EX-24.1 4 l37554aexv24w1.htm EX-24.1 exv24w1
EXHIBIT 24.1
POWER OF ATTORNEY
     KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned directors and officers of Cooper Tire & Rubber Company, a Delaware corporation (the “Company”), hereby constitutes and appoints Roy V. Armes, Philip G. Weaver, James E. Kline and Jack Jay McCracken, and each of them, as the true and lawful attorney-in-fact or attorneys-in-fact, with full power of substitution and resubstitution, for each of the undersigned and in the name, place and stead of each of the undersigned, to sign and file with the Securities and Exchange Commission under the Securities Act of 1933 (the “Securities Act”) one or more registration statement(s) on Form S-3 (the “Registration Statement”) relating to the registration of certain securities of the Company, with any and all amendments, supplements and exhibits thereto, including post-effective amendments or supplements, whether on Form S-3 or otherwise, or any additional registration statement filed pursuant to Rule 462 promulgated under the Securities Act, or any other document with any state securities commission or other regulatory authority with respect to the securities covered by the Registration Statement, with full power and authority to do and perform any and all acts and things whatsoever required, necessary or desirable to be done in the premises, hereby ratifying and approving the act of said attorneys and any of them and any such substitute.
     This Power of Attorney may be executed in multiple counterparts, each of which shall be deemed an original with respect to the person executing it.
     Executed as of this 8th day of June, 2009.
             
/s/ Roy V. Armes
 
      /s/ Philip G. Weaver
 
   
Roy V. Armes
      Philip G. Weaver    
Chairman of the Board, President, Chief
      Vice President and Chief Financial Officer    
Executive Officer and Director
      (Principal Financial Officer)    
(Principal Executive Officer)
           
 
           
/s/ Robert W. Huber
 
      /s/ Laurie J. Breininger
 
   
Robert W. Huber
      Laurie J. Breininger    
Director of External Reporting
      Director    
(Principal Accounting Officer)
           
 
           
/s/ Thomas P. Capo
 
      /s/ Steven M. Chapman
 
   
Thomas P. Capo
      Steven M. Chapman    
Director
      Director    
 
           
/s/ John J. Holland
 
      /s/ John F. Meier
 
   
John J. Holland
      John F. Meier    
Director
      Director    
 
           
/s/ John H. Shuey
 
      /s/ Richard L. Wambold
 
   
John H. Shuey
      Richard L. Wambold    
Director
      Director    
 
           
/s/ Robert D. Welding
 
           
Robert D. Welding
           
Director