State ex rel. Chapman v. Urschel

Citations

• 104 Ohio St. (N.S.) 172

Syllabus

<p>Dismissals — Effective only when order journalised — Corporation organised in 1916 — Power to issue preferred stock — Section 8698, General Code — Procedure to authorise preferred stock —Sections 8699 and 8719, General Code — Voting power of preferred stock — Limitation or restriction accomplished, how.</p> <p>1. An attempt to dismiss a pending case does not become effective until an order to that effect is duly entered upon the journal of the court.</p> <p>2. An Ohio corporation originally authorized to issue only common stock may, after organization, under the law of Ohio existing August 29, 1916, make valid provision for an issue of preferred stock without the authorized common stock all being subscribed; and the conditions precedent relating to an increase of common stock, as provided in Section 8698, General Code, as of that date, have no application to preferred stock.</p> <p>8. The procedure for authorization of preferred stock in a corporation on August 29, 1916, which corporation was originally authorized to issue only common stock, is governed by Section 8699, General Code, and could not at that time be effected by amendment of the articles under favor of Section 8719, General Code.</p> <p>4. Preferred stock in Ohio corporations has equal voting power with every other class unless limitations or restrictions upon such power are made hy the resolution hy virtue of which the preferred stock was authorized, and any agreement, understanding or belief to the contrary, not expressed in such resolution, is ineffective.</p>