an elective capacity.
Student. Student grade is open to IEEE Student Members. Student Members do not vote in Society elections, nor may they serve in an elective or appointive capacity for other than Student activities.

103. Application and Admission.

Each application for admission to membership or for transfer to a different grade of membership, shall include sufficient evidence of eligibility, in addition to meeting the requirements for admission or upgrade as provided in the IEEE bylaws.

200.0 ORGANIZATION

201. Officers.

The Officers of the Signal Processing Society shall be: the President, the President-Elect, and the Vice Presidents.

President. The President is responsible for carrying out the strategic plans and policies as established by the Board of Governors and reports to the Board of Governors. The President chairs the Board of Governors and the Executive Committee. The President shall call an Annual Meeting of the Board of Governors.
The President also shall represent the views of the Society’s leadership as a voting member of the IEEE Technical Activities Board (TAB) or other IEEE major boards, and shall serve on committees of TAB or other IEEE major boards, as elected or appointed. In the event the President shall not be able to attend a meeting of an IEEE entity to which he/she has been appointed, the Society may send an alternate provided that the IEEE Bylaws permit an alternate. If the IEEE Bylaws do not specifically state who shall be permitted to serve as alternate on behalf of the SPS President, each year the President will select and inform TAB who shall serve as his/her alternate for that year. The alternate will be an Officer of the Executive Committee.

The President is the only Society Officer empowered on behalf of the Board of Governors, to engage other IEEE Societies or organizations in discussions regarding partnerships that affect the Society and/or its products and services.
President-Elect. (amended 4 October 2012) The President-Elect shall chair the TC Review Committee and the Long-Range Planning and Implementation Committee, as well as act as the Society’s treasurer. He/she shall be responsible for preparation of Society budgets, monitoring of the Society’s expenses, surpluses, and investments and shall act as liaison to the Board of Governors on all Strategic and Long-Range Planning activities. The President-Elect has the direct overall responsibilities for the development, design, operation, and improvement of the Society’s long-range planning, technical committee reviews, and the Society’s finances and reports to the President.
Vice President-Membership. (amended 4 October 2012) The Vice President-Membership, shall chair the Membership Board and shall act as liaison to the Board of Governors for the activities of the Membership Services Committee, Industrial Relations Committee, Student Services Committee, Education Committee and the Chapters Standing Committees of the Membership Board. The Vice President-Membership has the direct overall responsibilities for the development, design, operation, and improvement of the Society’s membership and reports to the President.
Vice President-Conferences. The Vice President-Conferences, shall chair the Conference Board and shall act as liaison to the Board of Governors for all technical meeting activity. The Vice President-Conferences has the direct overall responsibilities for the development, design, operation, and improvement of the Society’s conferences and workshops, and their proceedings and reports to the President.
Vice President-Publications. The Vice President-Publications, shall chair the Publications Board and shall act as a liaison to the Board of Governors for the Society’s magazine(s), transaction(s), journal(s), and other publications. The Vice President-Publications has the direct overall responsibilities for the development, design, operation, and improvement of the Society’s magazine(s), transaction(s), journal(s), and other publications and reports to the President.
Vice President-Technical Directions. The Vice President-Technical Directions, shall chair the Technical Directions Board and shall act as a liaison to the Board of Governors for the Technical Committee’s activities. The Vice President-Technical Directions has the direct overall responsibilities for the development, design, operation, and improvement of the Society’s technical committees and reports to the President.
Term of Office. The President-Elect, and President, shall each serve two years in office. The Vice Presidents shall each serve three years in office. None shall be eligible for reelection to consecutive terms.
Vacancies. Vacancies in the offices of President and President-Elect shall be handled in accordance with Bylaw 203.9.

202. Past President and Officers-Elect.

Past President. The Past President shall chair the Nominations and Appointments Standing Committee. The Past President shall serve two-years in office.
Officers-Elect. President-Elect and Vice President – Elect are referred to as Officers-Elect.

203. Board of Governors (BoG).

(amended 4 October 2012)
The Society shall be governed by an administrative committee which shall be referred to as the Board of Governors, and which shall consist of 21 members who shall be the six officers of the Society elected by the Board of Governors, the nine Members-at-Large elected by the voting members of the Society (See Sections 302, 303), and five non-voting, ex-officio members, who are the Awards Board Chair and the four Regional Directors-at-Large (see Sections 305). The Executive Director shall serve ex-officio, without vote. In the conduct of the Society’s business, all volunteer leaders are accountable to the Board of Governors.

At the discretion of the Board, when it is not practical to meet in conjunction with one of the Society's technical meetings, and for any special meetings of the Board, a location central to the majority of the Members of the Board then serving shall be employed.

Annual Meeting. (amended 10 May 2014) The President shall call Annual Meetings of the Board of Governors, normally during ICASSP in the Spring and ICIP or GlobalSIP in the Fall.
Notice and Location of Meeting. No meeting of the Board of Governors for the purpose of transacting business may be held unless each member of that Committee shall have been sent, at least 30 days prior, a meeting notice that includes the time and place of the meeting.
In order to maximize travel convenience for members of the Board, and minimize travel expense, Board meetings shall be scheduled as follows:
1. (amended 4 October 2012) in conjunction with the International Conference on Acoustics, Speech, and Signal Processing (ICASSP) each Spring, with the exception of any instance when, for purposes of safety of the participants, travel to the ICASSP meeting location is determined by the Board to be imprudent;
2. whenever practicable, in conjunction with the International Conference on Image Processing (ICIP) during the Fall or the Global Conference on Signal and Information Processing (GlobalSIP).
Voting Privileges. (amended 4 October 2012) The Members-at-Large and Officers of the Board of Governors shall have voting privileges, while the Awards Board Chair and Regional Directors-at-Large are non-voting members. The Awards Board Chair and the Regional Directors-at-Large will not be counted to make a quorum of the Board of Governors. (IEEE Must Have) The presiding officer of the Board shall have no vote on the Board except if the vote is by secret ballot or unless the Chair’s vote can change the outcome of the vote. The Executive Director shall serve ex-officio, without vote.
Alternates. As required by New York Not-for-Profit Law, the IEEE Signal Processing Society shall conduct its business without the use of alternates, except as permitted by IEEE and specified in the IEEE Bylaws.
Rules of Conduct. Meetings of the Board of Governors and other entities of the Society shall be conducted in accordance with Robert's Rules of Order (Revised) except as otherwise specified in the Constitution or in these Bylaws.
Quorum. (IEEE Must Have) As defined in the Constitution, a quorum of the Board of Governors shall be a majority of those members having voting rights. A majority of the legal votes cast by members of the Board of Governors present at a regularly convened meeting shall be necessary for the conduct of Board business, except as otherwise provided in the Constitution or in these Bylaws.
Action of the Board of Governors and Committees thereof. (IEEE Must Have)
1. The vote of a majority of the votes of the members present and entitled to vote, at the time of vote, provided a quorum is present, shall be the act of the Board of Governors or any committee thereof.
2. 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.
3. 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 transmission 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.
4. Voting. 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 thereof.
5. Proxy voting is not allowed.
Special Meetings. Special meetings of the Board of Governors may be called by the President or by any five voting members of the Board of Governors, on notice to all other Committee members. Notice of such special meetings giving: the time and place of the meeting, the purpose of the meeting, and the name(s) of the convener(s) shall be mailed to all Board members not less than 20 days before the date set for the special meeting.
The Board may also conduct business by conference call meeting. A quorum of the Board must participate in the call and must be present at the start of the meeting. Conference call meetings may be employed to resolve a single issue in an emergency on matters that the Board has specifically reserved for its own consideration or on matters of policy. In all other cases, the Executive Committee is empowered to act on behalf of the Board between face-to-face meetings. A notice of at least 24 hours is necessary for a conference call meeting of the Board with such need established by the President and at least two other voting members of the Board.
Vacancies.
1. President. The incumbent President-Elect shall assume the duties of the President should the Presidential office become vacant, thereby vacating the office of President-Elect. Having served the remainder of the Presidential term, and the term to which he/she has been elected, the President shall serve as Past President. The Past President who is in office when the vacancy in the office of the President occurs shall serve one additional year.
2. Past President. The next most recently retired Past President available to serve shall fill a vacancy occurring in the office of Past President.
3. President-Elect. Should a vacancy occur in the office of President-Elect, the Board of Governors shall hold an election to fill the vacancy. The individual assuming the office of President-Elect shall then serve the remainder of the cycle of President-Elect, President, and Past President positions.
4. Members-at-Large, Regional Directors-at-Large and Vice Presidents. The Board of Governors shall fill vacancies on the Board for Members-at-Large, Regional Directors-at-Large or Vice Presidents. Candidates to fill Member-at-Large or Regional Director-at-Large vacancies shall be drawn, in order of number of the next highest votes received, from the candidates in the immediate past general election who were not elected to Member-at-Large or Regional Director-at-Large. Candidates to fill vacancies of a Vice President, until an election can occur, shall have current or previous experience as Member-at-Large or past Vice President.
5. For any circumstances that have not been foreseen in these Bylaw provisions, the Board of Governors shall fill such a vacancy.
6. Vacancies Caused by Non-Attendance. Board members are expected to attend all meetings of the Board of Governors. A member of the Board, upon absence from the second meeting of his/her term, may be removed upon review of the reasons therefore, and subsequent vote by the Board. Vacancies created in this way shall be filled by the Board; candidates to fill such vacancies shall have previously served on the Board as Member-at-Large.
Compensation.As provided in the Constitution, no member of the Society, including any member of the Board of Governors or its boards or committees, may derive any income from his/her participation in Society activities, except if that individual shall be an employee of the Society carried on the payroll of the IEEE.
Reimbursement of Member Travel Expense. Participation in Society activities as a volunteer leader is considered a personal commitment. The Society may, at its discretion, provide some travel assistance, which shall follow the guidelines detailed in the Policy and Procedures Manual.

204. Executive Committee.

The Executive Committee shall make rules and regulations that may be deemed proper to its own governance and for the transaction of business of the Society. At all times between meetings of the Board of Governors, the Executive Committee shall have the powers and duties of the Board except for those matters not permitted to be delegated by the Constitution or these Bylaws, or for matters the Board of Governors has expressly reserved to itself. The Executive Committee also shall have operational responsibility for the Society’s finances. The exercise of the powers and duties of the Board by the Executive Committee may:

be overruled by the Board of Governors by majority vote at any meeting;
be suspended, by a two-thirds vote of the Board of Governors, until such time as the Bylaws conferring power on the Executive Committee are amended;

be directed by the Board of Governors in any action or plan.

Composition. The Executive Committee shall comprise the President, the President-Elect, the Vice Presidents elected by the Board of Governors and the Executive Director (ex-officio without vote). The President shall be the chair with a Secretary pro tem named for the meeting by the Chair.
Meetings. Meetings of the Executive Committee shall be held in Executive Session and may be called, on 7 days’ notice, by the President. The Executive Committee may also meet and act upon the vote of its members through any means of communication. Actions taken under such conditions shall require a majority vote, provided a quorum of the Executive Committee participates.
Minutes. Minutes of Executive Committee meetings shall be distributed to all members of the Board of Governors.
Quorum. A majority of the voting members of the Executive Committee shall constitute a quorum.
Proxies. The Executive Committee may not employ proxy votes.
Conduct of Business. The Executive Committee may divide its duties among its members and conduct its business as it finds necessary. In addition, the President may appoint such ad hoc committees as may be required from time to time.

Liaison to the Board of Governors. (amended 4 October 2012) The members of the Executive Committee shall provide liaison to the Board of Governors for the major boards, Standing Committees, the Technical Committees, and other activities of the Society as follows:

President:	Executive Committee; Awards Board; Nominations and Appointments Committee; Staff Activities, IEEE TAB Activities
President-Elect:	Long-Range and Strategic Planning Activities; TC Review Committee; Oversight of Board and Executive Committee Minutes.
Vice President-Membership:	Membership Board and its Committees
Vice President-Conferences:	Conference Board
Vice President-Publications:	Publications Board
Vice President-Technical Directions:	Technical Directions Board.

Society liaisons to other entities shall report through the appropriate Vice President (e.g., representatives to joint publications would report via the Vice President-Publications).

205. Removal and Suspension.

Removal of a Member-at-Large or Regional Director-at-Large of the Board of Governors. A Member-at-Large or Regional Director-at-Large of the Board of Governors may be removed from office, with or without cause, either:
1. by the affirmative vote of two-thirds majority of the members of the Board of Governors; or,
2. the receipt by the Society’s office of a petition signed by at least 10% of the total number of voting members of the Society moving for the removal of such Member-at-Large or Regional Director-at-Large. A ballot on such motion shall be submitted to the voting members of the Society. If a majority of the ballots cast by the voting members for or against such motion are to remove such member-at-large or regional director-at-large, the member-at-large or regional director-at-large shall be removed from such position; or
3. by non-attendance to Board of Governors meetings as outlined in Bylaw 203.9.F, Vacancies Caused by Non-Attendance.
Removal of an Officer. An Officer of the Society (as that position is defined in these bylaws) may be removed from office, with or without cause:
1. by the affirmative vote of two-thirds the members of the Board of Governors. An Officer so removed shall be considered to be removed from all Society duties including, but not limited to, the Board of Governors, Executive Committee, the major board he/she chairs, or as representative on behalf of the Society to any IEEE or non-IEEE activity; or
2. the receipt by the Society’s office of a petition signed by at least 10% of the total number of voting members of the Society moving for the removal of such Officer. A ballot on such motion shall be submitted to the voting members of the Society. If a majority of the ballots cast by the voting members for or against such motion are to remove such Officer, the Officer shall be removed from such position.
Suspension from Office. An Officer elected by the Society’s Board of Governors may be suspended for cause from his/her authority to act.
1. Cause is defined as conduct that is determined to constitute a material violation of the IEEE Constitution, Bylaws, Code of Ethics, or of the Constitution, Bylaws, or Policy and Procedures Manual of the Society; and/or for non-fulfillment of his/her duties and responsibilities; and/or for other conduct that is prejudicial to the IEEE or to the Society.
2. Upon receipt by the members of the Board of Governors of a complaint in writing, and signed by at least three members of the Board of Governors, and that sets out with reasonable specificity the alleged conduct of the Officer occurring during the term(s) as Officer that is alleged to constitute cause for suspension of that Officer’s authority to act as an Officer, such complaint shall be promptly acted on by vote of the Board of Governors. An affirmative vote of two-thirds of the members of the Board shall be sufficient for suspension.
3. Should the Society’s Board of Governors determine that the Officer shall be suspended, his/her ability to act in any official capacity, or to exercise any authority, shall also be suspended within the Society and shall be reported to IEEE TAB and to IEEE.
Notice to Board of Governors. Prior to the Board of Governors considering any removal or suspension, the Board of Governors must receive 10 days advance notice of the issue.

206. Conflict Resolution Process.

(IEEE Must Have) The Society leadership will create an ad hoc committee to handle each matter requiring conflict resolution.

Composition. The composition of each ad hoc committee will include area experts. The experts should be chosen based on mediation experience or subject area experience. All members of the ad hoc committee should be non-conflicted, e.g., no prior involvement in the situation, no collegial work relationship, etc. The committee may be augmented with the agreement of all members of the ad hoc committee. The committee will select its own chair.
Process. During the first meeting of the ad hoc committee, the committee shall create a timeline detailing the conflict resolution process, as well as determine any operational rules for the ad hoc committee’s operation (e.g., length of final report; length of statement of dissent, etc.) The individual who brought the conflict matter forward shall be informed of the timeline. All discussions and information presented to the ad hoc committee shall be handled in a confidential manner.
Decisions need not be unanimous; final outcomes may be determined by majority vote of the membership of the ad hoc committee. Dissenting members may include their dissenting opinion as part of the report; the length of such dissent will be determined as part of the committee’s operational rules.

After the ad hoc committee has determined its final ruling, the ad hoc committee chair shall be responsible for preparing a short report documenting the committee’s findings. The report shall be provided to the individual who brought the conflict matter forward.
Appeal. If the individual who brought the conflict matter forward feels that the matter has not been adequately resolved by the ad hoc committee at the Society level, he/she may escalate the matter further to TAB or IEEE. The ad hoc committee report shall be shared with TAB and/or IEEE.

207. Boards and Committees.

The conduct of Society activities, wherever possible, shall be through voluntarily associated groups of Society members. The Board of Governors may also establish boards and committees to assist the conduct of Society activities.

The following Boards and Standing Committees shall be established by and be responsible to the Board of Governors:

Awards Board
Conference Board
Membership Board
Publications Board
Technical Directions Board

Executive Committee
Long-Range Planning and Implementation Committee
Nominations and Appointments Committee
TC Review Committee .

In addition, the Board of Governors may create such ad hoc committees as may be necessary to assist the Board with short-term projects. Ad hoc committees shall have a life of one calendar year or less. Any extension beyond the end of the calendar year shall require specific action by the Board of Governors.

Committee Operations. Each Board and Standing Committee shall have the right to create subcommittees of its own selection. The cognizant Vice President or Executive Committee liaison shall be an ex-officio, non-voting member of any such committees, except as otherwise specified. Voting members of all boards, standing committees and subcommittees shall be Members of the Society, unless specified otherwise. Qualified individuals who are not Members of the Society may be appointed to serve as non-voting consultants to make their expertise available to these bodies.
Term of Appointment and Duration. Unless specified otherwise, the term of appointment of committee members, including the chairman, shall be three calendar years. However, when it is in the best interests of the Society, a committee member may be reappointed.
Unless specified, appointments shall normally be distributed to avoid termination of more than approximately one-third of the membership of any board or standing committee at the end of any calendar year.
Liaison Activities. In support of IEEE purposes and objectives, there may be both ad hoc and continuing working arrangements with entities of the IEEE or other not-for-profit organizations. In the event of designation by the IEEE of the Signal Processing Society, or any of its boards or committees as representatives thereof, to provide such representation, authority for actions or arrangements shall reside with the IEEE Board of Directors or the IEEE Executive Committee.

208. Awards Board.

Duties. (amended 4 October 2012) The Awards Board shall report directly to the Board of Governors. The functions of the Awards Board shall be to:
1. solicit candidates for all Society awards and prizes in accordance with the requirements for each award;
2. solicit nominations of candidates from among the Society’s members for IEEE Fellow grade;
3. solicit nominations and appoint the Society’s Distinguished Lecturers annually;
4. assist the nominations of worthy Society members for awards and recognitions that may be available from other sources outside the Society and the IEEE.
5. review and select best paper awards from the nominations.
6. vet the major award nominations.
(approved 6 December 2013) The Awards Board shall vet the nominations for the major awards, so all nominations meet the specified policies, that there are no perceived conflicts-of-interest and the nominations meet the quality requirement. The vetting process also includes reducing the number of nominations, if necessary, submitted to the Board of Governors, so only a maximum of three nominations for each award presented comes forward to the Board of Governors for voting. For example, the Technical Achievement Award normally selects two recipients each year, so there should be no more than six candidates brought forward to the Board of Governors ballot for the Technical Achievement Award. The nomination list brought forward to the Board of Governors should not be reduced to the point that the Awards Board has essentially selected the awards recipients. The Awards Board shall also be responsible for reviewing and finalizing award citations.

Nominations and endorsements for awards and recognitions on behalf of the IEEE Signal Processing Society shall be the sole purview of the IEEE Signal Processing Society Awards Board on behalf of the IEEE Signal Processing Society Board of Governors, and no other technical, administrative, ad hoc, editorial, standing, or other committee or board of the Society shall participate in such nominations and endorsements processes, except as expressly written elsewhere in these bylaws or delegated on a case by case basis by the Awards Board.
Composition. (amended 25 March 2016) The Awards Board shall comprise nine (9) members: The Chair, who shall hold the grade of IEEE Fellow and shall be appointed by the President, with the advice and consent of the Executive Committee, to serve three years, non-renewable; the Chair of the Fellow Reference Committee; six (6) members-at-large, each year two members will be elected by the Board of Governors from a pool of nominations, whose terms on the Awards Board may not exceed three years, non-renewable; and one member, who shall be appointed for one year by the Awards Board Chair, renewable once. Each year an open call for nominations for the Awards Board member-at-large positions will be held. Current members of the Board of Governors are ineligible to serve on the Awards Board. The Nominations and Appointment Committee will be responsible for vetting the candidates and the Board of Governors will elect the members-at-large. A maximum of three candidates can appear on the ballot for each member-at-large position becoming vacant.
Fellow Reference Committee.
1. Charter. The Fellow Reference Committee shall be responsible for evaluating nominations for IEEE Fellow that are referred for review by the IEEE Fellow Committee.
2. Composition.(amended 4 October 2012) The Fellow Reference Committee shall comprise the chair, who shall be appointed by the Awards Board Chair, with the advice and consent of the Executive Committee, to serve three years, non-renewable, and eight members-at-large who shall hold the grade of IEEE Fellow and shall be members of the Society in good standing. Terms of the members-at-large shall be three years, non-renewable. The Awards Board Chair shall serve ex-officio, without vote. The Chair should seek nominations for members-at-large from broad constituencies of the Society to guarantee a fair representation from the key technical disciplines of the Society, including representation from industry. The selection and appointment of the members-at-large is done by the Chair with the advice and consent of the Executive Committee.
Signal Processing Society Awards. The Society's Awards shall be:
1. Society Award.The Society Award honors outstanding technical contributions in a field within the scope of the Signal Processing Society and outstanding leadership within that field.
2. Technical Achievement Award. The Technical Achievement Award honors a person who, over a period of years, has made outstanding technical contributions to theory and/or practice in technical areas within the scope of the Society, as demonstrated by publications, patents, or recognized impact on the field.
3. Meritorious Service Award.The Meritorious Service Award honors contributions to the Signal Processing Society. Up to two Meritorious Service Awards may be presented annually, provided nominations meet the specific criteria.
4. Best Paper Award. The Best Paper Award honors the author(s) of a paper of exceptional merit dealing with a subject related to the Society’s technical scope, and appearing in one of the Society’s solely owned periodicals, irrespective of the author’s age.
5. Young Author Best Paper Award. The Young Author Best Paper Award honors the author(s) of an especially meritorious paper dealing with a subject related to the Society’s technical scope and appearing in one of the Society’s solely owned periodicals and who, upon the date of submission of the paper, is less than 30 years of age.
6. Signal Processing Magazine Best Paper Award. The Signal Processing Magazine Best Paper Award shall honor the author(s) of a paper of exceptional merit and broad interest on a subject related to the Society’s technical scope and appearing in the Society’s magazine.
7. Signal Processing Magazine Best Column Award. The Signal Processing Magazine Best Column Award shall honor the author(s) of a column of exceptional merit and broad interest on a subject related to the Society's technical scope and appearing in the Society's magazine.
8. Signal Processing Society Education Award. The Signal Processing Society Education Award honors educators who have made pioneering and significant contributions to signal processing education.
9. Signal Processing Letters Best Paper Award. (approved 4 October 2012) The IEEE Signal Processing Letters Best Paper Award shall honor the author(s) of a letters article of exceptional merit and broad interest on a subject related to the Society's technical scope and appearing in the IEEE Signal Processing Letters.
10. Donald G. Fink Overview Paper Award. (amended 11 February 2017-TAB) The Donald G. Fink Overview Paper Award shall honor the author(s) of a journal article of broad interest that has had substantial impact over several years on a subject related to the Society's technical scope. A paper considered for the award should present an overview of a method or theory with technical depth and application perspective. It should have a multi-year record of impact and also be relevant to current researchers and/or practitioners.
11. Sustained Impact Paper Award. (approved 6 December 2013) The Sustained Impact Paper Award shall honor the author(s) of a journal article of broad interest that has had sustained impact over many years on a subject related to the Society's technical scope. A paper considered for the award should be relevant to current researchers and/or practitioners and represent at least one of the following: the paper resulted in a paradigm shift in how a particular problem is solved; the work forms the theoretical basis for much of the contemporary work in a particular field and the work introduced methods that are now broadly adopted in industry.
12. Industrial Leader Award. (approved 6 December 2014) The Industrial Leader Award shall recognize an industry business or technical leader whose leadership has resulted in major and outstanding advances or new directions using signal processing technologies within the scope of the Society.
13. Industrial Innovation Award. (approved 6 December 2014) The Industrial Innovation Award shall recognize an individual or team at any level who were industry employees whose technical contributions have resulted in significant advances using signal processing technologies within the scope of the Society.
14. Conference Best Paper Award for Industry. (approved 6 December 2014) The Conference Best Paper Award for Industry shall recognize the author(s) of an ICIP and ICASSP/GlobalSIP paper of exceptional industrial merit and industrial impact dealing with a subject related to the Society’s technical scope.
15. Meritorious Regional/Chapter Service Award. (approved 30 September 2016) The IEEE SPS Meritorious Regional/Chapter Service Award honors the outstanding contributions of any member of the Society to regional activities of the Signal Processing Society. Up to two Meritorious Regional/Chapter Service Awards may be presented annually, provided nominations meet the specific criteria.
Appointment of Distinguished Lecturers. As detailed in the Policy and Procedures Manual, the Awards Board will vet nominations for the Society’s Distinguished Lecturers and annually appoint individuals to represent the Society to travel and present lecturers at Society and other events.
Creation of New Awards and Other Recognitions. Recommendations for new Society awards and other forms of recognition shall be submitted by the Awards Board to the Board of Governors for recommendation to the IEEE.
Presentation of Recognitions. The awards and other recognitions of the Society shall be presented at times and places approved by the Awards Board, if not otherwise detailed in these Bylaws.

209. Conference Board.

Duties. The policies and plans for technical meetings sponsored or co-sponsored by the Signal Processing Society, or in which any Society participation is involved, shall be developed, implemented, and evaluated by the Conference Board. The Conference Board shall, as needed, prepare recommendations for new meetings and for individuals to manage them.
The Conference Board shall be responsible for the coordination of all the Society’s technical meeting activities and for overseeing the activities of the technical meeting organizing committees.
Composition. (amended 1 October 2015) The voting members of the Conference Board shall comprise the Vice President-Conferences as chair, the Society’s President-Elect; the General Chairs (preferred) or Technical Program Chairs of the immediate past and priors year’s International Conference on Acoustics, Speech, and Signal Processing (ICASSP); the General Chairs (preferred) or Technical Program Chairs of the immediate past and prior year’s International Conference on Image Processing (ICIP); the General Chairs (preferred) or Technical Program Chairs of the immediate past and prior year’s IEEE Global Conference on Signal and Information Processing (GlobalSIP); one member named by the Vice President-Publications; five Technical Committee representatives named by the Vice President-Technical Directions shall serve for up to three years, non-renewable; and up to two members-at-large appointed by the Vice President-Conferences, each serving for up to two years, non-renewable. The ex-officio, non-voting members include the Society’s Executive Director, Director-Student Services, Director-Membership Services, Director-Industrial Relations and the following Officers: Vice President-Membership, Vice President-Publications and Vice President-Technical Directions. The ex-officio, non-voting members will not be counted to make a quorum of the Conference Board. The Society President is, de facto, a member of all society boards and committees; however, his/her presence at the meeting shall not be used to constitute a quorum. The two members-at-large may not be selected from the pool of current or future ICASSP/ICIP/GlobalSIP General Chairs, preferably one member-at-large will be from industry.
Executive Subcommittee. (amended 25 April 2015) The Conference Board shall be served by a subset of its membership, which shall form an Executive Subcommittee. The membership of the Executive Subcommittee shall comprise: the Vice President-Conferences as chair, the Society’s President-Elect, two Conference Board members, of which one shall represent conferences and the other shall represent the Technical Committees, each shall serve for one year and the Executive Director shall serve ex-officio, without vote.
It shall be the role of the Executive Subcommittee to review and make recommendations to the Conference Board on any matters of interest arising from actions of the Society’s Executive Committee or Board of Governors, or from the IEEE, that may affect the Society’s technical meetings.

The Executive Subcommittee shall also communicate to the Society’s Executive Committee or Board of Governors matters arising from the Conference Board that are deemed of concern to the health of the Society’s technical meetings. Finally, the Executive Subcommittee shall prepare, for consideration and appropriate action by the Conference Board, policy, procedures, and plans concerning technical meetings involving the Society.
Meetings. (amended 10 May 2014) Meetings of the Conference Board shall be held in conjunction with the meetings of the Board of Governors at ICASSP in the Spring and ICIP or GlobalSIP in the Fall.
Travel Support. Participation on the Conference Board shall be considered a personal commitment. Any support for travel of the voting members to meetings of the Conference Board shall be strictly limited to that specifically detailed in the Policy and Procedures Manual.

210. Membership Board.

Duties. The Membership Board shall:
1. monitor Society membership and advise the Board of Governors of trends and opportunities;
2. promote and foster membership development and improve membership relations;
3. provide liaison with IEEE membership committees, with Section and Chapter officers, and with staff;
4. address, proactively, the issues of Member and Student Member retention;
5. identify value/benefit/services to members and recommend policy/mechanism for recruiting members.
Composition. (amended 10 March 2017) The Membership Board shall be chaired by the Vice President-Membership. The members shall be: four Regional Directors-at-Large, Chapter Chair, Director–Student Services, Director–Membership Services, Director–Industrial Relations, Education Committee Chair, Women in Signal Processing Committee, SigView Chief Editor, SigPort Chief Editor, and the President-Elect. The ex-officio, non-voting members include the Society’s Executive Director and the following Officers: Vice President-Conferences, Vice President-Publications and Vice President-Technical Directions. The ex-officio, non-voting members will not be counted to make a quorum of the Membership Board. The Society President is, de facto, a member of all society boards and committees; however, his/her presence at the meeting shall not be used to constitute a quorum.
Chapters Committee. (amended 4 October 2012)
1. Duties. The Chapters Committee shall create and promote interest in the Society’s activities by assisting the formation of Chapters within IEEE Sections; shall develop material to assist Chapters in the support of student branch chapter activities; shall promote industrial liaison; shall assist Regional Directors-at-Large in their geographical initiatives and shall work to insure compliance of Society Chapters with IEEE’s requirements for Chapters. Members shall interact with Chapter Chairs at the Chapter Chair’s Luncheon.
2. Composition. (amended 4 October 2012) The Chapters Committee shall have thirteen members: the Chair, who shall be appointed by the Vice President-Membership with the advice and consent of the Executive Committee; the four Regional Directors-at-Large and two members each to represent IEEE Regions 1-6, Region 7 & Region 9, Region 8, and Region 10. Each of these Regional representatives shall be SPS Chapter Chairs currently serving. The maximum term on the Chapters Committee shall be three years, non-renewable with the terms of no more than half of the Committee expiring at any one time.
3. Chapters Committee Chair.(approved 4 October 2012)The Chapters Committee Chair is in charge of the Distinguished Lecturer Program and shall coordinate with the Chapters Committee for the program’s sustainability and geographical diversity and shall monitor the results in SP community growth. The Chapters Committee Chair shall coordinate the Regional Representatives to integrate Regional Directors-at-Large global activities, as well as organize and chair the Chapter Chairs Luncheon.
Membership Services Committee.
1. Duties. The Membership Services Committee shall identify value/benefit/services to members and recommend policy/mechanism for recruiting members; develop programs and material to facilitate member recruiting and service; maintain and develop contacts with leadership and membership constituents; and provide proper communication channels and feedback.
2. Composition. (amended 4 October 2012) The Membership Services Committee shall have six members: the Chair, Director-Membership Services, who shall be appointed by the Vice President-Membership with the advice and consent of the Executive Committee to serve three years, non-renewable, and five members appointed by the Director with the advice and consent of the Membership Board. The term of committee members shall be three years, renewable once.
Industrial Relations Committee.
1. Duties. The Industrial Relations Committee shall identify value/benefit/services to attract/retain industrial members; develop programs and material to facilitate industrial member recruiting and service; maintain and develop contacts with leadership and industrial constituents; and provide proper communication channels and feedback.
2. Composition. (amended 6 December 2013) The Industrial Relations Committee shall have six to eleven members: the Chair, Director-Industrial Relations, who shall be appointed by the Vice President-Membership with the advice and consent of the Executive Committee to serve three years, non-renewable, and five to ten members appointed by the Director with the advice and consent of the Membership Board. The term of committee members shall be three years, renewable once.
Student Services Committee.
1. Duties. The Student Services Committee shall identify value/benefit/services to Student members and recommend policy/mechanism for recruiting Student members; develop programs and material to facilitate Student member recruiting and service; maintain and develop contacts with leadership and Student membership constituents; and provide proper communication channels and feedback.
2. Composition. (amended 4 October 2012) The Student Services Committee shall have six members: the Chair, Director-Student Services, who shall be appointed by the Vice President-Membership with the advice and consent of the Executive Committee to serve three years, non-renewable, and five members appointed by the Director with the advice and consent of the Membership Board. The term of committee members shall be three years, renewable once.
Education Committee. (approved 4 October 2012)
1. Duties. The Education Committee shall identify value/benefit/services to educate the signal processing community and public-at-large; increase the visibility of signal processing, particularly its role in society and technology; develop educational programs and material to facilitate member recruiting and service; maintain and develop contacts with leadership and membership constituents; and provide proper communication channels and feedback.
2. Composition. The Education Committee shall have six members: the Chair, Education Committee, who shall be appointed by the Vice President-Membership with the advice and consent of the Executive Committee to serve three years, non-renewable, and five members appointed by the Chair with the advice and consent of the Membership Board. The term of committee members shall be three years, renewable once.
Regional Committees. (approved 4 October 2012) Each Regional Director-at-Large will chair a Regional Committee for their corresponding committee.
1. Duties. The Regional Committees shall create and promote interest in the Society’s activities by assisting the-Regional Directors-at-Large in their duties; connecting Technical Committees to Chapter activities, promoting SPS educational initiatives to Regional organizations, providing venues for people to interact and exchange ideas and developing diverse membership.
2. Composition. Each Regional Committee shall have five members: the Regional Director-at-Large as Chair, a TC representative, who shall be appointed by the Vice President-Technical Directions; a Conference representative, who shall be appointed by the Vice President-Conferences; and two members from the corresponding region, who are currently serving on the SPS Chapters Committee. The maximum term on the Regional Committee shall be three years, non-renewable with the terms of no more than half of the Committee expiring at any one time.
Chapter of the Year Award. The IEEE Signal Processing Society Chapter of the Year Award shall be presented annually to a Chapter that has provided their membership with the highest quality of programs, activities and services.
1. Chapter Review Committee. (amended 6 December 2013) The Vice President-Membership shall chair the Chapter Review Committee to conduct the annual review of Chapter activities through the Chapter Certification Program with committee members including the Chapters Committee Chair and the four Regional Directors-at-Large. Nominations will be reviewed by the Chapter Review Committee, which shall select the winner of the Chapter of the Year Award.
SigView. (approved 6 December 2013) SigView is the Society’s online video library, which allows you to create, host, link and distribute videos of talks, lectures, tutorials or any other media.
1. Chief Editor. SigView shall be managed by a Chief Editor who shall be appointed by the Vice President-Membership with the advice and consent of the Executive Committee. The Chief Editor shall serve for three years, non-renewable. The Chief Editor shall be responsible for implementing SigView. He/she shall chair the Editorial Board for SigView and also serve as a member of the Society’s Membership Board.
2. Editorial Board. SigView shall be guided by an Editorial Board, which shall be chaired by the Chief Editor and which shall comprise the Editors for SigView. The Society’s Executive Director shall serve ex-officio, without vote.
  It shall be the responsibility of the Editorial Board to ensure that SigView maintains the highest quality while adhering to the rules and procedures of both the Society and the IEEE, consonant with these bylaws and the Policy and Procedures Manual.
Signal Processing Repository (SigPort). (approved 6 December 2013) The Signal Processing Repository (SigPort) is the Society’s online archive of manuscripts, reports, theses, and supporting materials. It collects technical material of interest to the broad signal processing community. It can host material ineligible or unintended for formal publication, and manuscripts to help individuals obtain early exposure and feedback on their work prior to possible formal publication.
1. Chief Editor. SigPort shall be managed by a Chief Editor who shall be appointed by the Vice President-Membership with the advice and consent of the Executive Committee. The Chief Editor shall serve for three years, non-renewable. The Chief Editor shall be responsible for implementing SigPort. He/she shall chair the Editorial Board for SigPort and also serve as a member of the Society’s Membership Board.
2. Editorial Board. SigPort shall be guided by an Editorial Board, which shall be chaired by the Chief Editor and which shall comprise the Editors for SigPort. The Society’s Executive Director shall serve ex-officio, without vote.
  It shall be the responsibility of the Editorial Board to ensure that SigPort becomes and remains the premier pre-publication repository for Signal Processing members, while adhering to the rules and procedures of both the Society and the IEEE, consonant with these bylaws and the Policy and Procedures Manual.
  
  The Board shall:
  1. Guide the development of the SigPort software by working with the chosen developer;
  2. Define and implement all operational aspects of SigPort, including a Help Desk facility for users, billing methods and procedures, legal safeguards, and system administration;
  3. Have continuous involvement in SigPort operation, including identification of document categories, selection and description of highlighted documents, definition and processing of any submission awards/recognition, and review of objectionable submissions due to alleged plagiarism or improper content;
  4. Publicize the SigPort platform to the signal and information processing community through professional activities, encourage submissions to and utilization of SigPort, and solicit feedback for improvement/enrichment;
  5. Identify future SigPort features for inclusion or revision, make recommendations on phased development or refinement to the Membership Board, and represent the Membership Board to oversee the SigPort system development.
Women in Signal Processing Committee. (approved 10 March 2017)
1. Duties. The Women in Signal Processing Committee shall report to the Membership Board. The Women in Signal Processing Committee shall identify value/benefit/services to women members and recommend policy/mechanism for recruiting women members; develop programs and material to facilitate women member recruiting and services; maintain and develop contacts with leadership and membership constituents; and provide proper communication channels and feedback. The Women in Signal Processing Committee shall be responsible for identifying, vetting and submitting women candidates for award and board/committee nominations. The Women in Signal Processing Committee should work with the Technical Committees to create a liaison position within each of the Technical Committees to help support their efforts.
2. Composition. The Women in Signal Processing Committee shall have six members: the Chair, Women in Signal Processing Committee, who shall be appointed by the Vice President-Membership with the advice and consent of the Executive Committee to serve three years, non-renewable, and five members appointed by the Chair with the advice and consent of the Membership Board. The term of committee members shall be three years, renewable once.

211. Publications Board.

Duties. The Society Publications Board shall develop policies and plans for the Society’s publications activities; review publication page budgets; represent the Society to the IEEE and other organizations for publications matters; review proposals for new publications; and insure the high quality of all of the Society’s sponsored and co-sponsored publications.
Composition. (amended 1 October 2015) The voting members of the Publications Board shall comprise: the Vice President-Publications as chair; the Editor-in-Chief of each of the Society’s publications and financially co-sponsored publications specified in section 602; one member named by the Vice President-Conferences and by the Vice President-Technical Directions; and the President-Elect. The ex-officio, non-voting members include the Society’s Executive Director, Society representatives to other co-sponsored publications, Director-Membership Services, Director-Industrial Relations and the following Officers: Vice President-Membership, Vice President-Conferences and Vice President-Technical Directions. The representatives to co-sponsored publications and ex-officio, non-voting members will not be counted to make a quorum of the Publications Board. The Society President is, de facto, a member of all society boards and committees; however, his/her presence at the meeting shall not be used to constitute a quorum.
Editorial Boards. (amended 25 March 2016) Each of the Society’s publications shall be guided by an Editorial Board chaired by the Editor-in-Chief of the publication. The Past or Incoming Editor-in-Chief of each respective publication and the Society’s Executive Director shall serve ex-officio, without vote.
The Editorial Board shall be responsible for insuring that the publication maintains the highest quality while adhering to the publication rules and procedures of both the Society and the IEEE. Its membership shall comprise the associate editors whose terms are active. Terms of service of associate editors shall be as detailed in the "Guide for Associate Editors."
Meetings. (amended 10 May 2014) Meetings of the Publications Board shall be held in conjunction with the meetings of the Board of Governors at ICASSP in the Spring and ICIP or GlobalSIP in the Fall. The Publications Board may also meet in conjunction with the IEEE Panel of Editors meeting.
Travel Support. Participation on the Publications Board shall be considered a personal commitment. Any support for travel of the voting members to meetings of the Publications Board shall be strictly limited to that specifically detailed in the Policy and Procedures Manual. No travel support will be provided to Society representatives of co-sponsored publications to attend Publications Board meetings.
Society Representatives of Co-Sponsored Publications. (10 May 2014) Representatives are appointed to bring forward the Society’s point-of-view, not their individual point-of-view, to the journal’s Editorial Board and/or Steering Committee. Representatives should seek the guidance of the Publications Board when issues/action items arise from the co-sponsored publication they present. Society representatives must provide to the Publications Board copies of agendas and minutes of the activities they represent and are encouraged to attend one Publications Board meeting a year either at one of the SPS flagship conferences.

212. Technical Directions Board.

Duties. The Technical Directions Board shall be responsible to the Board of Governors for evaluating the Society’s technical goals, objectives, organization and operational plans in light of the scientific, technological, economic, and social climate for the purpose of identifying strategic issues for attention by appropriate entities of the Society. The Technical Directions Board will assist the Board of Governors in the Society’s strategic and long-range planning. The Technical Directions Board should be proactive with regard to the Society's technical oversight and profile. The Technical Directions Board will conduct its business via an annual face-to-face meeting, which will be held at ICASSP and conference calls.
Composition. (amended 1 October 2015) The Technical Directions Board shall comprise: the Vice President-Technical Directions as Chair and the chairs of each of the Society’s Technical Committees. The Technical Program Chairs of the next two, approved ICASSP, ICIP, GlobalSIP, ISBI and ICME conferences, Special Interest Group Chairs (as defined in the IEEE Signal Processing Society Policy & Procedures Manual), the Education Committee Chair, the Executive Director and the following Officers: Vice President-Conferences, President-Elect, Vice President-Membership, and Vice President-Publications will be ex-officio, non-voting members. Each Technical Committee Chair shall hold one vote per Technical Committee. The ex-officio, non-voting members will not be counted to make a quorum of the Technical Directions Board. In the event the Technical Committee Chair cannot attend the Technical Directions Board meeting, an alternate may be assigned, however, the alternate shall not have voting rights. The Society President is, de facto, a member of all society boards and committees; however, his/her presence at the meeting shall not be used to constitute a quorum.

213. Long-Range Planning and Implementation Committee.

Duties.The Long-Range Planning and Implementation Committee shall guide the agenda of the long-range planning retreats and insure that recommendations from those retreats receive appropriate volunteer and staff attention, as well as possible incorporation into the Society’s operations by the Board of Governors and Executive Committee. The Long-Range Planning and Implementation Committee will meet at ICASSP; it will report to the Board of Governors.
Composition. The Chair of the Long-Range Planning and Implementation Committee shall be the President-Elect. The members shall be: the Executive Director, one Member-at-Large from each class on the Board of Governors. One additional Member may be named at the discretion of the President-Elect.

214. Nominations and Appointments Committee.

Duties. The Nominations and Appointments Committee shall:
1. stimulate nominations and at the same time, keep track of under-representation of key populations for future nominations. Committee members are not allowed to submit nominations or provide seconds for election under their purview;
2. establish a connection to the major boards and committees in order to generate Member-at-Large, Officer and other nominations;
3. rank nominations for Member-at-Large and Officer elections;
4. submit to the Board of Governors a list of candidates recommended for nomination to the positions of Officers. The list shall be submitted in time for the elections and in accordance with balloting requirements (See Sections 303.4, 303.5);
5. submit to the electorate no later than the first working day following 14 August for the annual General Election, at least two candidates for each Member-at-Large position becoming vacant; and
6. submit to the Board of Governors, a list of candidates recommended by the Society to serve on IEEE/TAB boards and committees and seek and obtain comments from the Board of Governors.
Composition. (amended 4 October 2012) The Nominations and Appointments Committee shall consist of a chair who shall be the Past President of the Society, and seven other members, none of whom may be currently serving as an officer of the Society or a Member-at-Large of the Board of Governors. The term of committee members shall be two-years, individuals may serve more than one term and such terms can be consecutive up to two consecutive terms. (IEEE Must Have) Five of the voting members of the Nominations and Appointments Committee shall be elected or appointed by the Board of Governors, while the Chair can appoint two members with the advice and consent of the Executive Committee by considering the balance of regional, technical, and gender diversity. Each year an open call for nominations for the Board elected members of the Nominations and Appointments Committee positions will be held. The Nominations and Appointment Committee will be responsible for vetting the candidates and the Board of Governors will elect the candidates. A maximum of three candidates can appear on the ballot for each Board elected member position becoming vacant. If a Committee member resigns from the Nominations and Appointments Committee, the vacated committee position will be filled by the candidate receiving the next highest number of votes in the Nominations and Appointments Committee election. If the position was Chair appointed, then the Chair will fill the vacancy with the advice and consent of the Executive Committee.
(IEEE Must Have) A member of the Nominations and Appointments Committee may be nominated and run for a position for which such member’s respective Nominations and Appointments Committee is responsible for making nominations only on the following conditions: (i) the nomination is not made by a member of the same Nominations and Appointments Committee and (ii) the member resigns from the Nominations and Appointments Committee prior to its first meeting of the year in which the nomination shall be made.

(IEEE Must Have) The Chair of the Nominations and Appointments Committee shall not be eligible to be elected to the Board of Governors during their term of service. In the event of the incapacity or conflict of interest of the Chair, the most recent Past Chair of the Nominations and Appointments Committee available shall be the Chair of the Nominations and Appointments Committee. With extenuating circumstances, a different individual may be appointed to this position. If a committee member has a conflict of interest in any of the election races, he/she should disclose the conflict of interest. Due to the small size of the committee, the committee will establish a process to manage the conflict of interest.

215. TC Review Committee.

Duties. The TC Review Committee shall guide the formal review process of the Technical Committees. The TC Review Committee will insure the ongoing health of the Society’s technical community and excellence of its technical activities. The TC Review Committee will meet annually with a major Society conference to review the Technical Committees; it will report to the Board of Governors.
Composition. The Chair of the TC Review Committee shall be the President-Elect. The committee members shall be appointed for two-year terms by the President-Elect from among the Members-at-Large on the Board of Governors. The number of Members-at-Large on the TC Review Committee shall be such that the membership of the TC Review Committee should at least equal the number of TCs being reviewed in any given year.

216. Finances.

Authority to Raise Funds. The Society may raise funds through dues, technical meetings, publications, or such other means as may be permitted by these Bylaws or by the rules and policies of the IEEE.
Role of IEEE Headquarters. IEEE Headquarters shall act as bursar for all society funds except as specified hereunder. Collection of and accounting for annual dues and fees shall be the responsibility of the IEEE. Other fiscal matters may be handled through the Society’s office. For all other circumstances, to safeguard the Society’s funds, the Board of Governors shall be prudent in making arrangements.

300.0 NOMINATIONS, ELECTIONS, APPOINTMENTS

301. Process.

The Past President who is the chair of the Nominations and Appointments Committee shall contact all organizational units of the Society each year inviting the submission of suitable names to be considered by the Nominations and Appointments Committee for the various elective and appointive offices.

302. Board of Governors Members-at-Large.

The result of the balloting shall be transmitted to the Society President prior to the date of the Annual Meeting of the Board of Governors.

Nominations. Annually, the Nominations and Appointments Committee shall provide a slate of at least two nominees for each of the forthcoming Member-at-Large vacancies. The Nominations and Appointments Committee should also take into consideration any anticipated vacancies caused by a Member-at-Large becoming an Officer and include the vacancy on the upcoming Member-at-Large election ballot, so the replacement for the vacant Member-at-Large position would be member-elected. Recommendations for such nominees shall be solicited from members of the Board of Governors and from the chairs of all other organizational entities of the Society. Additionally, the Nominations and Appointments Committee shall publish a call for nomination in a publication normally reaching all Society members.
Terms of Service. Members-at-Large shall each serve three years on the Board of Governors. Members-at-Large may serve more than one term on the Board of Governors; however, such terms shall not be consecutive. Members-at-Large who are elected to fill a vacancy will only fill the remainder of the vacated Member-at-Large term, but can seek re-election for a full, three year term as Member-at-Large without a gap in service.
Petitions. In the event that a nominee’s name is not selected for a position on the general election ballot, and the nominee is a member in good standing and of the proper member grade to seek election, the nominee may seek to have his/her name added to the ballot by filing, prior to the date specified in the nominations calendar, a petition.

(IEEE Must Have) For each elective office of the Society, individual voting members eligible to vote in such election may nominate candidates either by a written petition or by majority vote at a nomination meeting of the organizational unit, provided such nominations are made at least 28 days before the date of the election. The number of signatures required on a petition shall be determined in accordance with IEEE Bylaws as follows. For all positions where the electorate is less than 30,000 voting members, signatures shall be required from 2% of the eligible voters. For all positions where the electorate is more than 30,000 voting members, 600 signatures of eligible voters plus 1% of the difference between the number of eligible voters and 30,000 shall be required.

Members shall be notified of all duly made nominations prior to the election. Prior to submission of a nomination petition, the petitioner shall have determined that the nominee named in the petition is willing to serve, if elected; evidence of such willingness to serve shall be submitted with the petition.

(IEEE Must Have) Signatures can be submitted electronically through the official IEEE society annual election website, or by signing and mailing a paper petition. The name of each member signing the paper petition shall be clearly printed or typed. For identification purposes of signatures on paper petitions, membership numbers or addresses as listed in the official IEEE membership records shall be included. Only signatures submitted electronically though the IEEE society annual election website or original signatures on paper petitions shall be accepted. Facsimiles, or other copies of the original signature, shall not be accepted.

The number of signatures required on a petition shall depend on the number of eligible society voters, as listed in the official IEEE membership records at the end of the year preceding the election

The Nominations and Appointments Committee shall ensure that all such candidates are properly qualified, as stated in the Constitution. The Nominations and Appointments Committee shall further ensure that the petition signatories are Members in good standing and that the signatures coincide with the dates of petition collection established in the call for nominations.
Write-in Candidates. Ballots shall provide for write-in candidates.
Ballots. (amended 25 April 2015) The Society’s Annual Election shall follow the same balloting schedule as the IEEE Annual Election. As per IEEE bylaw, ballots shall be mailed no later than the first working day following 14 August. The Society shall submit to eligible voting members on record as of 30 June, a ballot listing all nominees for the positions to be filled by election by the membership.
Means of Election. The President shall declare those candidates having a majority of votes to be elected, subject to ratification by the Board of Governors at its Annual Meeting. Ties shall be broken by the Board of Governors. Should an elected member fail to accept office, the candidate receiving the next highest number of votes shall be certified elected. If a vacancy cannot be filled in this manner, the Board of Governors may make contingent elections.
Notifications. The Society Past President shall expeditiously notify the Secretary of the IEEE Technical Activities Board of the new Board of Governors’ membership.

303. President-Elect, Vice Presidents.

Nomination. (amended 4 October 2012) The Nominations and Appointments Committee shall make an open solicitation for nominations for the offices of President-Elect and the various Vice Presidents, who shall serve on the Board of Governors for the succeeding term. Such solicitation shall occur not later 8 January each year. Nominations for President-Elect shall be restricted to individuals who have previously served as elected members of the Board of Governors. Individuals who have been Board-appointed to fill a Member-at-Large vacancy are not considered to have been member-elected therefore, these individuals shall not qualify for consideration for any position, which member-election is a prerequisite. If the need for a special election arises, it may be handled out of cycle provided that such solicitation shall occur no later than sixteen weeks prior to the Fall meeting of the Board of Governors. Special elections will follow the same guidelines as the President-Elect and Vice President elections.

All Officer candidates must receive two nominations from Society members, but one nomination must be from a member of the Board of Governors. Individuals may self-nominate for the Officer position provided that each nomination is seconded. In the case of self-nomination, the nomination must be seconded by an additional two individuals who are not the nominee.

Annually, the Nominations and Appointments Committee shall provide a slate of at least two nominees for each of the forthcoming Officer vacancies. A maximum of three candidates can appear on the ballot for each Officer position becoming vacant.
Terms of Service. The President-Elect shall serve two years in office; he/she shall automatically succeed to the position of President, serving two years in that post. On becoming Past President, he/she shall automatically become the Chair of the Nominations and Appointments Committee. The Vice Presidents shall each serve three years in office. Individuals holding the aforementioned positions may serve more than one term on the Board of Governors; however, such terms in a single office shall not be consecutive.
Willingness to Serve. The Nominations and Appointments Committee shall obtain, in writing, from each individual who has received two or more nominations for any office, an agreement to serve if elected.

Individuals who so agree may be placed on the ballot, after the Nominations and Appointments Committee's deliberations and are required to supply a brief biography, which shall accompany the ballot.
Presentation of Candidates. (amended 4 October 2012) The chair of the Nominations and Appointments Committee shall provide to the Board, via e-mail, the slate of candidates for each Officer position before the ballots are distributed. Each candidate will have provided, in advance, to the chair of the Nominations and Appointments Committee, written assurance of willingness and ability to serve.

The President-Elect candidates shall be required to be present at the Board of Governors meeting during the ICASSP meeting series. The candidates will present their background/qualifications, as well as respond to any questions from the Board.
Ballots and Voting. (amended 4 October 2012) The members of the Board of Governors shall elect the Officers of the Society.

The President-Elect election information will be provided by the chair of the Nominations and Appointments Committee. The President-Elect election ballot shall be handled via a secret ballot at the ICASSP Board of Governors meeting, after all the President-Elect candidates have been presented to the Board and questions have been addressed from the Board. Absentee voting is not allowed for the President-Elect election. The President-Elect election results will be reported and confirmed at the same meeting. The President will inform the chair of the Nominations and Appointments Committee regarding the election outcome.

The Vice President election information will be provided by the chair of the Nominations and Appointments Committee. The Vice President’s election ballot shall be handled via a secret ballot at the ICASSP Board of Governors meeting, after all the Vice President candidates have been discussed by the Board of Governors. Candidates will not be present at the meeting. The election ballot will be done position-by-position. Absentee voting is not allowed for the Vice President elections. The Vice President election results will be reported and confirmed at the same meeting. The President will inform the chair of the Nominations and Appointments Committee regarding the election outcome.

A member of the Board of Governors may be nominated and run for an Officer position, however, the Board member will not be allowed to vote in the election in which he/she is a candidate. If the Board member is being considered for the President-Elect position, he/she will not be allowed to participate in the candidate presentation, deliberation or voting, except to present his own credentials to the Board.
Tally. The Society requires that there be more than one candidate for each Officer position on the ballot. The candidate receiving a majority of the votes shall be declared the winner. In the event of a tie, the run-off ballot will include only those candidates who are tied for the lead. In the run-off tally, the candidate receiving a majority of the votes shall be declared the winner.

If the incoming President-Elect or one of the incoming Vice Presidents is an elected Member-at-Large of the Board of Governors, that Officer shall vacate the Member-at-Large position and the Member-at-Large vacancy shall be filled by the Board of Governors by the candidate having the next highest number of votes on the current year’s Member-at-Large election.

304. Election Voting.

(approved 1 October 2015) The Society requires that all elections, except the President-Elect and Officer elections, be governed by the bylaw that addresses email voting, since most elections are conducted via email voting. The email voting bylaw requires that 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 President-Elect and Officer elections are conducted at a face-to-face meeting. These elections shall be governed by a vote of a majority of the votes of the members present and entitled to vote, at the time of vote, provided a quorum is present.

305. Regional Directors-at-Large.

The nomination process shall follow that of the Board of Governors Members-at-Large. The election shall take place in conjunction with the Board of Governors Members-at-Large election. Directors-at-Large are elected locally by members of the corresponding regions from regions 1-6 (US), 7/9 (Canada and Latin America), 8 (Europe/Middle East/Africa) and 10 (Asia/Pacific Rim), respectively. The Directors-at-Large shall each serve two years on the Membership Board.

306. Division Director-Delegate.

Nomination by Society. The Society’s Nominations and Appointments Committee will provide to the Executive Committee in any year in which the Society participates in IEEE elections for Division Director-Delegate or Division Director-Delegate-Elect, whichever is employed in the Division to which the Society belongs, nominee(s) for that post.

Upon confirmation of the recommendation(s) of the Nominations and Appointments Committee by the Executive Committee, a single nomination shall be reported to the Division Nominating Chair.
Participation in Division Nominating Process. The Society President and/or his/her designated representative shall participate on the Division Nominating Committee, which is empanelled by the past Division Director-Delegate.
Permissibility of Single Nomination. The Society may permit the nomination of a single candidate for the post of Division Director-Delegate or Division Director-Delegate-Elect.

400.0 GEOGRAPHICAL ACTIVITIES

The membership of the Society shall be concentrated, geographically, according to units defined by the IEEE as Regions, Areas, Geographic Councils, Sections, Subsections, Student Branches, Chapters, and Student Branch Chapters.

401. Regions.

A Region is a geographical unit consisting of part of one, or of one or of more than one country, established by the IEEE Member and Geographic Activities Board as the basic operating entity of the IEEE and, thus, of its societies. The membership is organized according to the following Regions:

Region 1 - Northeastern USA
Region 2 - Eastern USA
Region 3 - Southeastern USA and island of Jamaica as a part of its territory
Region 4 - Central USA
Region 5 - Southwestern USA
Region 6 - Western USA
Region 7 - Canada
Region 8 - Africa, Europe, Greenland, Iceland, the Republics of the former USSR, and the Near and Middle East, countries located West of Afghanistan and Pakistan
Region 9 - Caribbean and Bahamas Islands, South and Central America, North America (except USA, Jamaica, and Canada)
Region 10 - Asia, Australia, New Zealand and related islands.

402. Areas.

Areas may be established as parts of a Region. An Area shall generally consist of several Sections, states, provinces, or countries which may be established by the Regional Committee as a management and administrative organizational unit of IEEE to fulfill the communication needs and management/administrative missions of the Region within the territory prescribed.

403. Geographic Councils.

A Council may be formed by agreement of a group of contiguous Sections and it exists at their pleasure. It is formed by the Sections to do only those delegated tasks that can be best done together by the Sections rather than singly by each Section. The Sections retain their recognition as the basic operating, executive, administrative and geographic unit of the IEEE. The formation of a Council must be approved by the Regional Director and the Member and Geographic Activities Board.

404. Sections.

A Section shall be the basic operating geographic organizational unit of IEEE and shall be constituted by a minimum of fifty (50) IEEE voting members. A Section shall be established with the approval of the Member and Geographic Activities Board by petition of those who live/work in relatively close proximity to be served by activities that further the missions of IEEE.

405. Subsections.

A Subsection shall be a part of a Section or Region, constituted by a minimum of twenty (20) IEEE voting members, and established with the approval of MGAB by petition of those who live/work in relatively close proximity to be served by the activities that further the mission of IEEE.

406. Chapters.

A Chapter shall be a technical subunit of a Region, one or more Sections or a Geographic Council. There may be single Society Chapters, joint Society Chapters, and Technical Council Chapters. A Chapter shall comprise a minimum of twelve (12) IEEE voting members of a Society, or group of Societies in the case of a joint chapter, and shall be established by petition to the parent geographical and technical organizational units concerned to fulfill the mission of IEEE. In the case of a Technical Council Chapter, a minimum of any twelve (12) IEEE voting members of Council Member Societies in the parent geographical unit shall be required to petition to the geographic unit and to the Technical Council.

407. Student Branches.

A Student Branch shall be an operating organizational unit of IEEE constituted by a minimum of twelve (12) IEEE Student Members or Graduate Student Members at a particular college, university, technical institute, or, in unusual circumstances attached to a Section, and established with approval of MGAB by petition to the Region concerned to fulfill the mission of IEEE.

408. Student Branch Chapters.

Student Branches may have Student Branch Chapters. A Student Branch Chapter shall be a technical subunit of a Student Branch constituted by a minimum of six (6) Student Members or Graduate Student Members of a Society or group of Societies and established by petition to the parent Student Branch and Society concerned to fulfill the mission of IEEE. A Student Branch Chapter functions in a manner similar to a committee of the Student Branch.

500.0 TECHNICAL ACTIVITIES

501. Technical Committees.

(amended 4 October 2012) A Technical Committee is one that functions in a specific technical area. The creation of a new technical committee, changes in charters, or changes to the name of a technical committee must be approved by the Board of Governors. A Technical Committee shall operate in accordance with the bylaws and policies of the Society, in furtherance of the society’s mission.

Technical Committee Chairs are voting members of the Technical Directions Board. Each Technical Committee Chair holds one vote on the Technical Directions Board. In the event the Technical Committee Chair can not attend the Technical Directions Board meeting, an alternate may be assigned, however the alternate shall not have voting rights.

The Technical Committees of the Signal Processing Society are:

Audio and Acoustic Signal Processing
Bio Imaging and Signal Processing
Design and Implementation for Signal Processing Systems
Image, Video and Multidimensional Signal Processing
Information Forensics and Security
Machine Learning for Signal Processing
Multimedia Signal Processing
Sensor Array and Multichannel Signal Processing
Signal Processing for Communications and Networking
Signal Processing Theory and Methods
Speech and Language Processing.

The Industry DSP Technology Standing Committee shall; in every way function like a technical committee; its chair shall serve ex-officio, with vote on the Technical Directions Board.

Scope. Each Technical Committee shall promote activities within its area of technical interest, and shall provide expertise and assistance as follows:
1. assist in the review of papers submitted to Society technical meetings;
2. organize and operate society-sponsored/co-sponsored symposia, seminars, and workshops, or sessions at technical meetings of the Society or of the IEEE, at all levels, and at meetings of other organizations having Board-approved cooperative relationships with the Society, in accordance with IEEE rules and procedures and the rules for such meetings;
3. make nominations in the Society awards process and vet nominations for technical excellence as requested by the Awards Board;
4. assist Editors-in-Chief in identifying appropriate Associate Editor candidates;
Management. The Chair of each Technical Committee shall be elected by the Technical Committee itself. The term of office shall be two calendar years. A second term as Chair is permitted but may not be consecutive.
The Technical Committee Chair is responsible for maintaining a roster of the members and communicating the Technical Committee's activities to the Vice President-Technical Directions of the Society and to the staff office.
Membership. Technical Committee members shall be a member of the Society.

502. Technical Subgroups.

A Technical Subgroup may be organized to cover a specified portion of the Society’s Field of Interest. Each Technical Subgroup shall be governed by a Technical Committee.

Subgroups may organize special issues of transactions or a special section in an issue of a transactions.

Any service for subgroup members, beyond those provided to all Society members, is the financial responsibility of the subgroup members. Any assessment to defray subgroup activities, whether monetary or otherwise, requires the endorsement of the Board of Governors and any other approval required by the rules and practices of the IEEE.

503. Technical Committee Reviews.

Technical Committees will be subject to a formal review. Each Technical Committee will undergo a review at least once every five years with the frequency of the review decided on by the TC Review Committee and the Vice President-Technical Directions at the end of the review process.

600.0 PUBLICATIONS ACTIVITIES

601. Authority.

The Society shall have the right to publish or to sponsor such publications as are recommended by the Society’s Publications Board and approved by the Board of Governors, the IEEE Technical Activities Board, and the IEEE Publications Board.

602. Oversight.

(amended 4 October 2012) The Society Publications Board shall:

develop policies and plans for the Society’s publications;
review publication budgets and make recommendations to the Vice President-Publications and the President-Elect;
represent the Society regarding all publications, plans, policies and procedures involving the IEEE and other organizations, in accordance with these Bylaws and the rules and procedures of the IEEE;
review all proposals for new publications and make recommendations to the Board of Governors;
insure that the high quality of the Society’s publications is maintained.

The following committees and boards shall be responsible to the Publications Board: (amended 10 May 2014)

Editorial Board, IEEE TRANSACTIONS ON SIGNAL PROCESSING
Editorial Board, IEEE TRANSACTIONS ON AUDIO, SPEECH, AND LANGUAGE PROCESSING
Editorial Board, IEEE TRANSACTIONS ON IMAGE PROCESSING
Editorial Board, IEEE TRANSACTIONS ON INFORMATION FORENSICS AND SECURITY
Editorial Board, IEEE SIGNAL PROCESSING LETTERS
Editorial Board, IEEE SIGNAL PROCESSING MAGAZINE
Editorial Board, IEEE JOURNAL OF SELECTED TOPICS IN SIGNAL PROCESSING
Editorial Board, IEEE TRANSACTIONS ON COMPUTATIONAL IMAGING
Editorial Board, IEEE TRANSACTIONS ON SIGNAL AND INFORMATION PROCESSING OVER NETWORKS.

603. Publication Management.

Editor-in-Chief. (amended 25 March 2016) Each of the publications of the Society shall be managed by an Editor-in-Chief who shall be appointed by the Vice President-Publications, in consultation with the relevant Technical Committee and with the consent of the Executive Committee. The Editor-in-Chief shall serve for three years, non-renewable. The Editor-in-Chief shall be responsible for implementing the publication. He/she shall chair the Editorial Board for the publication and also serve as a member of the Society’s Publications Board.
1. Past and Incoming Editors-in-Chief. Each journal will be supported by the Editor-in-Chief, and when applicable, the Past or Incoming Editor-in-Chief. The Past Editor-in-Chief and Incoming Editor-in-Chief will be ex-officio, non-voting members of the Publications Board and the Editorial Board of their respective publication.
2. Terms. The Editor-in-Chief term shall be three years, non-renewable. The Past Editor-in-Chief term shall be 1 January through 30 June succeeding his/her official term as EiC. The Incoming Editor-in-Chief term shall be 1 July through 31 December prior to officially taking the Editor-in-Chief position.

Managing Editor. A Managing Editor shall be selected for each of the Society’s publications and shall serve for an indefinite period, subject to mutual agreement between the IEEE Transactions/Journals Department, which employs the managing editors, and the Society.
In the event that the Society shall employ an independent contractor as Managing Editor, any compensation shall be recommended to the Executive Committee by the Vice President-Publications.
Editorial Board. (amended 25 March 2016) Each of the publications of the Society shall be guided by an Editorial Board, which shall be chaired by the Editor-in-Chief and which shall comprise the associate editors for the publications having active, unexpired terms. The Past or Incoming Editor-in-Chief and the Society’s Executive Director shall serve ex-officio, without vote.
It shall be the responsibility of the Editorial Board to insure that the publication maintains the highest quality while adhering to the publication rules and procedures of both the Society and the IEEE, consonant with these bylaws, the Policy and Procedures Manual and the Guide for Associate Editors.
Editorial Expense. (amended 4 October 2012) Editorial expense shall be subject to review and approval by the Vice President-Publications, and the President-Elect.

604. Manuscript Management.

Manuscript processing for submissions to all Society periodicals shall be accomplished via a common online manuscript environment database system, as designated by the Society for manuscript management.

605. Overview Articles.

Overview articles are intended to be of solid technical depth and lasting value and should provide advanced readers with a thorough overview of various fields of interest. Overview articles are technically more thorough than tutorials, which are intended for readers with little background in a given field and are usually published in the IEEE Signal Processing Magazine. Overview articles are expected to be longer than regular manuscripts; their length is allowed to be as much as double the length of regular submissions with exceptions if approved by the Editor-in-Chief.

All overview articles will be subjected to the same rigorous review process as all other submissions. Overview article white papers must be approved by the Publications Board, and the review process shall be managed by the Editorial Board of the Transactions to which it is submitted, as described in the SPS Policies and Procedures Manual.

700.0 CONFERENCE ACTIVITIES

701. Authority.

The Society shall provide its members with access to technical information within the Society’s Field of Interest via technical meetings (conferences, tutorials, symposia, workshops, etc.), with the approval of the Society’s Conference Board and, as appropriate, the IEEE Technical Activities Board.

702. Ownership of Technical Meetings.

All meetings created by the IEEE Signal Processing Society shall be registered with the U.S. Copyright/Trademark Office, in accordance with IEEE practice. Such meetings shall be considered to be the “property” of the Society for all purposes of finance and management, and may not be removed from the purview of the Society except by specific action of the Board of Governors. Financial co-sponsorship of a meeting is possible only with the permission of the Society via the meeting budget approval process. The budget must reveal the name of the intended financial co-sponsors and the intended share assigned to each co-sponsor, which in no case may exceed a total of 45% (except for those meetings created and approved by the Society under an equal-share arrangement). Financial co-sponsorship shall require any and all co-sponsors to share not only income, but also expense, in the same proportion as their co-sponsorship share of the meeting.

Sponsorship statuses that are other than financial may be approved with not-for-profit organizations as permitted by IEEE policy.

703. Oversight.

(amended 10 May 2014) The Conference Board shall have responsibility for:

developing policies and procedures for Society technical meetings;
reviewing and evaluating plans for proposed technical meetings and making recommendations to the Board of Governors;
developing plans for new technical meetings to meet the requirements of the members and making recommendations to the Board of Governors;
approving individuals to manage the technical meetings of the Society;
coordinating the technical meetings calendar to assure compliance with IEEE rules and policies;
making appropriate notifications to the Regions and Sections regarding technical meeting activities;
overseeing the budgets of the technical meetings and reporting to the President-Elect;
providing representation to IEEE Technical Activities regarding Society technical meetings;
overseeing the activities of the planning committees for approved ICASSPs, ICIPs, and GlobalSIP.

An Executive Subcommittee shall assist the Conference Board in the execution of its duties, as listed above, and shall make recommendations to the Conference Board, as appropriate.

800.0 MISCELLANEOUS

801. Endorsements

801. Endorsements.

No Board or Committee of the Signal Processing Society shall have the authority to endorse nominations for IEEE Fellow. Individual members may endorse Fellow nominations, but an endorsement may not be made on behalf of the member's Board/Committee.

900.0 AMENDMENTS

901. Bylaws.

(amended 6 December 2013) Suitable Bylaws and amendments thereto may be adopted by a two-thirds vote of the members of the Board of Governors present at a regularly convened meeting of the Board, provided that notice of the proposed bylaw or amendment has been transmitted to each Board member at least one week prior to such a meeting or by email, provided a seven-day period is allowed for such responses. In either event, the proposed Bylaw or amendment shall not take effect until approved by the Vice President, Technical Activities in accordance with the process outlined in the TAB Operations Manual.

Following adoption by the Board of Governors, the proposed Bylaw or amendment shall appear on the Society website.

902. Constitution.

Amendments to the Constitution shall be made in accordance with the processes described therein.

903. Effective Date.

All amendments to the Constitution or Bylaws shall become effective thirty (30) days after all necessary approvals and notifications, unless a later date has been specified at the time the vote is taken.

904. Interpretation.

Interpretation of the Society's controlling documents to the members and volunteers shall be carried out by a Member of the Board of Governors appointed by the President.

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