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EXHIBIT 24(a)
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Powers of Attorney
2
POWER OF ATTORNEY
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KNOW ALL MEN BY THESE PRESENTS THAT: The undersigned officer and/or
director of The Progressive Corporation, an Ohio corporation (the "Company"),
has made, constituted and appointed, and by this instrument does make,
constitute and appoint, Jeffrey W. Basch, Charles B. Chokel, David M.
Schneider, Dane A. Shrallow and Michael R. Uth, and each of them, his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to affix for him and in his name, place and stead, in any and
all capacities, as attorney-in-fact and agent, his signature to a Registration
Statement on Form S-8 or other form in order to register under the Securities
Act of 1933, as amended, up to 300,000 of the Company's Common Shares, $1.00
par value, issuable under The Progressive Corporation Executive Deferred
Compensation Plan, and any plan interests related thereto, and to any and all
amendments, post-effective amendments and exhibits to such Registration
Statement, and to any and all applications, instruments and other documents
pertaining thereto, giving and granting unto each such attorney-in-fact and
agent full power and authority to do and perform any and all acts and things
whatsoever necessary or appropriate to be done in and about the premises, as
fully for all intents and purposes as he might or could do if personally
present, and hereby ratifying and confirming all that each such
attorney-in-fact and agent, or any such substitute or substitutes, shall
lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed in the
capacities and on the date indicated below.
Date: December 19, 1994 /s/Peter B. Lewis
-----------------------------
Peter B. Lewis
Chairman, President, Principal
Executive Officer and Director
3
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS THAT: The undersigned officer and/or
director of The Progressive Corporation, an Ohio corporation (the "Company"),
has made, constituted and appointed, and by this instrument does make,
constitute and appoint, Jeffrey W. Basch, Charles B. Chokel, David M.
Schneider, Dane A. Shrallow and Michael R. Uth, and each of them, his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to affix for him and in his name, place and stead, in any and
all capacities, as attorney-in-fact and agent, his signature to a Registration
Statement on Form S-8 or other form in order to register under the Securities
Act of 1933, as amended, up to 300,000 of the Company's Common Shares, $1.00
par value, issuable under The Progressive Corporation Executive Deferred
Compensation Plan, and any plan interests related thereto, and to any and all
amendments, post-effective amendments and exhibits to such Registration
Statement, and to any and all applications, instruments and other documents
pertaining thereto, giving and granting unto each such attorney-in-fact and
agent full power and authority to do and perform any and all acts and things
whatsoever necessary or appropriate to be done in and about the premises, as
fully for all intents and purposes as he might or could do if personally
present, and hereby ratifying and confirming all that each such
attorney-in-fact and agent, or any such substitute or substitutes, shall
lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed in the
capacities and on the date indicated below.
Date: December 27, 1994 /s/Charles B. Chokel
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Charles B. Chokel
Principal Financial Officer
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POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS THAT: The undersigned officer and/or
director of The Progressive Corporation, an Ohio corporation (the "Company"),
has made, constituted and appointed, and by this instrument does make,
constitute and appoint, Jeffrey W. Basch, Charles B. Chokel, David M.
Schneider, Dane A. Shrallow and Michael R. Uth, and each of them, his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to affix for him and in his name, place and stead, in any and
all capacities, as attorney-in-fact and agent, his signature to a Registration
Statement on Form S-8 or other form in order to register under the Securities
Act of 1933, as amended, up to 300,000 of the Company's Common Shares, $1.00
par value, issuable under The Progressive Corporation Executive Deferred
Compensation Plan, and any plan interests related thereto, and to any and all
amendments, post-effective amendments and exhibits to such Registration
Statement, and to any and all applications, instruments and other documents
pertaining thereto, giving and granting unto each such attorney-in-fact and
agent full power and authority to do and perform any and all acts and things
whatsoever necessary or appropriate to be done in and about the premises, as
fully for all intents and purposes as he might or could do if personally
present, and hereby ratifying and confirming all that each such
attorney-in-fact and agent, or any such substitute or substitutes, shall
lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed in the
capacities and on the date indicated below.
Date: December 27, 1994 /s/Jeffrey W. Basch
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Jeffrey W. Basch
Principal Accounting Officer
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POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS THAT: The undersigned officer and/or
director of The Progressive Corporation, an Ohio corporation (the "Company"),
has made, constituted and appointed, and by this instrument does make,
constitute and appoint, Jeffrey W. Basch, Charles B. Chokel, David M.
Schneider, Dane A. Shrallow and Michael R. Uth, and each of them, his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to affix for him and in his name, place and stead, in any and
all capacities, as attorney-in-fact and agent, his signature to a Registration
Statement on Form S-8 or other form in order to register under the Securities
Act of 1933, as amended, up to 300,000 of the Company's Common Shares, $1.00
par value, issuable under The Progressive Corporation Executive Deferred
Compensation Plan, and any plan interests related thereto, and to any and all
amendments, post-effective amendments and exhibits to such Registration
Statement, and to any and all applications, instruments and other documents
pertaining thereto, giving and granting unto each such attorney-in-fact and
agent full power and authority to do and perform any and all acts and things
whatsoever necessary or appropriate to be done in and about the premises, as
fully for all intents and purposes as he might or could do if personally
present, and hereby ratifying and confirming all that each such
attorney-in-fact and agent, or any such substitute or substitutes, shall
lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed in the
capacities and on the date indicated below.
Date: December 16, 1994 /s/Milton N. Allen
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Milton N. Allen
Director
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POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS THAT: The undersigned officer and/or
director of The Progressive Corporation, an Ohio corporation (the "Company"),
has made, constituted and appointed, and by this instrument does make,
constitute and appoint, Jeffrey W. Basch, Charles B. Chokel, David M.
Schneider, Dane A. Shrallow and Michael R. Uth, and each of them, his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to affix for him and in his name, place and stead, in any and
all capacities, as attorney-in-fact and agent, his signature to a Registration
Statement on Form S-8 or other form in order to register under the Securities
Act of 1933, as amended, up to 300,000 of the Company's Common Shares, $1.00
par value, issuable under The Progressive Corporation Executive Deferred
Compensation Plan, and any plan interests related thereto, and to any and all
amendments, post-effective amendments and exhibits to such Registration
Statement, and to any and all applications, instruments and other documents
pertaining thereto, giving and granting unto each such attorney-in-fact and
agent full power and authority to do and perform any and all acts and things
whatsoever necessary or appropriate to be done in and about the premises, as
fully for all intents and purposes as he might or could do if personally
present, and hereby ratifying and confirming all that each such
attorney-in-fact and agent, or any such substitute or substitutes, shall
lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed in the
capacities and on the date indicated below.
Date: December 20, 1994 /s/B. Charles Ames
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B. Charles Ames
Director
7
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS THAT: The undersigned officer and/or
director of The Progressive Corporation, an Ohio corporation (the "Company"),
has made, constituted and appointed, and by this instrument does make,
constitute and appoint, Jeffrey W. Basch, Charles B. Chokel, David M.
Schneider, Dane A. Shrallow and Michael R. Uth, and each of them, his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to affix for him and in his name, place and stead, in any and
all capacities, as attorney-in-fact and agent, his signature to a Registration
Statement on Form S-8 or other form in order to register under the Securities
Act of 1933, as amended, up to 300,000 of the Company's Common Shares, $1.00
par value, issuable under The Progressive Corporation Executive Deferred
Compensation Plan, and any plan interests related thereto, and to any and all
amendments, post-effective amendments and exhibits to such Registration
Statement, and to any and all applications, instruments and other documents
pertaining thereto, giving and granting unto each such attorney-in-fact and
agent full power and authority to do and perform any and all acts and things
whatsoever necessary or appropriate to be done in and about the premises, as
fully for all intents and purposes as he might or could do if personally
present, and hereby ratifying and confirming all that each such
attorney-in-fact and agent, or any such substitute or substitutes, shall
lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed in the
capacities and on the date indicated below.
Date: December 20, 1994 /s/Stephen R. Hardis
------------------------
Stephen R. Hardis
Director
8
POWER OF ATTORNEY
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KNOW ALL MEN BY THESE PRESENTS THAT: The undersigned officer and/or
director of The Progressive Corporation, an Ohio corporation (the "Company"),
has made, constituted and appointed, and by this instrument does make,
constitute and appoint, Jeffrey W. Basch, Charles B. Chokel, David M.
Schneider, Dane A. Shrallow and Michael R. Uth, and each of them, his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to affix for him and in his name, place and stead, in any and
all capacities, as attorney-in-fact and agent, his signature to a Registration
Statement on Form S-8 or other form in order to register under the Securities
Act of 1933, as amended, up to 300,000 of the Company's Common Shares, $1.00
par value, issuable under the Progressive Corporation Executive Deferred
Compensation Plan, and any plan interests related thereto, and to any and all
amendments, post-effective amendments and exhibits to such Registration
Statement, and to any and all applications, instruments and other documents
pertaining thereto, giving and granting unto each such attorney-in-fact and
agent full power and authority to do and perform any and all acts and things
whatsoever necessary or appropriate to be done in and about the premises, as
fully for all intents and purposes as he might or could do if personally
present, and hereby ratifying and confirming all that each such
attorney-in-fact and agent, or any such substitute or substitutes, shall
lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed in the
capacities and on the date indicated below.
Date: December 19, 1994 /s/Norman S. Matthews
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Norman S. Matthews
Director
9
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS THAT: The undersigned officer and/or
director of The Progressive Corporation, an Ohio corporation (the "Company"),
has made, constituted and appointed, and by this instrument does make,
constitute and appoint, Jeffrey W. Basch, Charles B. Chokel, David M.
Schneider, Dane A. Shrallow and Michael R. Uth, and each of them, his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to affix for him and in his name, place and stead, in any and
all capacities, as attorney-in-fact and agent, his signature to a Registration
Statement on Form S-8 or other form in order to register under the Securities
Act of 1933, as amended, up to 300,000 of the Company's Common Shares, $1.00
par value, issuable under the Company's Executive Deferred Compensation Plan,
and any plan interests related thereto, and to any and all amendments,
post-effective amendments and exhibits to such Registration Statement, and to
any and all applications, instruments and other documents pertaining thereto,
giving and granting unto each such attorney-in-fact and agent full power and
authority to do and perform any and all acts and things whatsoever necessary or
appropriate to be done in and about the premises, as fully for all intents and
purposes as he might or could do if personally present, and hereby ratifying
and confirming all that each such attorney-in- fact and agent, or any such
substitute or substitutes, shall lawfully do or cause to be done by virtue
hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed in the
capacities and on the date indicated below.
Date: December 27, 1994 /s/Paul B. Sigler
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Paul B. Sigler
Director
10
POWER OF ATTORNEY
-----------------
KNOW ALL MEN BY THESE PRESENTS THAT: The undersigned officer and/or
director of The Progressive Corporation, an Ohio corporation (the "Company"),
has made, constituted and appointed, and by this instrument does make,
constitute and appoint, Jeffrey W. Basch, Charles B. Chokel, David M.
Schneider, Dane A. Shrallow and Michael R. Uth, and each of them, his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to affix for him and in his name, place and stead, in any and
all capacities, as attorney-in-fact and agent, his signature to a Registration
Statement on Form S-8 or other form in order to register under the Securities
Act of 1933, as amended, up to 300,000 of the Company's Common Shares, $1.00
par value, issuable under The Progressive Corporation Executive Deferred
Compensation Plan, and any plan interests related thereto, and to any and all
amendments, post-effective amendments and exhibits to such Registration
Statement, and to any and all applications, instruments and other documents
pertaining thereto, giving and granting unto each such attorney-in-fact and
agent full power and authority to do and perform any and all acts and things
whatsoever necessary or appropriate to be done in and about the premises, as
fully for all intents and purposes as he might or could do if personally
present, and hereby ratifying and confirming all that each such
attorney-in-fact and agent, or any such substitute or substitutes, shall
lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, this Power of Attorney has been signed in the
capacities and on the date indicated below.
Date: December 23, 1994 /s/Donald B. Shackelford
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Donald B. Shackelford
Director