Registration of Securities to be Offered to Employees Pursuant to an Employee Benefit Plan — Form S-8
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-8 Johnson Controls, Inc. Form S-8 5 19K
2: EX-5 Foley & Lardner Opinion 2 10K
3: EX-23.1 Consent of Experts or Counsel 1 6K
4: EX-24 Powers of Attorney 13 42K
EX-24 — Powers of Attorney
| EX-24 | 1st Page of 13 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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Exhibit 24
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ William F. Andrews
-------------------------------------
William F. Andrews
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ Robert L. Barnett
--------------------------------------
Robert L. Barnett
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ John M. Barth
--------------------------------------
John M. Barth
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ Natalie A. Black
--------------------------------------
Natalie A. Black
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ Paul A. Brunner
--------------------------------------
Paul A. Brunner
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ Robert A. Cornog
--------------------------------------
Robert A. Cornog
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ Willie D. Davis
--------------------------------------
Willie D. Davis
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ James H. Keyes
--------------------------------------
James H. Keyes
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ William H. Lacy
--------------------------------------
William H. Lacy
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ Southwood J. Morcott
--------------------------------------
Southwood J. Morcott
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ Stephen A. Roell
--------------------------------------
Stephen A. Roell
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ Richard F. Teerlink
--------------------------------------
Richard F. Teerlink
JOHNSON CONTROLS, INC.
Power of Attorney with Respect to
Registration Statement
Covering Securities of Johnson Controls, Inc.
Subject to Issuance or Delivery Under the
Johnson Controls, Inc. 2000 Stock Option Plan and the
Johnson Controls, Inc. 1992 Stock Option Plan
KNOW ALL MEN BY THESE PRESENTS that the undersigned, an officer and/or
director of JOHNSON CONTROLS, INC., does hereby constitute and appoint John P.
Kennedy and Stephen A. Roell, and each of them, severally, his or her true and
lawful attorney and agent at any time and from time to time to do any and all
acts and things and execute, in his or her name (whether on behalf of Johnson
Controls, Inc., or as an officer or director of Johnson Controls, Inc., or
otherwise) any and all instruments which said attorney and agent may deem
necessary, appropriate or desirable to enable Johnson Controls, Inc. to comply
with the Securities Act of 1933, as amended, and any requirements of the
Securities and Exchange Commission in respect thereof, in connection with a
Registration Statement on Form S-8 or other appropriate form and any and all
amendments (including post-effective amendments) to such Registration Statement
relating to shares of common stock, $0.16-2/3 par value, and associated common
stock purchase rights of Johnson Controls, Inc. subject to issuance or delivery
under the Johnson Controls, Inc. 2000 Stock Option Plan and the Johnson
Controls, Inc. 1992 Stock Option Plan, including specifically but without
limitation thereto, power and authority to sign his or her name (whether on
behalf of Johnson Controls, Inc., or as an officer or director of Johnson
Controls, Inc. or by attesting the seal of Johnson Controls, Inc., or otherwise)
to such Registration Statement and to such amendments (including post-effective
amendments) to such Registration Statement to be filed with the Securities and
Exchange Commission, or any of the exhibits, and to file the same with the
Securities and Exchange Commission; and the undersigned does hereby ratify and
confirm all that said attorneys and agents, and each of them, shall do or cause
to be done by virtue hereof. Any one of said attorneys and agents shall have,
and may exercise, all the powers hereby conferred.
IN WITNESS WHEREOF, the undersigned has signed his or her name hereto
on the 22nd day of March, 2000.
/s/ Gilbert R. Whitaker, Jr.
--------------------------------------
Gilbert R. Whitaker, Jr.
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