1 EXHIBIT 24 INVACARE CORPORATION POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that Invacare Corporation hereby constitutes and appoints Thomas R. Miklich, Dale C. LaPorte and Douglas A. Neary, or any one or more of them, its attorneys-in-fact and agents, each with full power of substitution and resubstitution for it in any and all capacities, to sign any or all amendments or post-effective amendments to this Registration Statement, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto each of such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary in connection with such matters and hereby ratifying and confirming all that each of such attorneys-in-fact and agents or his substitute or substitutes may do or cause to be done by virtue hereof. IN WITNESS WHEREOF, this Power of Attorney has been signed at Cleveland, Ohio this 3rd day of March, 1995. INVACARE CORPORATION /s/ Thomas R. Miklich By:_____________________________________ Thomas R. Miklich, Chief Financial Officer and Secretary 373/12873ABD.400 2 EXHIBIT 24 (Continued) INVACARE CORPORATION CERTIFIED RESOLUTION I, Thomas R. Miklich, Secretary of Invacare Corporation, an Ohio corporation (the "Company"), do hereby certify that the following is a true copy of a resolution adopted by the Board of Directors effective as of March 1, 1995, and that the same has not been changed and remains in full force and effect. RESOLVED: That each of Thomas R. Miklich, Dale C. LaPorte and Douglas A. Neary is hereby appointed as the attorney of the Company will full power of substitution and resubstitution for and in the name, place and stead of the Company to sign, attest and file the Registration Statement on Form S-3, or any other appropriate form that may be used from time to time, with respect to the Registrable Shares, and any and all amendments and Exhibits to such Registration Statement and any and all applications or other documents to be filed with the SEC or any and all applications or other documents to be filed with any governmental or private agency or official relative to the issuance of said Common Shares, with full power and authority to do and perform any and all acts and things whatsoever requisite and necessary to be done in the premises, hereby ratifying and approving the acts of such attorneys or any such substitute or substitutes and, without implied limitation, including in the above the authority to do the foregoing things on behalf of the Company in the name of the person so acting or on behalf and in the name of any duly authorized officer of the Company; and that the Chairman of the Board, President and Chief Executive Officer of the Company or the Chief Financial Officer of the Company is hereby authorized, for and on behalf of the Company, to execute a Power of Attorney evidencing the foregoing. /s/ Thomas R. Miklich ---------------------------- Thomas R. Miklich, Secretary Dated: March 3, 1995 373/12873ABD.400