NOTICE TO THE INDIVIDUAL SIGNING THE ILLINOIS
POWER OF ATTORNEY FOR PROPERTY
PLEASE READ THIS NOTICE CAREFULLY. The form that you will be signing is a legal

document. It is governed by the Illinois Power of Attorney Act. If there is anything about this
form that you do not understand, you should ask a lawyer to explain it to you.
The purpose of this Power of Attorney is to give your designated “agent” broad powers to handle
your financial affairs, which may include the power to pledge, sell, or dispose of any of your real
or personal property, even without your consent or any advance notice to you.
This form does not impose a duty upon your agent to handle your financial affairs, so it is
important that you select an agent who will agree to do this for you. It is also important to select
an agent whom you trust, since you are giving that agent control over your financial assets and
property. Any agent who does act for you has a duty to act in good faith for your benefit and to
use due care, competence, and diligence. He or she must also act in accordance with the law and
with the directions in this form. Your agent must keep a record of all receipts, disbursements, and
significant actions taken as your agent.
Unless you specifically limit the period of time that this Power of Attorney will be in effect, your
agent may exercise the powers given to him or her throughout your lifetime, both before and after
you become incapacitated. A court, however, can take away the powers of your agent if it finds
that the agent is not acting properly.
This Power of Attorney does not authorize your agent to appear in court for you as an attorneyat-law or otherwise to engage in the practice of law unless he or she is a licensed attorney who is
authorized to practice law in Illinois.
The powers you give your agent are explained more fully in Section 3-4 of the Illinois Power of
Attorney Act. The “NOTE” paragraphs throughout this form are instructions. You are not
required to sign this Power of Attorney, but it will not take effect without your signature. You
should not sign this Power of Attorney if you do not understand everything in it, and what your
agent will be able to do if you do sign it.
Please place your initials on the following line indicating that you have read this Notice:
_______________
Principal’s initials

Page 1 of 7
KE 34154735.4

 ILLINOIS POWER OF ATTORNEY FOR PROPERTY
1. I, Bruce V. Rauner, of Winnetka, Illinois
hereby revoke all prior powers of
attorney for property executed by me pursuant to the Illinois Power of Attorney for Property Law and appoint:
Roundtable Investment Partners, 280 Park Avenue, 23rd Floor - East, New York, NY 10017
as my attorney-in-fact (my “agent”) to act for me and in my name (in any way I could act in person)
with respect to the following powers, but subject to any limitations on or additions to the specified powers inserted in paragraph 2 or 3
below:
(a)
(b)
(c)
(d)

Real estate transactions.
Financial institution transactions.
Stock and bond transactions.
Tangible personal property
transactions.

(e)
(f)
(g)
(h)
(i)

Insurance and annuity transactions.
Retirement plan transactions.
Commodity and option transactions.
Business operations.
Borrowing transactions.

(j) Estate transactions.
(k) All other property transactions, other
than those transactions stricken in
this Paragraph 1 or otherwise
modified or limited in accordance
with Paragraph 2.
2. The powers granted above shall not include the following powers or shall be modified or limited in the following particulars:
Real estate transactions related to my personal real property holdings are excluded from this power of attorney.

3. In addition to the powers granted above, I grant my agent the following powers:

See attachment.
4. My agent shall have the right by written instrument to delegate any or all of the foregoing powers involving discretionary decisionmaking to any person or persons (other than myself) whom my agent may select, but such delegation may be amended or revoked by
any agent (including any successor) named by me who is acting under this power of attorney at the time of reference.
5. My agent shall be entitled to reasonable compensation for services rendered as agent under this power of attorney.
6. This power of attorney shall become effective on the date hereof.
7. This power of attorney shall terminate on the date on which my service as the Governor of the State of Illinois ends, and I shall not
revoke this power of attorney prior to such termination date; provided, that my wife, Diana Rauner, shall have the power to revoke this
power of attorney in her sole discretion.
8. If any agent named by me shall die, become incompetent, resign or refuse to accept the office of agent, I name the following (each
to act alone and successively, in the order named) as successor(s) to such agent:
None specified.

For purposes of this paragraph 8, a person shall be considered to be incompetent if and while the person is a minor or an adjudicated
incompetent or disabled person or the person is unable to give prompt and intelligent consideration to business matters, as certified by
a licensed physician.
8. I am fully informed as to all the contents of this form and understand the full import of this grant of powers to my agent.
9. The Notice to Agent is incorporated by reference and included as part of this form.
Dated: _________________

Page 2 of 7

 Signed:

(Principal)
Bruce V. Rauner

The undersigned witness certifies that Bruce V. Rauner, known to me to be the same person whose name is subscribed as principal to
the foregoing power of attorney, appeared before me and the notary public and acknowledged signing and delivering the instrument as
the free and voluntary act of the principal, for the uses and purposes therein set forth. I believe him or her to be of sound mind and
memory. The undersigned witness also certifies that the witness is not: (a) the attending physician or mental health service provider or
a relative of the physician or provider; (b) an owner, operator, or relative of an owner or operator of a health care facility in which the
principal is a patient or resident; (c) a parent, sibling, descendant, or any spouse of such parent, sibling, or descendant of either the
principal or any agent or successor agent under the foregoing power of attorney, whether such relationship is by blood, marriage, or
adoption; or (d) an agent or successor agent under the foregoing power of attorney.
Dated:
Witness
(Second Witness) The undersigned witness certifies that Bruce V. Rauner, known to me to be the same person whose name is subscribed
as principal to the foregoing power of attorney, appeared before me and the notary public and acknowledged signing and delivering the
instrument as the free and voluntary act of the principal, for the uses and purposes therein set forth. I believe him or her to be of sound
mind and memory. The undersigned witness also certifies that the witness is not: (a) the attending physician or mental health service
provider or a relative of the physician or provider; (b) an owner, operator, or relative of an owner or operator of a health care facility in
which the principal is a patient or resident; (c) a parent, sibling, descendant, or any spouse of such parent, sibling, or descendant of either
the principal or any agent or successor agent under the foregoing power of attorney, whether such relationship is by blood, marriage, or
adoption; or (d) an agent or successor agent under the foregoing power of attorney.
Dated:
Witness
State of
County of

)
) SS.
)

The undersigned, a notary public in and for the above county and state, certifies that Bruce V. Rauner, known to me to be the
same person whose name is subscribed as principal to the foregoing power of attorney, appeared before me and the witness
___________________________ (and __________________________) in person and acknowledged signing and delivering the
instrument as the free and voluntary act of the principal, for the uses and purposes therein set forth(, and certified to the correctness of
the signature(s) of the agent(s)).
Dated:
Notary Public
My commission expires:

Specimen signatures of agent (and successors)

I certify that the signatures of my agent (and successors) are
genuine.

Agent: Roundtable Investment Partners
By:

Principal:
Bruce V. Rauner

Successor Agent: None Specified

Principal:
Bruce V. Rauner

Page 3 of 7

 This document was prepared by:
Name:

Peter M. Friedman

Address: Holland & Knight LLP
131 South Dearborn Street
Chicago, Illinois 60603
Phone:

312-578-6566

LEGAL DESCRIPTION:

STREET ADDRESS:
PERMANENT TAX INDEX NUMBER:
THE SPACE ABOVE IS NOT PART OF THE FORM. IT IS ONLY FOR THE AGENT’S USE IN RECORDING THIS FORM
WHEN NECESSARY FOR REAL ESTATE TRANSACTIONS.

Page 4 of 7

 ATTACHMENT TO ILLINOIS
POWER OF ATTORNEY FOR PROPERTY
Item 3: Additional powers.
a.
Without limiting the generality of Section 1 of this Power of Attorney, to act in my name and stead and to direct in
each and every respect my financial investments and any rights appurtenant thereto, including, but not limited to, a full proxy to exercise
any voting rights in respect of any securities that I own, and to make all decisions relating to acquisitions or dispositions relating thereto.
b.
To make donations in my name to the Rauner Family Foundation, or other charitable organization, in a manner
generally consistent with the pattern of charitable giving established by me from time to time, in connection with any disgorgement of
proceeds I have committed to or undertaken relating to my investments.

Page 5 of 7

 NOTICE TO AGENT
When you accept the authority granted under this power of attorney a special legal relationship, known as agency,
is created between you and the principal. Agency imposes upon you duties that continue until you resign or the
power of attorney is terminated.
As agent you must (unless otherwise separately agreed in writing):
(1) do what you know the principal reasonably expects you to do with the principal's property;
(2) act in good faith for the best interest of the principal, using due care, competence, and diligence;
(3) keep a complete and detailed record of all receipts, disbursements, and significant actions conducted
for the principal;
(4) attempt to preserve the principal's estate plan, to the extent actually known by the agent, if preserving
the plan is consistent with the principal's best interest; and
(5) cooperate with a person who has authority to make health care decisions for the principal to carry out
the principal's reasonable expectations to the extent actually in the principal's best interest.
As agent you must not do any of the following (unless otherwise separately agreed in writing):
(1) act so as to create a conflict of interest that is inconsistent with the other principles in this Notice to
Agent;
(2) do any act beyond the authority granted in this power of attorney;
(3) commingle the principal's funds with your funds;
(4) borrow funds or other property from the principal;
(5) continue acting on behalf of the principal if you learn of any event that terminates this power of attorney
or your authority under this power of attorney, such as the death of the principal or your legal separation
from the principal.
If you have special skills or expertise, you must use those special skills and expertise when acting for the principal.
You must disclose your identity as an agent whenever you act for the principal by writing or printing the name of
the principal and signing your own name “as Agent” in the following manner:
“(Principal's Name) by (Your Name) as Agent”
The meaning of the powers granted to you is contained in Section 3‑4 of the Illinois Power of Attorney Act,
which is incorporated by reference into the body of the power of attorney for property document.
If you violate your duties as agent or act outside the authority granted to you, you may be liable for any damages,
including attorney's fees and costs, caused by your violation.
If there is anything about this document or your duties that you do not understand, you should seek legal advice
from an attorney.

Page 6 of 7

 Upon request by a person acting in reliance on the power of attorney, the named agent shall furnish the
following Agent's Certification and Acceptance of Authority.
AGENT'S CERTIFICATION AND ACCEPTANCE OF AUTHORITY
I, _________, __________ of Roundtable Investment Partners certify that the attached is a true copy of a
power of attorney naming the undersigned as agent or successor agent for Bruce V. Rauner.
I certify that to the best of my knowledge the principal had the capacity to execute the power of attorney, is
alive, and has not revoked the power of attorney; that my powers as agent have not been altered or terminated;
and that the power of attorney remains in full force and effect.
Roundtable Investment Partners accepts appointment as agent under this power of attorney.
This certification and acceptance is made under penalty of perjury.*
Dated:

(Agent's Signature and Title)

(Print Agent's Name)
280 Park Avenue, 23rd Floor - East, New York, NY 10017
(Agent's Address)
*(NOTE: Perjury is defined in Section 32-2 of the Criminal Code of 1961, and is a Class 3 felony.)

Page 7 of 7