Statement of Changes in Beneficial Ownership (4)
12 June 2015 - 4:52AM
Edgar (US Regulatory)
Exhibit 24
Power of Attorney
I, Fred R. Siegel, hereby authorize and
designate each of Russell Nuce, Beth McCartan, Tim Peterman, Brad J. Schwartzberg, Ralph W. Norton, Lindsay Waiser and Sunjay Mathews
as my true and lawful attorney-in-fact to:
1. execute for and on my behalf, in
my capacity as an officer and/or director of EVINE Live Inc. (the "Company"), Forms 3, 4 and 5, in accordance with Section
16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated
thereunder; and other forms or reports on my behalf as I may be required to file in connection with my ownership, acquisition,
or disposition of securities of the Company, including Form 144;
2. do and perform any and all acts
for and on my behalf that may be necessary or desirable to complete and execute any such Form 3, 4 or 5 or other form or report,
including any amendments thereto, and timely file such form or report with the Securities and Exchange Commission, any stock exchange
or similar authority, and the Financial Industry Regulatory Authority; and
3. take any other action of any type
whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be to my benefit, in my best interest,
or legally required of me, it being understood that the statements executed by such attorney-in-fact on my behalf pursuant to this
Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact’s discretion.
I hereby further grant to each such attorney-in-fact
full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in
the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally
present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and
the rights and powers herein granted. I hereby acknowledge that the foregoing attorneys-in-fact, in serving in such capacity at
my request, are not assuming, nor is the Company assuming, any of my responsibilities to comply with Section 16 of the Exchange
Act.
This Power of Attorney shall remain in
full force and effect until I am no longer required to file a Forms 144, 3, 4 and 5 with respect to my holdings of and transactions
in securities issued by the Company, unless earlier revoked by me in a signed writing delivered to the foregoing attorneys-in-fact.
Notwithstanding the foregoing, if any such attorney-in-fact hereafter ceases to be at least one of the following: (i) an employee
of the Company, (ii) a partner of Davis & Gilbert LLP, or (iii) an employee of Davis & Gilbert LLP, then this Power of
Attorney shall be automatically revoked solely as to such individual, immediately upon such cessation, without any further action
on my part.
I hereby revoke all previous Powers of
Attorney that have been granted by me in connection with my reporting obligations under Section 16 of the Exchange Act with respect
to my holdings of and transactions in securities issued by the Company.
IN WITNESS WHEREOF, I have executed this
Power of Attorney as of this 9th day of June, 2015.
/s/ Fred R. Siegel___
Fred R. Siegel
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