Exhibit 24.1
POWER OF ATTORNEY
The undersigned who is a director or officer of Cooker Restaurant
Corporation, an Ohio corporation (the "Company");
Does hereby constitute and appoint Henry R. Hillenmeyer and Mark W.
Mikosz to be his agents and attorneys-in-fact;
Each with the power to act fully hereunder without the other and with
full power of substitution to act in the name and on behalf of the
undersigned;
To sign and file with the Securities and Exchange Commission the
Annual Report of the Company on Form 10-K for the fiscal year ended
December 31, 2000, and any amendments or supplements to such Annual
Report; and
To execute and deliver any instruments, certificates or other
documents which they shall deem necessary or proper in connection with
the filing of such Annual Report, and generally to act for and in the
name of the undersigned with respect to such filings as fully as could
the undersigned if then personally present and acting.
Each agent named above is hereby empowered to determine in his
discretion the times when, the purposes for, and the names in which,
any power conferred upon him herein shall be exercised and the terms
and conditions of any instrument, certificate or document which may be
executed by him pursuant to this instrument.
This Power of Attorney shall not be affected by the disability of the
undersigned nor by the lapse of time.
The validity, terms and enforcement of this Power of Attorney shall be
governed by those laws of the State of Ohio that apply to instruments
negotiated, executed, delivered and performed solely within the State
of Ohio.
IN WITNESS WHEREOF, I have executed this Power of Attorney this 21st
day of March 2001.
/s/Henry R, Hillenmeyer
------------------------
Henry R. Hillenmeyer
Exhibit 24.1 - Pg. 1
POWER OF ATTORNEY
The undersigned who is a director or officer of Cooker Restaurant
Corporation, an Ohio corporation (the "Company");
Does hereby constitute and appoint Henry R. Hillenmeyer and Mark W.
Mikosz to be his agents and attorneys-in-fact;
Each with the power to act fully hereunder without the other and with
full power of substitution to act in the name and on behalf of the
undersigned;
To sign and file with the Securities and Exchange Commission the
Annual Report of the Company on Form 10-K for the fiscal year ended
December 31, 2000, and any amendments or supplements to such Annual
Report; and
To execute and deliver any instruments, certificates or other
documents which they shall deem necessary or proper in connection with
the filing of such Annual Report, and generally to act for and in the
name of the undersigned with respect to such filings as fully as could
the undersigned if then personally present and acting.
Each agent named above is hereby empowered to determine in his
discretion the times when, the purposes for, and the names in which,
any power conferred upon him herein shall be exercised and the terms
and conditions of any instrument, certificate or document which may be
executed by him pursuant to this instrument.
This Power of Attorney shall not be affected by the disability of the
undersigned nor by the lapse of time.
The validity, terms and enforcement of this Power of Attorney shall be
governed by those laws of the State of Ohio that apply to instruments
negotiated, executed, delivered and performed solely within the State
of Ohio.
IN WITNESS WHEREOF, I have executed this Power of Attorney this 21st
day of March 2001.
/s/Daniel A. Clay
---------------------
Daniel A. Clay
Exhibit 24.1 - Pg. 2
POWER OF ATTORNEY
The undersigned who is a director or officer of Cooker Restaurant
Corporation, an Ohio corporation (the "Company");
Does hereby constitute and appoint Henry R. Hillenmeyer to be his
agent and attorney-in-fact; with the power to act fully hereunder, and
with full power of substitution to act in the name and on behalf of
the undersigned;
To sign and file with the Securities and Exchange Commission the
Annual Report of the Company on Form 10-K for the fiscal year ended
December 31, 2000, and any amendments or supplements to such Annual
Report; and
To execute and deliver any instruments, certificates or other
documents which he shall deem necessary or proper in connection with
the filing of such Annual Report, and generally to act for and in the
name of the undersigned with respect to such filings as fully as could
the undersigned if then personally present and acting.
The agent named above is hereby empowered to determine in his
discretion the times when, the purposes for, and the names in which,
any power conferred upon him herein shall be exercised and the terms
and conditions of any instrument, certificate or document which may be
executed by him pursuant to this instrument.
This Power of Attorney shall not be affected by the disability of the
undersigned nor by the lapse of time.
The validity, terms and enforcement of this Power of Attorney shall be
governed by those laws of the State of Ohio that apply to instruments
negotiated, executed, delivered and performed solely within the State
of Ohio.
IN WITNESS WHEREOF, I have executed this Power of Attorney this 23rd
day of March 2001.
/s/Mark W. Mikosz
-----------------------
Mark W. Mikosz
Exhibit 24.1 - Pg. 3
POWER OF ATTORNEY
The undersigned who is a director or officer of Cooker Restaurant
Corporation, an Ohio corporation (the "Company");
Does hereby constitute and appoint Henry R. Hillenmeyer and Mark W.
Mikosz to be his agents and attorneys-in-fact;
Each with the power to act fully hereunder without the other and with
full power of substitution to act in the name and on behalf of the
undersigned;
To sign and file with the Securities and Exchange Commission the
Annual Report of the Company on Form 10-K for the fiscal year ended
December 31, 2000, and any amendments or supplements to such Annual
Report; and
To execute and deliver any instruments, certificates or other
documents which they shall deem necessary or proper in connection with
the filing of such Annual Report, and generally to act for and in the
name of the undersigned with respect to such filings as fully as could
the undersigned if then personally present and acting.
Each agent named above is hereby empowered to determine in his
discretion the times when, the purposes for, and the names in which,
any power conferred upon him herein shall be exercised and the terms
and conditions of any instrument, certificate or document which may be
executed by him pursuant to this instrument.
This Power of Attorney shall not be affected by the disability of the
undersigned nor by the lapse of time.
The validity, terms and enforcement of this Power of Attorney shall be
governed by those laws of the State of Ohio that apply to instruments
negotiated, executed, delivered and performed solely within the State
of Ohio.
IN WITNESS WHEREOF, I have executed this Power of Attorney this 21st
day of March 2001.
/s/Robin V. Holderman
-------------------------
Robin V. Holderman
Exhibit 24.1 - Pg. 4
POWER OF ATTORNEY
The undersigned who is a director or officer of Cooker Restaurant
Corporation, an Ohio corporation (the "Company");
Does hereby constitute and appoint Henry R. Hillenmeyer and Mark W.
Mikosz to be his agents and attorneys-in-fact;
Each with the power to act fully hereunder without the other and with
full power of substitution to act in the name and on behalf of the
undersigned;
To sign and file with the Securities and Exchange Commission the
Annual Report of the Company on Form 10-K for the fiscal year ended
December 31, 2000, and any amendments or supplements to such Annual
Report; and
To execute and deliver any instruments, certificates or other
documents which they shall deem necessary or proper in connection with
the filing of such Annual Report, and generally to act for and in the
name of the undersigned with respect to such filings as fully as could
the undersigned if then personally present and acting.
Each agent named above is hereby empowered to determine in his
discretion the times when, the purposes for, and the names in which,
any power conferred upon him herein shall be exercised and the terms
and conditions of any instrument, certificate or document which may be
executed by him pursuant to this instrument.
This Power of Attorney shall not be affected by the disability of the
undersigned nor by the lapse of time.
The validity, terms and enforcement of this Power of Attorney shall be
governed by those laws of the State of Ohio that apply to instruments
negotiated, executed, delivered and performed solely within the State
of Ohio.
IN WITNESS WHEREOF, I have executed this Power of Attorney this 28th
day of March 2001.
/s/David T. Kollat
-------------------------
David T. Kollat
Exhibit 24.1 - Pg. 5
POWER OF ATTORNEY
The undersigned who is a director or officer of Cooker Restaurant
Corporation, an Ohio corporation (the "Company");
Does hereby constitute and appoint Henry R. Hillenmeyer and Mark W.
Mikosz to be his agents and attorneys-in-fact;
Each with the power to act fully hereunder without the other and with
full power of substitution to act in the name and on behalf of the
undersigned;
To sign and file with the Securities and Exchange Commission the
Annual Report of the Company on Form 10-K for the fiscal year ended
December 31, 2000, and any amendments or supplements to such Annual
Report; and
To execute and deliver any instruments, certificates or other
documents which they shall deem necessary or proper in connection with
the filing of such Annual Report, and generally to act for and in the
name of the undersigned with respect to such filings as fully as could
the undersigned if then personally present and acting.
Each agent named above is hereby empowered to determine in his
discretion the times when, the purposes for, and the names in which,
any power conferred upon him herein shall be exercised and the terms
and conditions of any instrument, certificate or document which may be
executed by him pursuant to this instrument.
This Power of Attorney shall not be affected by the disability of the
undersigned nor by the lapse of time.
The validity, terms and enforcement of this Power of Attorney shall be
governed by those laws of the State of Ohio that apply to instruments
negotiated, executed, delivered and performed solely within the State
of Ohio.
IN WITNESS WHEREOF, I have executed this Power of Attorney this 21st
day of March 2001.
/s/Harvey M. Palash
-----------------------
Harvey M. Palash
Exhibit 24.1 - Pg. 6
POWER OF ATTORNEY
The undersigned who is a director or officer of Cooker Restaurant
Corporation, an Ohio corporation (the "Company");
Does hereby constitute and appoint Henry R. Hillenmeyer and Mark W.
Mikosz to be his agents and attorneys-in-fact;
Each with the power to act fully hereunder without the other and with
full power of substitution to act in the name and on behalf of the
undersigned;
To sign and file with the Securities and Exchange Commission the
Annual Report of the Company on Form 10-K for the fiscal year ended
December 31, 2000, and any amendments or supplements to such Annual
Report; and
To execute and deliver any instruments, certificates or other
documents which they shall deem necessary or proper in connection with
the filing of such Annual Report, and generally to act for and in the
name of the undersigned with respect to such filings as fully as could
the undersigned if then personally present and acting.
Each agent named above is hereby empowered to determine in his
discretion the times when, the purposes for, and the names in which,
any power conferred upon him herein shall be exercised and the terms
and conditions of any instrument, certificate or document which may be
executed by him pursuant to this instrument.
This Power of Attorney shall not be affected by the disability of the
undersigned nor by the lapse of time.
The validity, terms and enforcement of this Power of Attorney shall be
governed by those laws of the State of Ohio that apply to instruments
negotiated, executed, delivered and performed solely within the State
of Ohio.
IN WITNESS WHEREOF, I have executed this Power of Attorney this 22nd
day of March 2001.
/s/Brad Saltz
-----------------------
Brad Saltz
Exhibit 24.1 - Pg. 7
POWER OF ATTORNEY
The undersigned who is a director or officer of Cooker Restaurant
Corporation, an Ohio corporation (the "Company");
Does hereby constitute and appoint Henry R. Hillenmeyer and Mark W.
Mikosz to be his agents and attorneys-in-fact;
Each with the power to act fully hereunder without the other and with
full power of substitution to act in the name and on behalf of the
undersigned;
To sign and file with the Securities and Exchange Commission the
Annual Report of the Company on Form 10-K for the fiscal year ended
December 31, 2000, and any amendments or supplements to such Annual
Report; and
To execute and deliver any instruments, certificates or other
documents which they shall deem necessary or proper in connection with
the filing of such Annual Report, and generally to act for and in the
name of the undersigned with respect to such filings as fully as could
the undersigned if then personally present and acting.
Each agent named above is hereby empowered to determine in his
discretion the times when, the purposes for, and the names in which,
any power conferred upon him herein shall be exercised and the terms
and conditions of any instrument, certificate or document which may be
executed by him pursuant to this instrument.
This Power of Attorney shall not be affected by the disability of the
undersigned nor by the lapse of time.
The validity, terms and enforcement of this Power of Attorney shall be
governed by those laws of the State of Ohio that apply to instruments
negotiated, executed, delivered and performed solely within the State
of Ohio.
IN WITNESS WHEREOF, I have executed this Power of Attorney this 21st
day of March 2001.
/s/D. Shannon LeRoy
-------------------------
D. Shannon LeRoy
Exhibit 24.1 - Pg. 8