Exhibit 24.1
CERTIFICATION
I, Don H. Liu, Secretary of IKON Office Solutions, Inc. do hereby certify that
the following resolutions were duly passed by the Board of Directors of the
Corporation on October 20, 1999, and that such resolutions are, as of the date
hereof, in full force and effect:
FURTHER RESOLVED, that Don H. Liu, Karin M. Kinney, William S. Urkiel,
Michael J. Dudek and Michael J. Dillon, and each of them, are hereby authorized
to act as attorneys-in-fact with the power of substitution, for each of the
officers and directors of the corporation, who has so authorized such persons to
so act, to sign on such officer's or director's behalf, one or more registration
statements and annual reports of the corporation for filing with the Securities
and Exchange Commission ("SEC"), and any and all amendments to said documents
which said attorney may deem necessary or desirable to enable the corporation to
register the offering of (i) serial preferred stock; (ii) common stock; (iii)
debt securities; and/or (iv) participation interests in employee benefit plans
under the federal securities laws, and to further enable the corporation to file
such reports as are necessary under Section 13 or 15(d) of the Securities
Exchange Act of 1934 and such other documents as are necessary to comply with
all rules, regulations or requirements of the SEC in respect thereto; and
FURTHER RESOLVED, that any officer of the corporation is hereby authorized
to do and perform, or cause to be done or performed, any and all things and to
execute and deliver any and all agreements, certificates, undertakings,
documents or instruments necessary or appropriate in order to carry out the
purpose and intent of the foregoing resolutions.
IN WITNESS WHEREOF, the undersigned has set his hand this 23rd day of June,
2000.
/s/ DON H. LIU
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