BISYS GROUP INC
S-8 POS, EX-24, 2000-06-30
COMPUTER PROCESSING & DATA PREPARATION
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<PAGE>   1
                                                                 EXHIBIT NO. 24

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that the undersigned hereby constitutes
and appoints Lynn J. Mangum, Dennis R. Sheehan and Kevin J. Dell, and each of
them, as his true and lawful attorney-in-fact and agent, with full power of
substitution, for him and in his name, place and stead, in any and all
capacities, to do any and all acts and things and to execute any and all
instruments and documents which said attorney-in-fact and agent may deem
necessary or desirable to enable The BISYS Group, Inc. (the "Company") to comply
with the Securities Act of 1933, as amended (the "Act"), and any rules,
regulations and requirements of the Securities and Exchange Commission (the
"Commission") thereunder, in connection with the registration under the Act of
shares of common stock of the Company, par value $.02 ("Common Stock") to be
offered and sold by the Company pursuant to The BISYS Group, Inc. 1995 Stock
Option Plan, including specifically, but without limiting the generality of the
foregoing, the power and authority to sign the name of the undersigned to a
Post-Effective Amendment to the Registration Statement on Form S-8 filed under
the Act covering said shares of Common Stock, and any amendments to such
registration statement, to be filed with the Commission, and to any and all
instruments or documents filed as part of or in connection with such
registration statement or any amendments thereto; and the undersigned hereby
ratifies and confirms all that said attorney and agent shall do or cause to be
done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 3rd day of March, 2000.

                                                    /s/  John J. Lyons
                                                    ----------------------
                                                    Name: John J. Lyons
                                                    Title: Director
<PAGE>   2
                                                                  EXHIBIT NO. 24

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that the undersigned hereby constitutes
and appoints Lynn J. Mangum, Dennis R. Sheehan and Kevin J. Dell, and each of
them, as his true and lawful attorney-in-fact and agent, with full power of
substitution, for him and in his name, place and stead, in any and all
capacities, to do any and all acts and things and to execute any and all
instruments and documents which said attorney-in-fact and agent may deem
necessary or desirable to enable The BISYS Group, Inc. (the "Company") to comply
with the Securities Act of 1933, as amended (the "Act"), and any rules,
regulations and requirements of the Securities and Exchange Commission (the
"Commission") thereunder, in connection with the registration under the Act of
shares of common stock of the Company, par value $.02 ("Common Stock") to be
offered and sold by the Company pursuant to The BISYS Group, Inc. 1995 Stock
Option Plan, including specifically, but without limiting the generality of the
foregoing, the power and authority to sign the name of the undersigned to a
Post-Effective Amendment to the Registration Statement on Form S-8 filed under
the Act covering said shares of Common Stock, and any amendments to such
registration statement, to be filed with the Commission, and to any and all
instruments or documents filed as part of or in connection with such
registration statement or any amendments thereto; and the undersigned hereby
ratifies and confirms all that said attorney and agent shall do or cause to be
done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 3rd day of March, 2000.

                                                    /s/  Jay DeDapper
                                                    ---------------------
                                                    Name: Jay DeDapper
                                                    Title: Director

<PAGE>   3
                                                                  EXHIBIT NO. 24

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that the undersigned hereby constitutes
and appoints Dennis R. Sheehan and Kevin J. Dell, and each of them, as his true
and lawful attorney-in-fact and agent, with full power of substitution, for
him and in his name, place and stead, in any and all capacities, to do any and
all acts and things and to execute any and all instruments and documents which
said attorney-in-fact and agent may deem necessary or desirable to enable The
BISYS Group, Inc. (the "Company") to comply with the Securities Act of 1933, as
amended (the "Act"), and any rules, regulations and requirements of the
Securities and Exchange Commission (the "Commission") thereunder, in connection
with the registration under the Act of shares of common stock of the Company,
par value $.02 ("Common Stock") to be offered and sold by the Company pursuant
to The BISYS Group, Inc. 1995 Stock option Plan, including specifically, but
without limiting the generality of the foregoing, the power and authority to
sign the name of the undersigned to a Post-Effective Amendment to the
Registration Statement on Form S-8 filed under the Act covering said shares of
Common Stock, and any amendments to such registration statement, to be filed
with the Commission, and to any and all instruments or documents filed as part
of or in connection with such registration statement or any amendments thereto;
and the undersigned hereby ratifies and confirms all that said attorney and
agent shall do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 3rd day of March, 2000.

                                               /s/  Lynn J. Mangum
                                               --------------------------------
                                               Name: Lynn J. Mangum
                                               Title:Chairman of the Board,
                                                     President, Chief Executive
                                                     Officer and Director
<PAGE>   4
                                                                  EXHIBIT NO. 24

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that the undersigned hereby constitutes
and appoints Lynn J. Mangum and Kevin J. Dell, and each of them, as his true and
lawful attorney-in-fact and agent, with full power of substitution, for him
and in his name, place and stead, in any and all capacities, to do any and all
acts and things and to execute any and all instruments and documents which said
attorney-in-fact and agent may deem necessary or desirable to enable The BISYS
Group, Inc. (the "Company") to comply with the Securities Act of 1933, as
amended (the "Act"), and any rules, regulations and requirements of the
Securities and Exchange Commission (the "Commission") thereunder, in connection
with the registration under the Act of shares of common stock of the Company,
par value $.02 ("Common Stock") to be offered and sold by the Company pursuant
to The BISYS Group, Inc. 1995 Stock Option Plan, including specifically, but
without limiting the generality of the foregoing, the power and authority to
sign the name of the undersigned to a Post-Effective Amendment to the
Registration Statement on Form S-8 filed under the Act covering said shares of
Common Stock, and any amendments to such registration statement, to be filed
with the Commission, and to any and all instruments or documents filed as part
of or in connection with such registration statement or any amendments thereto;
and the undersigned hereby ratifies and confirms all that said attorney and
agent shall do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 3rd day of March, 2000.

                                           /s/ Dennis R. Sheehan
                                           ---------------------
                                           Name:  Dennis R. Sheehan
                                          Title:  Executive Vice President
                                                  and Chief Financial Officer
<PAGE>   5
                                                                  EXHIBIT NO. 24

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that the undersigned hereby constitutes
and appoints Lynn J. Mangum, Dennis R. Sheehan and Kevin J. Dell, and each of
them, as his true and lawful attorney-in-fact and agent, with full power of
substitution, for him and in his name, place and stead, in any and all
capacities, to do any and all acts and things and to execute any and all
instruments and documents which said attorney-in-fact and agent may deem
necessary or desirable to enable The BISYS Group, Inc. (the "Company") to comply
with the Securities Act of 1933, as amended (the "Act"), and any rules,
regulations and requirements of the Securities and Exchange Commission (the
"Commission") thereunder, in connection with the registration under the Act of
shares of common stock of the Company, par value $.02 ("Common Stock") to be
offered and sold by the Company pursuant to The BISYS Group, Inc. 1995 Stock
Option Plan, including specifically, but without limiting the generality of the
foregoing, the power and authority to sign the name of the undersigned to a
Post-Effective Amendment to the Registration Statement on Form S-8 filed under
the Act covering said shares of Common Stock, and any amendments to such
registration statement, to be filed with the Commission, and to any and all
instruments or documents filed as part of or in connection with such
registration statement or any amendments thereto; and the undersigned hereby
ratifies and confirms all that said attorney and agent shall do or cause to be
done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 3rd day of March, 2000.

                                                   /s/ Thomas A. Cooper
                                                   --------------------
                                                   Name: Thomas A. Cooper
                                                   Title: Director
<PAGE>   6
                                                                  EXHIBIT NO. 24

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that the undersigned hereby constitutes
and appoints Lynn J. Mangum, Dennis R. Sheehan and Kevin J. Dell, and each of
them, as his true and lawful attorney-in-fact and agent, with full power of
substitution, for him and in his name, place and stead, in any and all
capacities, to do any and all acts and things and to execute any and all
instruments and documents which said attorney-in-fact and agent may deem
necessary or desirable to enable The BISYS Group, Inc. (the "Company") to comply
with the Securities Act of 1933, as amended (the "Act"), and any rules,
regulations and requirements of the Securities and Exchange Commission (the
"Commission") thereunder, in connection with the registration under the Act of
shares of common stock of the Company, par value $.02 ("Common Stock") to be
offered and sold by the Company pursuant to The BISYS Group, Inc. 1995 Stock
Option Plan, including specifically, but without limiting the generality of the
foregoing, the power and authority to sign the name of the undersigned to a
Post-Effective Amendment to the Registration Statement on Form S-8 filed under
the Act covering said shares of Common Stock, and any amendments to such
registration statement, to be filed with the Commission, and to any and all
instruments or documents filed as part of or in connection with such
registration statement or any amendments thereto; and the undersigned hereby
ratifies and confirms all that said attorney and agent shall do or cause to be
done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 3rd day of March, 2000.

                                                    /s/ Robert J. Casale
                                                    --------------------
                                                    Name: Robert J. Casale
                                                    Title: Director
<PAGE>   7
                                                                  EXHIBIT NO. 24

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that the undersigned hereby constitutes
and appoints Lynn J. Mangum, Dennis R. Sheehan and Kevin J. Dell, and each of
them, as his true and lawful attorney-in-fact and agent, with full power of
substitution, for him and in his name, place and stead, in any and all
capacities, to do any and all acts and things and to execute any and all
instruments and documents which said attorney-in-fact and agent may deem
necessary or desirable to enable The BISYS Group, Inc. (the "Company") to comply
with the Securities Act of 1933, as amended (the "Act"), and any rules,
regulations and requirements of the Securities and Exchange Commission (the
"Commission") thereunder, in connection with the registration under the Act of
shares of common stock of the Company, par value $.02 ("Common Stock") to be
offered and sold by the Company pursuant to The BISYS Group, Inc. 1995 Stock
Option Plan, including specifically, but without limiting the generality of the
foregoing, the power and authority to sign the name of the undersigned to a
Post-Effective Amendment to the Registration Statement on Form S-8 filed under
the Act covering said shares of Common Stock, and any amendments to such
registration statement, to be filed with the Commission, and to any and all
instruments or documents filed as part of or in connection with such
registration statement or any amendments thereto; and the undersigned hereby
ratifies and confirms all that said attorney and agent shall do or cause to be
done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 3rd day of March, 2000.

                                                    /s/ Joseph J. Melone
                                                    --------------------
                                                    Name: Joseph J. Melone
                                                    Title: Director

<PAGE>   8
                                                                  EXHIBIT NO. 24

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that the undersigned hereby constitutes
and appoints Lynn J. Mangum, Dennis R. Sheehan and Kevin J. Dell, and each of
them, as his true and lawful attorney-in-fact and agent, with full power of
substitution, for him and in his name, place and stead, in any and all
capacities, to do any and all acts and things and to execute any and all
instruments and documents which said attorney-in-fact and agent may deem
necessary or desirable to enable The BISYS Group, Inc. (the "Company") to comply
with the Securities Act of 1933, as amended (the "Act"), and any rules,
regulations and requirements of the Securities and Exchange Commission (the
"Commission") thereunder, in connection with the registration under the Act of
shares of common stock of the Company, par value $.02 ("Common Stock") to be
offered and sold by the Company pursuant to The BISYS Group, Inc. 1995 Stock
Option Plan, including specifically, but without limiting the generality of the
foregoing, the power and authority to sign the name of the undersigned to a
Post-Effective Amendment to the Registration Statement on Form S-8 filed under
the Act covering said shares of Common Stock, and any amendments to such
registration statement, to be filed with the Commission, and to any and all
instruments or documents filed as part of or in connection with such
registration statement or any amendments thereto; and the undersigned hereby
ratifies and confirms all that said attorney and agent shall do or cause to be
done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has executed this power of attorney
this 3rd day of March, 2000.

                                            /s/ Thomas E. McInerney
                                            -----------------------------------
                                            Name:  Thomas E. McInerney
                                            Title: Director



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