-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RRMXrcDToYy96tyT5mU/yX9Hk5yelQd3Wnnc1ktf7BMSnUX9kKKqXsBsv/Iz1UMJ FzvRYn7n+yN9FB2DvRvhtw== 0001104659-05-024088.txt : 20050517 0001104659-05-024088.hdr.sgml : 20050517 20050517150023 ACCESSION NUMBER: 0001104659-05-024088 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050517 DATE AS OF CHANGE: 20050517 EFFECTIVENESS DATE: 20050517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MICROS SYSTEMS INC CENTRAL INDEX KEY: 0000320345 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 521101488 STATE OF INCORPORATION: MD FISCAL YEAR END: 0826 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-55816 FILM NUMBER: 05838413 BUSINESS ADDRESS: STREET 1: 7031 COLUMBIA GATEWAY DRIVE CITY: COLUMBIA STATE: MD ZIP: 21046-2289 BUSINESS PHONE: 4432856000 MAIL ADDRESS: STREET 1: 7031 COLUMBIA GATEWAY DRIVE CITY: COLUMBIA STATE: MD ZIP: 21046-2289 S-8 POS 1 a05-9564_2s8pos.htm S-8 POS

As filed with the Securities and Exchange Commission on May 17, 2005

Registration No. 333-55816

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933

 

MICROS SYSTEMS, INC.

(Exact name of issuer as specified in its charter)

 

Maryland

 

52-1101488

(State of incorporation)

 

(I.R.S. Employer Identification No.)

 

 

 

7031 Columbia Gateway Drive
Columbia, Maryland

 

21046-2289

(Address of principal executive offices)

 

(Zip Code)

 

THE MICROS SYSTEMS, INC. 401(k) RETIREMENT PLAN

(Full title of plan)

 

[Name, address and telephone no.

 

[Copies to:]

of agent for service]

 

 

 

 

 

A. L. Giannopoulos
7031 Columbia Gateway Drive
Columbia, Maryland 21046-2289
(443) 285-6000

 

Wm. David Chalk, Esq.
DLA Piper Rudnick Gray Cary US LLP
6225 Smith Avenue
Baltimore, MD 21209-3600
(410) 580-3000

 

 


 

This Post-Effective Amendment No. 1 to Registration Statement No. 333-55816 shall become effective automatically upon the date of filing in accordance with Rules 456 and 464 promulgated under the Securities Act of 1933, as amended (the “Securities Act”).

 

Explanatory Note

 

On February 16, 2001, MICROS Systems, Inc. (“MICROS”) filed a registration statement on Form S-8 (No. 333-55816) (the “Registration Statement”) with the Securities and Exchange Commission, registering 150,000 shares of MICROS’ common stock, current par value $0.0125 (the “Common Stock”), and an indeterminate amount of plan interests, to be offered or sold pursuant to the MICROS Systems, Inc. 401(k) Retirement Plan (herein, the “401K Plan”).  The 401K Plan Committee resolved on October 1, 2002, to discontinue the offering of the Common Stock of MICROS as an investment option in the 401K Plan, effective November 1, 2002.  The 401K Plan otherwise continues in force.  Accordingly, MICROS is filing this Post-Effective Amendment No. 1 to the Registration Statement to deregister all shares of Common Stock and such indeterminate amount of plan interests that remain unissued pursuant to the 401K Plan.

 

SIGNATURES

 

The Registrant.          Pursuant to the requirements of the Securities Act, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Columbia, Howard County, in the State of Maryland on the 17th day of May, 2005.

 

 

MICROS SYSTEMS, INC.

 

 

 

 

By:

/s/ A. L. Giannopoulos

 

 

 

A. L. Giannopoulos

 

 

Chairman of the Board, President, and Chief
Executive Officer

 

 

The Plan.  Pursuant to the requirements of the Securities Act, the 401K Plan Committee administering the 401K Plan certifies that it has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Columbia, Howard County, in the State of Maryland on the 17th day of May, 2005.

 

 

MICROS SYSTEMS, INC. 401(k)

 

RETIREMENT PLAN

 

 

 

 

By:

/s/Gary C. Kaufman

 

 

 

Gary C. Kaufman

 

 

Executive Vice President and Chief Financial
Officer of MICROS Systems, Inc., and member of
the 401K Plan Committee (Plan Administrator)

 

2


 

POWER OF ATTORNEY

 

The undersigned Officers and Directors of MICROS Systems, Inc., a Maryland corporation (the “Corporation”), hereby constitute and appoint A. L. Giannopoulos, the true and lawful agent and attorney-in-fact of the undersigned with full power and authority in said agent and attorney-in-fact, to sign for the undersigned and in their respective names as Officers and as Directors of the Corporation, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 relating to the MICROS Systems, Inc. 401(k) Retirement Plan and file it, with any exhibits or other related documents, with the Securities and Exchange Commission, and with full power of substitution; hereby ratifying and confirming all that said attorney-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.  Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the 17th day of May, 2005.

 

Signature

 

Title

 

 

 

/s/A. L. Giannopoulos

 

President, Chief Executive Officer, and Chairman

A. L. Giannopoulos

 

of the Board of Directors (Principal Executive Officer)

 

 

 

/s/Gary C. Kaufman

 

Executive Vice President, Finance and

Gary C. Kaufman

 

Administration, Chief Financial Officer

 

 

(Principal Financial and Accounting Officer)

 

 

 

/s/Louis M. Brown, Jr.

 

Vice-Chairman and Director

Louis M. Brown, Jr.

 

 

 

 

 

/s/B. Gary Dando

 

Director

B. Gary Dando

 

 

 

 

 

/s/John G. Puente

 

Director

John G. Puente

 

 

 

 

 

/s/Dwight S. Taylor

 

Director

Dwight S. Taylor

 

 

 

 

 

/s/William S. Watson

 

Director

William S. Watson

 

 

 

 

 

/s/A. L. Giannopoulos

 

As Attorney-in-Fact

A. L. Giannopoulos

 

 

 

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