EXHIBIT 24
CERTIFIED COPY OF RESOLUTION ADOPTED AT THE
REGULAR MEETING OF THE BOARD OF DIRECTORS OF
UNION ELECTRIC COMPANY
HELD ON FRIDAY, DECEMBER 10, 1993
--------------------------------------------
RESOLVED, that the proper officers and directors of this Company be and
hereby are authorized and directed to execute the 1993 Annual Report Form 10-K
("Form 10-K") and such amendments thereto as they may deem necessary or
desirable; that the name of any officer or director of the Company required to
sign such Form 10-K or any amendment thereto, may be signed by C. W. Mueller
and/or Donald E. Brandt and/or James C. Thompson, and/or the duly appointed
substitute thereof, pursuant to duly executed powers of attorney providing said
named persons with, among other things, full power of substitution and
revocation; and that the officers of this Company be and hereby are authorized
and directed to file such Form 10-K and any amendments thereto with the
Securities and Exchange Commission when executed by or on behalf of the proper
officers and the directors of the Company.
I hereby certify that the foregoing is
a true and correct copy of resolution adopted
at the regular meeting of the Board of
Directors of Union Electric Company, held
pursuant to due notice on Friday,
December 10, 1993 at the General Office
Building of the Company, St. Louis, Missouri,
and that such resolution is still in full
force and effect.
March 29, 1994
/s/ James C. Thompson
Secretary
[CORPORATE SEAL]
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Charles W.
Mueller hereby appoints Donald E. Brandt and/or James C. Thompson the true and
lawful attorneys-in-fact of the undersigned, for and in the name, place and
stead of the undersigned, to affix the name of the undersigned as President
(Principal Executive Officer) and a Director of Union Electric Company to the
1993 Annual Report Form 10-K and any amendments thereto to be filed with the
Securities and Exchange Commission under the Securities Exchange Act of 1934,
and, for the performance of the same acts, each with power to appoint in his
place and stead and as his substitute, one or more attorneys-in-fact for the
undersigned, with full power of revocation; hereby ratifying and confirming all
that said attorneys-in-fact may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal
this 16th day of February, 1994.
/s/ C. W. Mueller (L.S.)
------------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 16th day of February, 1994, before me, the undersigned Notary
Public in and for said State, personally appeared Charles W. Mueller, known to
me to be the person described in and who executed the foregoing power of
attorney and acknowledged to me that he executed the same as his free act and
deed for the purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal.
/s/ Barbara Lungwitz
---------------------------------------
Barbara Lungwitz
Notary Public - State of Missouri
[Seal] My Commission Expires Sept. 2, 1995
City of St. Louis
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Donald E. Brandt
hereby appoints Charles W. Mueller and/or James C. Thompson the true and lawful
attorneys-in-fact of the undersigned, for and in the name, place and stead of
the undersigned, to affix the name of the undersigned as Senior Vice President
(Principal Accounting and Financial Officer) of Union Electric Company to the
1993 Annual Report Form 10-K and any amendments thereto to be filed with the
Securities and Exchange Commission under the Securities Exchange Act of 1934,
and, for the performance of the same acts, each with power to appoint in his
place and stead and as his substitute, one or more attorneys-in-fact for the
undersigned, with full power of revocation; hereby ratifying and confirming all
that said attorneys-in-fact may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal
this 16th day of February, 1994.
/s/ Donald E. Brandt (L.S.)
--------------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 16th day of February, 1994, before me, the undersigned Notary
Public in and for said State, personally appeared Donald E. Brandt, known to me
to be the person described in and who executed the foregoing power of attorney
and acknowledged to me that he executed the same as his free act and deed for
the purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal.
/s/ Barbara Lungwitz
---------------------------------------
Barbara Lungwitz
Notary Public - State of Missouri
[Seal] My Commission Expires Sept. 2, 1995
City of St. Louis
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Sam B. Cook
hereby appoints Charles W. Mueller and/or Donald E. Brandt and/or James C.
Thompson the true and lawful attorneys-in-fact of the undersigned, for and in
the name, place and stead of the undersigned, to affix the name of the
undersigned as a Director of Union Electric Company to the 1993 Annual Report
Form 10-K and any amendments thereto to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, and, for the
performance of the same acts, each with power to appoint in his place and stead
and as his substitute, one or more attorneys-in-fact for the undersigned, with
full power of revocation; hereby ratifying and confirming all that said
attorneys-in-fact may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal
this 16th day of February, 1994.
/s/ Sam B. Cook (L.S.)
-------------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 16th day of February, 1994, before me, the undersigned Notary
Public in and for said State, personally appeared Sam B. Cook, known to me to
be the person described in and who executed the foregoing power of attorney and
acknowledged to me that he executed the same as his free act and deed for the
purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal.
/s/ Barbara Lungwitz
---------------------------------------
Barbara Lungwitz
Notary Public - State of Missouri
[Seal] My Commission Expires Sept. 2, 1995
City of St. Louis
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned William E.
Cornelius hereby appoints Charles W. Mueller and/or Donald E. Brandt and/or
James C. Thompson the true and lawful attorneys-in-fact of the undersigned, for
and in the name, place and stead of the undersigned, to affix the name of the
undersigned as a Director of Union Electric Company to the 1993 Annual Report
Form 10-K and any amendments thereto to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, and, for the
performance of the same acts, each with power to appoint in his place and stead
and as his substitute, one or more attorneys-in-fact for the undersigned, with
full power of revocation; hereby ratifying and confirming all that said
attorneys-in-fact may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal
this 5th day of February, 1994.
/s/ W. E. Cornelius (L.S.)
-------------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 5th day of February, 1994, before me, the undersigned Notary
Public in and for said State, personally appeared William E. Cornelius, known
to me to be the person described in and who executed the foregoing power of
attorney and acknowledged to me that he executed the same as his free act and
deed for the purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal.
/s/ Barbara Lungwitz
---------------------------------------
Barbara Lungwitz
Notary Public - State of Missouri
[Seal] My Commission Expires Sept. 2, 1995
City of St. Louis
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Thomas A. Hays
hereby appoints Charles W. Mueller and/or Donald E. Brandt and/or James C.
Thompson the true and lawful attorneys-in-fact of the undersigned, for and in
the name, place and stead of the undersigned, to affix the name of the
undersigned as a Director of Union Electric Company to the 1993 Annual Report
Form 10-K and any amendments thereto to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, and, for the
performance of the same acts, each with power to appoint in his place and stead
and as his substitute, one or more attorneys-in-fact for the undersigned, with
full power of revocation; hereby ratifying and confirming all that said
attorneys-in-fact may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal
this 16th day of February, 1994.
/s/ Thomas A. Hays (L.S.)
-------------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 16th day of February, 1994, before me, the undersigned Notary
Public in and for said State, personally appeared Thomas A. Hays, known to me
to be the person dscribed in and who executed the foregoing power of attorney
and acknowledged to me that he executed the same as his free act and deed for
the purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal.
/s/ Barbara Lungwitz
---------------------------------------
Barbara Lungwitz
Notary Public - State of Missouri
[Seal] My Commission Expires Sept. 2, 1995
City of St. Louis
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Thomas H.
Jacobsen hereby appoints Charles W. Mueller and/or Donald E. Brandt and/or
James C. Thompson the true and lawful attorneys-in-fact of the undersigned, for
and in the name, place and stead of the undersigned, to affix the name of the
undersigned as a Director of Union Electric Company to the 1993 Annual Report
Form 10-K and any amendments thereto to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, and, for the
performance of the same acts, each with power to appoint in his place and stead
and as his substitute, one or more attorneys-in-fact for the undersigned, with
full power of revocation; hereby ratifying and confirming all that said
attorneys-in-fact may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal
this 10th day of February, 1994.
/s/ Thomas H. Jacobsen (L.S.)
-------------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 10th day of February, 1994, before me, the undersigned Notary
Public in and for said State, personally appeared Thomas H. Jacobsen, known to
me to be the person described in and who executed the foregoing power of
attorney and acknowledged to me that he executed the same as his free act and
deed for the purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal.
/s/ Joy L. Moore
---------------------------------------
Joy L. Moore
Notary Public - Notary Seal
STATE OF MISSOURI
St. Louis City
My Commission Expires: Oct. 22, 1996
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Richard A. Liddy
hereby appoints Charles W. Mueller and/or Donald E. Brandt and/or James C.
Thompson the true and lawful attorneys-in-fact of the undersigned, for and in
the name, place and stead of the undersigned, to affix the name of the
undersigned as a Director of Union Electric Company to the 1993 Annual Report
Form 10-K and any amendments thereto to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, and, for the
performance of the same acts, each with power to appoint in his place and stead
and as his substitute, one or more attorneys-in-fact for the undersigned, with
full power of revocation; hereby ratifying and confirming all that said
attorneys-in-fact may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal
this 16th day of February, 1994.
/s/ Richard A. Liddy (L.S.)
-------------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 16th day of February, 1994, before me, the undersigned Notary
Public in and for said State, personally appeared Richard A. Liddy, known to me
to be the person described in and who executed the foregoing power of attorney
and acknowledged to me that he executed the same as his free act and deed for
the purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal.
/s/ Karen Little
---------------------------------------
KAREN LITTLE
NOTARY PUBLIC - NOTARY SEAL
STATE OF MISSOURI
ST. LOUIS COUNTY
MY COMMISSION EXP. APR 4, 1994
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned John Peters
MacCarthy hereby appoints Charles W. Mueller and/or Donald E. Brandt and/or
James C. Thompson the true and lawful attorneys-in-fact of the undersigned, for
and in the name, place and stead of the undersigned, to affix the name of the
undersigned as a Director of Union Electric Company to the 1993 Annual Report
Form 10-K and any amendments thereto to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, and, for the
performance of the same acts, each with power to appoint in his place and stead
and as his substitute, one or more attorneys-in-fact for the undersigned, with
full power of revocation; hereby ratifying and confirming all that said
attorneys-in-fact may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal
this 7th day of February, 1994.
/s/ John Peters MacCarthy (L.S.)
-------------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 7th day of February, 1994, before me, the undersigned Notary
Public in and for said State, personally appeared John Peters MacCarthy, known
to me to be the person described in and who executed the foregoing power of
attorney and acknowledged to me that he executed the same as his free act and
deed for the purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal.
/s/ Linda M. Dougherty
---------------------------------------
Linda M. Dougherty
Notary Public - State of Missouri
[Seal] My Commission Expires Dec. 14, 1997
St. Louis County
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Paul L. Miller,
Jr. hereby appoints Charles W. Mueller and/or Donald E. Brandt and/or James C.
Thompson the true and lawful attorneys-in-fact of the undersigned, for and in
the name, place and stead of the undersigned, to affix the name of the
undersigned as a Director of Union Electric Company to the 1993 Annual Report
Form 10-K and any amendments thereto to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, and, for the
performance of the same acts, each with power to appoint in his place and stead
and as his substitute, one or more attorneys-in-fact for the undersigned, with
full power of revocation; hereby ratifying and confirming all that said
attorneys-in-fact may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal
this 16th day of February, 1994.
/s/ Paul L. Miller, Jr. (L.S.)
-------------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 16th day of February, 1994, before me, the undersigned Notary
Public in and for said State, personally appeared Paul L. Miller, Jr., known
to me to be the person described in and who executed the foregoing power of
attorney and acknowledged to me that he executed the same as his free act and
deed for the purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal.
/s/ Barbara Lungwitz
---------------------------------------
Barbara Lungwitz
Notary Public - State of Missouri
[Seal] My Commission Expires Sept. 2, 1995
City of St. Louis
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Robert H. Quenon hereby
appoints Charles W. Mueller and/or Donald E. Brandt and/or James C. Thompson the
true and lawful attorneys-in-fact of the undersigned, for and in the name, place
and stead of the undersigned, to affix the name of the undersigned as a Director
of Union Electric Company to the 1993 Annual Report Form 10-K and any amendments
thereto to be filed with the Securities and Exchange Commission under the
Securities Exchange Act of 1934, and, for the performance of the same acts, each
with power to appoint in his place and stead and as his substitute, one or more
attorneys-in-fact for the undersigned, with full power of revocation; hereby
ratifying and confirming all that said attorneys-in-fact may do by virtue
hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand and seal this
8th day of February, 1994.
/s/ Robert H. Quenon (L.S.)
-------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 8th day of February, 1994, before me, the undersigned Notary Public in
and for said State, personally appeared Robert H. Quenon, known to me to be the
person described in and who executed the foregoing power of attorney and
acknowledged to me that he executed the same as his free act and deed for the
purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official
seal.
/s/ Barbara Lungwitz
-------------------------------------
Barbara Lungwitz
Notary Public - State of Missouri
[SEAL] My Commission Expires Sept. 2, 1995
City of St. Louis
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Harvey Saligman hereby
appoints Charles W. Mueller and/or Donald E. Brandt and/or James C. Thompson the
true and lawful attorneys-in-fact of the undersigned, for and in the name, place
and stead of the undersigned, to affix the name of the undersigned as a
Director of Union Electric Company to the 1993 Annual Report Form 10-K and any
amendments thereto to be filed with the Securities and Exchange Commission under
the Securities Exchange Act of 1934, and, for the performance of the same acts,
each with power to appoint in his place and stead and as his substitute, one or
more attorneys-in-fact for the undersigned, with full power of revocation;
hereby ratifying and confirming all that said attorneys-in-fact may do by virtue
hereof.
IN WITNESS HEREOF, the undersigned has hereunto set his hand and seal this
16th day of February, 1994.
/s/ Harvey Saligman (L.S.)
-----------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 16th day of February, 1994, before me, the undersigned Notary Public
in and for said State, personally appeared Harvey Saligman, known to me to be
the person described in and who executed the foregoing power of attorney and
acknowledged to me that he executed the same as his free act and deed for the
purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official
seal.
/s/ Barbara Lungwitz
------------------------------
Barbara Lungwitz
Notary Public--State of Missouri
[Seal] My Commission Expires Sept. 2, 1995
City of St. Louis
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That the undersigned Janet McAfee Weakley
hereby appoints Charles W. Mueller and/or Donald E. Brandt and/or James C.
Thompson the true and lawful attorneys-in-fact of the undersigned, for and in
the name, place and stead of the undersigned, to affix the name of the
undersigned as a Director of Union Electric Company to the 1993 Annual Report
Form 10-K and any amendments thereto to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, and, for the
performance of the same acts, each with power to appoint in his place and stead
and as his substitute, one or more attorneys-in-fact for the undersigned, with
full power of revocation; hereby ratifying and confirming all that said
attorneys-in-fact may do by virture hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set her hand and seal this
16th day of February, 1994.
/s/ Janet M. Weakley (L.S.)
-------------------------------
STATE OF MISSOURI )
) SS.
CITY OF ST. LOUIS )
On this 16th day of February, 1994, before me, the undersigned Notary Public
in and for said State, personally appeared Janet McAfee Weakley, known to me to
be the person described in and who executed the foregoing power of attorney and
acknowledged to me that she executed the same as her free act and deed for the
purposes therein stated.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official
seal.
/s/ Kathleen D. O'Reilly
----------------------------------
Kathleen D. O'Reilly
Notary Public - Notary Seal
State of Missouri
St. Louis County
My Commission Exp. June 3, 1997