NET2PHONE INC
SC 13D/A, EX-2, 2001-01-19
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
Previous: NET2PHONE INC, SC 13D/A, EX-1, 2001-01-19
Next: NET2PHONE INC, SC 13D/A, EX-3, 2001-01-19



<PAGE>   1
                                    EXHIBIT 2

                                POWER OF ATTORNEY

        The undersigned, General Electric Company, a New York corporation
(hereinafter referred to as the "Corporation") does hereby make, constitute and
appoint the persons listed below as the Corporation's true and lawful agent and
attorney-in-fact (hereinafter referred to as the "Attorney") to act either
together or alone in the name and on behalf of the Corporation for and with
respect to the matters hereinafter described.

            Name of Attorney:
                                   Joan C. Amble
                                   Nancy E. Barton
                                   Jeffrey S. Werner
                                   Leon E. Roday
                                   Michael A. Gaudino
                                   Robert O. O'Reilly, Sr.
                                   Preston Abbott
                                   Murry K. Stegelmann
                                   James Ungari
                                   J. Gordon Smith
                                   Michael E. Pralle
                                   Iain MacKay
                                   Jonathan K. Sprole
                                   Barbara J. Gould
                                   Robert L. Lewis
                                   Wendy E. Ormond
                                   Mark F. Mylon

        Each Attorney shall have the power and authority to do the following:

        To execute an deliver any Schedule 13D, Schedule 13G or Forms 3, 4 and 5
        or any amendments thereto required to be filed with the Securities and
        Exchange Commission under the Securities Exchange Act of 1934 on behalf
        of the Corporation with regard to any securities owned by General
        Electric Capital Services, Inc., General Electric Capital Corporation or
        any of their subsidiaries;

        And, in connection with the foregoing, to execute and deliver all
        documents, acknowledgments, consents and other agreements and to take
        such further action as may be necessary or convenient for the
        Corporation in order to more effectively carry out the intent and
        purpose of the foregoing.

        Agreements, commitments, documents, instruments, and other writings
executed by the Attorney in accordance with the terms hereof shall be binding
upon the Corporation without attestation and without affixation of the seal of
the Corporation. The Power of Attorney conferred hereby shall not be delegable
by any Attorney. The Attorney shall serve without compensation for acting in the
capacity of agent and attorney-in-fact hereunder.

        Unless sooner revoked by the Corporation, this Power of Attorney shall
be governed under the laws of the State of New York and the authority of the
Attorney hereunder shall terminate on March 31, 2002.

        IN WITNESS WHEREOF, the Corporation has caused this Power of Attorney to
be executed, attested and its corporate seal to be affixed pursuant to authority
granted by the Corporation's board of directors, as of the 22nd day of February,
2000.

                                          General Electric Company

            (Corporate Seal)
                                      By:   /s/ Philip D. Ameen
                                         -------------------------------
                                         Philip D. Ameen, Vice President

Attest:

        /s/ Robert E. Healing
--------------------------------------
Robert E. Healing, Attesting Secretary




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission