EXHIBIT (24)(a)
POWER OF ATTORNEY OF LOUIS V. GERSTNER, JR.
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Chairman of
the Board of Directors and Chief Executive Officer of International Business
Machines Corporation, a New York corporation (the "Corporation"), which may file
with the Securities and Exchange Commission (the "SEC"), Washington, D.C., under
the provisions of the Securities Act of 1933, a shelf registration statement
pursuant to Rule 415 under the Securities Act of 1933 in a total amount which
includes $4,000,000,000 authorized by resolutions dated the date hereof plus all
amounts available for issuance pursuant to Registration Statement No. 333-40669,
of Indebtedness, Preferred Stock, Depositary Shares, Capital Stock and Warrants
(collectively the "Securities") of the Corporation, hereby constitute and
appoint Lawrence R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark
Loughridge, Daniel E. O'Donnell, Andrew Bonzani and James H. Hodge, and
each of them, my true and lawful attorneys-in-fact and agents, with full power
to act, together or each without the others, for me and in my name, place and
stead, in any and all capacities, to sign, or cause to be signed electronically,
such registration statement and any and all amendments to the aforementioned
registration statement, and to file said registration statement and amendments
thereto so signed with all exhibits thereto, and any and all other documents in
connection therewith, with the SEC, hereby granting unto said attorneys-in-fact
and agents, and each of them, full power and authority to do and perform any and
all acts and things requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents or
any of them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Louis V. Gerstner, Jr.
------------------------------
Louis V. Gerstner, Jr.
Chairman of the Board of Directors
and Chief Executive Officer
POWER OF ATTORNEY OF DOUGLAS L. MAINE
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Senior Vice
President and Chief Financial Officer of International Business Machines
Corporation, a New York corporation (the "Corporation"), which may file with the
Securities and Exchange Commission (the "SEC"), Washington, D.C., under the
provisions of the Securities Act of 1933, a shelf registration statement
pursuant to Rule 415 under the Securities Act of 1933 in a total amount which
includes $4,000,000,000 authorized by resolution dated the date hereof plus all
amounts available for issuance pursuant to Registration Statement No. 333-40669,
of Indebtedness, Preferred Stock, Depositary Shares, Capital Stock and Warrants
(collectively the "Securities") of the Corporation, hereby constitute and
appoint Louis V. Gerstner, Jr., Lawrence R. Ricciardi, Mark Loughridge, Jeffrey
D. Serkes, Daniel E. O'Donnell, Andrew Bonzani and James H. Hodge, and
each of them, my true and lawful attorneys-in-fact and agents, with full power
to act, together or each without the others, for me and in my name, place and
stead, in any and all capacities, to sign, or cause to be signed electronically,
such registration statement and any and all amendments to the aforementioned
registration statement, and to file said registration statement and amendments
thereto so signed with all exhibits thereto, and any and all other documents in
connection therewith, with the SEC, hereby granting unto said attorneys- in-fact
and agents, and each of them, full power and authority to do and perform any and
all acts and things requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as I might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents or
any of them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Douglas L. Maine
-----------------------
Douglas L. Maine
Senior Vice President and
Chief Financial Officer
POWER OF ATTORNEY OF MARK LOUGHRIDGE
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Vice
President and Controller of International Business Machines Corporation, a New
York corporation (the "Corporation"), which may file with the Securities and
Exchange Commission (the "SEC"), Washington, D.C., under the provisions of the
Securities Act of 1933, a shelf registration statement pursuant to Rule 415
under the Securities Act of 1933 in a total amount which includes $4,000,000,000
authorized by resolutions dated the date hereof plus all amounts available for
issuance pursuant to Registration Statement No. 333-40669, of Indebtedness,
Preferred Stock, Depositary Shares, Capital Stock and Warrants (collectively the
"Securities") of the Corporation, hereby constitute and appoint Louis V.
Gerstner, Jr., Lawrence R. Ricciardi, Douglas L. Maine Jeffrey D. Serkes, Daniel
E. O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or eac
without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Mark Loughridge
-------------------------
Mark Loughridge
Vice President and Controller
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Cathleen Black
-----------------------------
Director
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Kenneth I. Chenault
------------------------------------
Director
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Nannerl O. Keohane
------------------------
Director
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Charles F. Knight
--------------------------
Director
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Minoru Makihara
-------------------------
Director
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Lucio A. Noto
-----------------
Director
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ John B. Slaughter
---------------------
Director
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Alex Trotman
----------------
Director
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Lodewijk C. van Wachem
---------------------------
Director
POWER OF ATTORNEY OF IBM DIRECTOR
KNOW ALL PERSONS BY THESE PRESENTS, that I, the undersigned Director of
International Business Machines Corporation, a New York corporation (the
"Corporation"), which may file with the Securities and Exchange Commission (the
"SEC"), Washington, D.C., under the provisions of the Securities Act of 1933, a
shelf registration statement pursuant to Rule 415 under the Securities Act of
1933 in a total amount which includes $4,000,000,000 authorized by resolutions
dated the date hereof, plus all amounts available for issuance pursuant to
Registration Statement No. 333- 40669, of Indebtedness, Preferred Stock,
Depositary Shares, Capital Stock and Warrants (collectively the "Securities") of
the Corporation, hereby constitute and appoint Louis V. Gerstner, Jr., Lawrence
R. Ricciardi, Douglas L. Maine, Jeffrey D. Serkes, Mark Loughridge, Daniel E.
O'Donnell, Andrew Bonzani and James H. Hodge, and each of them, my true
and lawful attorneys-in-fact and agents, with full power to act, together or
each without the others, for me and in my name, place and stead, in any and all
capacities, to sign, or cause to be signed electronically, such registration
statement and any and all amendments to the aforementioned registration
statement, and to file said registration statement and amendments thereto so
signed with all exhibits thereto, and any and all other documents in connection
therewith, with the SEC, hereby granting unto said attorneys-in-fact and agents,
and each of them, full power and authority to do and perform any and all acts
and things requisite and necessary to be done in and about the premises, as
fully to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorneys-in- fact and agents or any of
them may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, I, the undersigned, have executed this Power of
Attorney as of this 27th day of October, 1998.
/s/ Charles M. Vest
--------------------
Director