Exhibit 3.29
ARTICLES OF INCORPORATION
OF
PSS INVESTMENT III, INC.
I, Mary M. Thomas, as the sole incorporator, for the purpose of
establishing a corporation, under the provisions and subject to the requirements
of Chapter 17, Article 60, Section 17-6002 of the General Corporation code of
Kansas (the "Code"), do hereby adopt the following Articles of Incorporation:
FIRST: The name of the corporation is PSS Investment III, Inc.
SECOND: The corporation designates Corporation Services Company, Inc.,
as its registered agent in the State of Kansas. The address of the registered
agent is 515 South Kansas Avenue, Topeka, Kansas 66603, Shawnee County.
THIRD: The purpose of the corporation is to own and control the stock
in the Mexican operations of Payless ShoeSource, Inc. and for the transaction of
any and all other lawful business purposes.
FOURTH: The total number of shares of stock which the corporation
shall have authority to issue is 100 shares and the par value of each of such
shares shall be $1.00. All such shares shall be of one class and shall be
designated as Common Stock. All of the 100 authorized shares of Common Stock,
$1.00 par, shall be issued.
FIFTH: The name and the mailing address of the sole incorporator is as
follows:
NAME ADDRESS
---- -------
Mary M. Thomas c/o Payless ShoeSource, Inc.
Law Department
3231 East Sixth Street
Topeka, KS 66607
SIXTH: The powers of the sole incorporator shall terminate upon the
filing of these Articles of Incorporation. The following individuals shall serve
as the directors of the corporation until the first annual meeting of the
shareowner or until their successors are elected and shall qualify:
NAME ADDRESS
---- -------
Ullrich E. Porzig c/o Payless ShoeSource, Inc.
3231 East Sixth Street
Topeka, KS 66607
Bradley D. Larson c/o Payless ShoeSource, Inc.
3231 East Sixth Street
Topeka, KS 66607
David A. Krivoshia c/o Payless ShoeSource, Inc.
3231 East Sixth Street
Topeka, KS 66607
The number of Directors shall be as set forth in the By-laws of this
Corporation.
SEVENTH: The Corporation shall be of perpetual existence.
EIGHTH: In furtherance and not in limitation of the powers conferred
by statute, the Board of Directors are expressly authorized to make, alter or
repeal the by-laws of the Corporation.
NINTH: A director or officer of the Corporation shall not be liable to
the Corporation or its shareowner for monetary damages for breach of fiduciary
duty as a director or an officer, except to the extent such exemption from
liability or limitation thereof is not permitted under Section 17-6002 of the
Code as currently in effect or as the same may hereafter be amended. No
amendment, modification or repeal of this Article Nine shall adversely affect
any right or protection of a director or officer that exists as the time of such
amendment, modification or repeal.
TENTH: The Corporation reserves the right to amend, change, or repeal
any provision contained in this Articles of Incorporation in the manner now or
hereafter prescribed by statute, and all rights conferred upon the shareowner
herein are granted subject to this reservation.
IN WITNESS WHEREOF, I do hereby execute these Articles of Incorporation
and hereby declare and certify that the facts herein stated are true, and
accordingly have hereunto set my hand this 13th day of April, 1988.
___________________________
Mary M. Thomas
Sole Incorporator
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