Purpose: To present an account of cognition integrating second-order cybernetics (SOC) together with enactive perception and dynamic systems theory. Methodology – The paper presents a brief critique of classical models of cognition then outlines how integration of SOC, enactive perception and dynamic systems theory can overcome some weaknesses of the classical paradigm. Findings: Presents the critique of evolutionary robotics showing how the issues of teleology and autonomy are left unresolved by this paradigm although their solution ﬁts within the proposed framework. Implications: The paper highlights the importance of genuine autonomy in the development of artiﬁcial cognitive systems. It sets out a framework within which the robotic research of cognitive systems could succeed. Practical implications: There are no immediate practical implications but see research implications. Originality/value – It joins the discussion on the fundamental nature of cognitive systems and emphasises the importance of autonomy and embodiment. Relevance: This paper draws explicit links between second order cybernetics, enactivism and dynamic systems accounts of cognition.