Exhibit 24
1
LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS
Know all by these presents, that the undersigned hereby makes, constitutes
and appoints each of William Noth, Scott Faber and/or James Pistillo, each
acting individually, as the undersigned’s true and lawful attorney-in-fact,
with full power and authority as hereinafter described on behalf of and in the
name, place and stead of the undersigned to:
(1) prepare, execute, acknowledge, deliver and file Forms 3, 4,
and 5 (including any amendments thereto) with respect to the Common
Stock of Casey's General Stores Inc., an Iowa corporation (the "Company"),
with the United States Securities and Exchange Commission, any national
securities exchanges and the Company, as considered necessary or advisable
under Section 16(a) of the Securities Exchange Act of 1934 and the rules and
regulations promulgated thereunder, as amended from time to time (the
"Exchange Act");
(2) seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company’s
securities from any third party, including brokers, employee benefit plan
administrators and trustees, and the undersigned hereby authorizes any such
person to release any such information to the undersigned and approves and
ratifies any such release of information; and
(3) perform any and all other acts which in the discretion of such
attorney-in-fact are necessary or desirable for and on behalf of the
undersigned in connection with the foregoing.
The undersigned acknowledges that:
(1) this Limited Power of Attorney authorizes, but does not
require, each such attorney-in-fact to act in their discretion on information
provided to such attorney-in-fact without independent verification of such
information;
2
(2) any documents prepared and/or executed by either such
attorney-in-fact on behalf of the undersigned pursuant to this Limited Power
of Attorney will be in such form and will contain such information and
disclosure as such attorney-in-fact, in his or her discretion, deems necessary
or desirable;
(3) neither the Company nor either of such attorneys-in-fact
assumes (i) any liability for the undersigned’s responsibility to comply with
the requirement of the Exchange Act, (ii) any liability of the undersigned for
any failure to comply with such requirements, or (iii) any obligation or
liability of the undersigned for profit disgorgement under Section 16(b) of
the Exchange Act; and
(4) this Limited Power of Attorney does not relieve the
undersigned from responsibility for compliance with the undersigned's
obligations under the Exchange Act, including without limitation the
reporting requirements under Section 16 of the Exchange Act.
The undersigned hereby gives and grants each of the foregoing
attorneys-in-fact full power and authority to do and perform all and every act
and thing whatsoever requisite, necessary or appropriate to be done in and
about the foregoing matters as fully to all intents and purposes as the
undersigned might or could do if present, hereby ratifying all that each such
attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or
cause to be done by virtue of this Limited Power of Attorney.
This Limited Power of Attorney shall remain in full force and effect
until revoked by the undersigned in a signed writing delivered to each such
attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Limited
Power of Attorney to be executed as of this 24th day of July, 2017.
/s/ Cara K. Heiden
Print Name: Cara K. Heiden
3
STATE OF IOWA )
COUNTY OF POLK )
On this 24th day of July, 2017,
Cara K. Heiden personally appeared before me, and
acknowledged that he/she executed the foregoing instrument for the
purposes therein contained.
IN WITNESS WHEREOF, I have hereunto set my hand and official
seal.
/s/ Muriah Reed
Notary Public
My Commission Expires: Aug. 8, 2017
[SEAL]
01324287-1\10281-014