Registration No. 333-112446
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
POST-EFFECTIVE AMENDMENT NO. 2
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
RELM Wireless Corporation
(Exact name of registrant as specified in its charter)
Nevada (State or other jurisdiction of incorporation or organization) | 59-34862971 (I.R.S. Employer Identification No.) | |
7100 Technology Drive | ||
West Melbourne, FL 32904 (Address of Principal Executive Offices) |
1997 Stock Option Plan
(Full title of the plan)
David P. Storey President and Chief Executive Officer | Copies of all communications to: Tom McAleavey, Esq. |
RELM Wireless Corporation 7100 Technology Drive | Holland & Knight LLP 200 South Orange Avenue, Suite 2600 |
West Melbourne, FL 32904 | Orlando, Florida 32801 |
(321) 984-1414 | (407) 244-5108 |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer o | Accelerated filer o | |
Non-accelerated filer þ (Do not check if a smaller reporting company) | Smaller reporting company o |
EXPLANATORY NOTE
This Post-Effective Amendment No. 2 to the Registration Statement on Form S-8, as amended (Registration No. 333-112446) filed on February 3, 2004 (the "Registration Statement") is being filed for the sole purpose of filing Exhibit 5.1, which is an opinion of Rice Silbey Reuther & Sullivan, LLP, counsel to RELM Wireless Corporation (the "Registrant"), as to the validity of the securities included in the Registration Statement. Exhibit 5.1 hereto replaces in its entirety the opinion previously filed as Exhibit 5.1 to the Registration Statement.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
Opinion of Rice Silbey Reuther & Sullivan, LLP, counsel to the Registrant as to the validity of the common shares |
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Pursuant to the requirements of the Securities Act of 1933, 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. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of West Melbourne, State of Florida, on August 1, 2012.
RELM WIRELESS CORPORATION | |||||||
By: | /s/ David P. Storey | ||||||
Name: | David P. Storey | ||||||
Title: | President and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 2 to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
Signature | Title | Date | ||
/s/ George N. Benjamin, III* | ||||
George N. Benjamin, III | Chairman of the Board | August 1, 2012 | ||
/s/ David P. Storey | ||||
David P. Storey | President, Chief Executive Officer, and Director (Principal Executive Officer | August 1, 2012 | ||
/s/ William P. Kelly | ||||
William P. Kelly | Executive Vice President - Finance and Chief Financial Officer (Principal Financial Officer and Accounting Officer) | August 1, 2012 | ||
/s/ Donald F. U. Goebert* | ||||
Donald F. U. Goebert | Director | August 1, 2012 | ||
/s/ Randolph K. Piechocki* | ||||
Randolph K. Piechocki | Director | August 1, 2012 |
*By: | /s/ David P. Storey | |
David P. Storey | ||
Attorney-in-Fact pursuant to a power of attorney |
Exhibit No. | |||
Under Reg. | |||
S-K, Item | |||
601 | Description | ||
Opinion of Rice Silbey Reuther & Sullivan, LLP, counsel to the Registrant as to the validity of the common shares* | |||
* Filed herewith |
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