UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of Earliest Event Reported): | | November 15, 2007 |
Eclipsys Corporation
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(Exact name of registrant as specified in its charter)
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Delaware | 000-24539 | 65-0632092 |
_____________________ (State or other jurisdiction | _____________ (Commission | ______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
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1750 Clint Moore Road, Boca Raton, Florida | | 33487 |
_________________________________ (Address of principal executive offices) | | ___________ (Zip Code) |
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Registrant’s telephone number, including area code: | | 561-322-4321 |
Not Applicable
______________________________________________
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On November 15, 2007, the Board of Directors of Eclipsys Corporation ("Eclipsys") approved an amendment to Article IV of Eclipsys’ Bylaws to provide that shares of the company’s capital stock may be either certificated or uncertificated, effective immediately. The amendment was effected in order to comply with the requirement that NASDAQ-listed shares be eligible for a Direct Registration System by January 1, 2008. Under a Direct Registration System, investors may have uncertificated shares registered in their names, which they can electronically transfer to broker-dealers without transferring physical certificates.
Eclipsys’ Amended and Restated Bylaws are attached hereto as Exhibit 3.2 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
3.2 Amended and Restated Bylaws of Eclipsys Corporation
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | Eclipsys Corporation |
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November 16, 2007 | | By: | | /s/ Robert M. Saman
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| | | | Name: Robert M. Saman |
| | | | Title: Assistant General Counsel and Assistant Corporate Secretary |
Exhibit Index
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Exhibit No. | | Description |
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3.2 | | Amended and Restated Bylaws of Eclipsys Corporation |