EX-24.1 5 exhibit241-directors2017.htm EXHIBIT 24.1 Exhibit


Exhibit 24.1
POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Arthur C. Martinez
 
 
 
Arthur C. Martinez
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer and director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for her and in her name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as she might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Fran Horowitz
 
 
 
Fran Horowitz
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ James B. Bachmann
 
 
 
James B. Bachmann
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for her and in her name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as she might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Bonnie R. Brooks
 
 
 
Bonnie R. Brooks
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Terry L. Burman
 
 
 
Terry L. Burman
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned officer of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Robert E. Bostrom her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for her and in her name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as she might or could do in person, hereby ratifying and confirming all that such attorney-in-fact and agent, or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Joanne C. Crevoiserat
 
 
 
Joanne C. Crevoiserat
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for her and in her name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as she might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Sarah M. Gallagher
 
 
 
Sarah M. Gallagher
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Michael E. Greenlees
 
 
 
Michael E. Greenlees
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Archie M. Griffin
 
 
 
Archie M. Griffin
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Charles R. Perrin
 
 
 
Charles R. Perrin
 
 





POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Abercrombie & Fitch Co., a Delaware corporation (the “Company”), hereby constitutes and appoints Joanne C. Crevoiserat and Robert E. Bostrom, and each of them, with full power to act without the other, her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for her and in her name, place and stead, in any and all capacities (unless revoked in writing), to sign and to cause to be filed with the Securities and Exchange Commission the Company’s Registration Statement on Form S-8 (the “Registration Statement”) to register under the Securities Act of 1933, as amended, (i) 400,000 additional shares of Class A Common Stock, $0.01 par value (the “Class A Common Stock”), of the Company for issuance and delivery pursuant to and under the terms of the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended, the “2016 Directors LTIP”) and (ii) an indeterminate number of additional shares of Class A Common Stock of the Company that may become issuable and deliverable in accordance with the anti-dilution provisions of the 2016 Directors LTIP, and any and all amendments (including post-effective amendments) to the Registration Statement, including any and all exhibits and other documents required to be included with the Registration Statement and any amendments thereto, granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as she might or could do in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or either of them, or their, her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned has executed this instrument to be effective as of June 12, 2017.

 
 
 
 
 
/s/ Stephanie M. Shern
 
 
 
Stephanie M. Shern