EX-24.1 2 powerofattorney-nov2016.htm POWER OF ATTORNEY

Exhibit

Exhibit 24.1

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Jessica L. Mayer or Michael C. Kaufmann and each of them, severally, as his/her attorney-in-fact and agent, with full power of substitution and re-substitution, for him/her and in his/her name, place and stead, in any and all capacities, to sign any and all amendments, including post-effective amendments, to the previously filed Registration Statements on Form S-8 listed in Exhibit A hereto, including any amendments thereto, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the U.S. Securities and Exchange Commission, granting unto any such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite or necessary to be done in and about the premises, as fully to all intents and purposes as he/she might or could do in person, hereby ratifying and confirming all that any such attorney-in-fact and agent, or his substitute, may lawfully do or cause to be done by virtue hereof.

This Power of Attorney has been signed by the following persons in the indicated capacities and on the respective dates indicated below.

Signature		Title		Date
/s/ George S. Barrett		Chairman and Chief Executive Officer and Director (Principal Executive Officer)		November 1, 2016
George S. Barrett
/s/ Michael C. Kaufmann		Chief Financial Officer (Principal Financial Officer)		November 1, 2016
Michael C. Kaufmann
/s/ Stuart G. Laws		Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)		November 1, 2016
Stuart G. Laws
/s/ David J. Anderson		Director		November 3, 2016
David J. Anderson
/s/ Colleen F. Arnold		Director		November 3, 2016
Colleen F. Arnold
/s/ Carrie S. Cox		Director		November 3, 2016
Carrie S. Cox
/s/ Calvin Darden		Director		November 3, 2016
Calvin Darden
/s/ Bruce L. Downey		Director		November 3, 2016
Bruce L. Downey
/s/ Patricia A. Hemingway Hall		Director		November 3, 2016
Patricia A. Hemingway Hall
/s/ Clayton M. Jones		Director		November 3, 2016
Clayton M. Jones
/s/ Gregory B. Kenny		Director		November 3, 2016
Gregory B. Kenny
/s/ Nancy Killefer		Director		November 3, 2016
Nancy Killefer
/s/ David P. King		Director		November 3, 2016
David P. King

Exhibit A

Registration Statement on Form S-8 No. 33-42357

Registration Statement on Form S-8 No. 33-64337

Registration Statement on Form S-8 No. 333-72727

Registration Statement on Form S-8 No. 333-90423

Registration Statement on Form S-8 No. 333-91849

Registration Statement on Form S-8 No. 333-38192

Registration Statement on Form S-8 No. 333-38198

Registration Statement on Form S-8 No. 333-56010

Registration Statement on Form S-8 No. 333-129725

Registration Statement on Form S-8 No. 333-144368

Registration Statement on Form S-8 No. 333-149107

Registration Statement on Form S-8 No. 333-155156

Registration Statement on Form S-8 No. 333-163128

Registration Statement on Form S-8 No. 333-164736

Registration Statement on Form S-8 No. 333-177728

Registration Statement on Form S-8 No. 333-183471

Registration Statement on Form S-8 No. 333-206339

Registration Statement on Form S-8 No. 333-206340