Nowadays, the necessity of manufacturers’ response to their customers’ needs and their fields of activities have extended widely. The cellular manufacturing systems have adopted reduced costs from mass-production systems and high flexibility from job-shop manufacturing systems, and therefore, they are very popular in modern manufacturing environments. Manufacturing systems, in addition to proper machinery and equipment, workforces and their performance play a critical role. Staff creativity is an important factor in product development, and their interest in cooperating with each other in the work environment can help the growth and maturity of this factor. In this research, two important aspects of cellular manufacturing take into consideration: Cell formation and workforce planning. Cell formation is a strategic decision, and workforce planning is a tactical decision. Practically, these two sectors cannot be planned simultaneously, and decision making in this regard is decentralized. For this reason, a bi-level mathematical model is proposed. The first level aims to reduce the number of voids and exceptional elements, and the second level tends to promote the sense of interest between the workforces for working together, which will result in synergy and growth of the organization.