EX-24.1 2 d158016dex241.htm EX-24.1 EX-24.1

Exhibit 24.1

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that we, the undersigned directors and/or officers of M&T Bank Corporation, a corporation organized under the laws of the State of New York (the “Corporation”), hereby constitute and appoint Robert G. Wilmers, René F. Jones, Drew J. Pfirrman, and Brian R. Yoshida, and each of them (with full power to each of them to act alone), his or her true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution, for him or her and on his or her behalf and in his or her name, place and stead, in any and all capacities, to sign, execute and to affix his or her seal to and file with the Securities and Exchange Commission (or any other governmental or regulatory authority) the post-effective amendment to Form S-8 to amend certain administrative provisions under the M&T Bank Corporation Retirement Savings Plan (the “registration statement”) and any and all amendments (including post-effective amendments) thereto, with all exhibits and any and all documents required to be filed with respect thereto, including to sign the registration statement and any and all amendments and supplements relating thereto (including stickers and post-effective amendments), in the name and on behalf of the Corporation and in the name and on behalf of such officer or director of the Corporation, to attest to the seal of the Corporation thereon, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission and any applicable securities exchange or securities self-regulatory organization, hereby granting to such attorneys-in-fact and agents, each acting alone, the full power and authority to do and perform every act and thing requisite, necessary or advisable to be done in and about the premises, and generally to do all such things in our names and in our capacities as officers and directors to enable the Corporation to comply with the provisions of the Securities Act of 1933, as amended, and all requirements of the Securities and Exchange Commission, as fully and to all intents and purposes as any such officer or director might or could do in person; and such persons are authorized to take or cause to be taken any and all such further actions in connection therewith in the name and on behalf of the Corporation as they, in their sole discretion, deem necessary or appropriate; and each of the undersigned hereby ratifies and confirms all that any said attorney-in-fact and agent, or any substitute, lawfully does or causes to be done by virtue hereof.

Dated: April 19, 2016

[Signature Page Follows]


IN WITNESS WHEREOF, each of the undersigned directors and/or officers has hereunto set his or her hand as of the date set forth above.

 

/s/ Robert G. Wilmers

Robert G. Wilmers

   Chairman of the Board, Chief Executive Officer and Director

/s/ René F. Jones

René F. Jones

   Executive Vice President and Chief Financial Officer

/s/ Michael R. Spychala

Michael R. Spychala

   Senior Vice President and Controller

/s/ Mark J. Czarnecki

Mark J. Czarnecki

   President, Chief Operating Officer and Director

/s/ Robert T. Brady

Robert T. Brady

   Vice Chairman of the Board

/s/ Brent D. Baird

Brent D. Baird

   Director

/s/ C. Angela Bontempo

C. Angela Bontempo

   Director

/s/ T. Jefferson Cunningham III

T. Jefferson Cunningham III

   Director

/s/ Gary N. Geisel

Gary N. Geisel

   Director

/s/ Richard A. Grossi

Richard A. Grossi

   Director

/s/ John D. Hawke, Jr.

John D. Hawke, Jr.

   Director

/s/ Patrick W.E. Hodgson

Patrick W.E. Hodgson

   Director

/s/ Richard G. King

Richard G. King

   Director

/s/ Newton P.S. Merrill

Newton P.S. Merrill

   Director

/s/ Melinda R. Rich

Melinda R. Rich

   Director

/s/ Robert E. Sadler, Jr.

Robert E. Sadler, Jr.

   Director

/s/ Denis J. Salamone

Denis J. Salamone

   Director

/s/ Herbert L. Washington

Herbert L. Washington

   Director