The Board of Directors (the ‘Board’) of MICROS Systems, Inc. (the ‘Company’) represents the interests of shareholders in fostering a successful business, including optimising long-term financial returns to shareholders. The Board is responsible for ensuring that the Company is managed in the best way possible to achieve this result and that management is capably executing its responsibilities. This is an active, not a passive, responsibility. The Board’s responsibility is to regularly monitor the effectiveness of management policies and decisions including the execution of its strategies. In addition to fulfilling its obligations for increased shareholder value, the Board has a responsibility to the Company’s shareholders, employees, customers and business constituents and to the communities where the Company operates -- all are essential to a successful business.