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Exhibit 4.7  


 
 

ARTICLES OF INCORPORATION
  OF
  COORS DISTRIBUTING COMPANY OF DENVER    
    



        We, Leo N. Bradley, Thomas J. Carney and Tim L. Campbell, all persons over 21 years of age, desirous of becoming a body corporate, as incorporators, hereby
verify the following to be the Articles of Incorporation of Coors Distributing Company of Denver. 


 
 

ARTICLE I    
    
    Name.  
    


        The name of the Corporation shall be: Coors Distributing Company of Denver. 


 
 

ARTICLE II    
    
    Duration.  
    


        The Corporation shall have perpetual duration. 


 
 

ARTICLE III    
    
    Purposes.  
    


        The purposes for which the Corporation is organized are as follows: 



        a.     To
engage in the business of the wholesale distribution of fermented malt beverages, alcoholic beverages, and other similar and/or related products. 


        b.     To
have and exercise all powers necessary, proper, advisable, or conceivable for the accomplishment of the purposes or the furtherance of the powers herein set forth,
either alone or associated with others, and incidental or pertaining to, or growing out of, or connected with, its business or powers, provided the same be not inconsistent with the laws of the United
States of America and the State of Colorado. 



 
 

ARTICLE IV    
    
    Stock.  
    


        The Corporation shall have the authority to issue 50,000 shares of common stock, said stock being without par value. 


 
 

ARTICLE V    
    
    Initial Registered Office.  
    



        The address of the Corporation's initial registered office is 1717 Washington Avenue, Golden, Colorado, 80401. The name of the initial registered agent at said
address is Leo N. Bradley. 







 
 

ARTICLE VI    
    
    Directors.  
    



        The initial Board of Directors shall consist of five persons. Names and addresses of the persons who are to serve as Directors until the first annual meeting of
shareholders or until their successors are elected and qualified are as follows: 



	

 	
 	

Harvey V. Gorman

11975 W. 22nd Place

Golden, Colorado 80401	
 	

 
	

 	
 	

Samuel A. Simmons

8500 Meadowlark Drive

Lakewood, Colorado 80226	
 	

 
	

 	
 	

Edwin O. Edlund

13605 Braun Road

Golden, Colorado 80401	
 	

 
	

 	
 	

Bernard O. Claar

13890 Braun Road

Golden, Colorado 80401	
 	

 
	

 	
 	

Earl K. Madsen

416 Plateau Parkway

Golden, Colorado 80401	
 	

 




 
 

ARTICLE VII    
    
    Incorporators.  
    


        The name and address of each incorporator of the Corporation is as follows: 



	

 	
 	

Leo N. Bradley

353 Castle Rock Road

Golden, Colorado 80401	
 	

 
	

 	
 	

Thomas J. Carney

2001 Foothills Road

Golden, Colorado 80401	
 	

 
	

 	
 	

Tim L. Campbell

333 Castle Rock Road

Golden, Colorado 80401	
 	

 





        The
foregoing Articles of Incorporation are dated this 25th day of September, 1970. 



	

 	
 	

/s/  LEO N. BRADLEY      
 Leo N. Bradley
	

 	
 	

/s/  THOMAS J. CARNEY      
 Thomas J. Carney
	

 	
 	

/s/  TIM L. CAMPBELL      
 Tim L. Campbell











	STATE OF COLORADO	 	)
	 	 	) ss.
	County of Jefferson	 	)





        I,
Eleanor Z. Frye, a Notary Public, hereby certify that on the 25th day of September, 1970, personally appeared before me, Leo N. Bradley, Thomas J. Carney,
Tim L. Campbell, who being by me first duly sworn, severally declare that they are the persons who signed the foregoing documents as incorporators, and that the statements contained therein are
true. 


        IN
WITNESS WHEREOF, I have hereunto set my hand and seal this 25th day of September, 1970. 



	

 	
 	

/s/  ELEANOR Z. FRYE      
 Notary Public





My
commission expires:

April 29, 1973. 


[SEAL]








 
 

ARTICLES OF INCORPORATION    
    
    OF    
    
    COORS DISTRIBUTING COMPANY OF DENVER    
    



        Pursuant to the provisions of the Colorado Corporation Act, the undersigned corporation adopts the following Articles of Amendment to its Articles of
Incorporation: 


        FIRST:
The name of the corporation is Coors Distributing Company of Denver 


        SECOND:
The following amendment of the Articles of Incorporation was adopted by the shareholders of the corporation on September 7, 1971 in the manner prescribed by the Colorado
Corporation Act: 



        RESOLVED,
that the name of the company be "Coors Distributing Company" and the Articles of Incorporation of the company be amended to adopt such corporate name. 


Filing
fee [Illegible] 


SUBMIT
IN DUPLICATE 








        THIRD:
The number of shares of the corporation outstanding at the time of such adoption was 500; and the number of shares entitled to vote thereon was 500. 



        FOURTH:
The designation and number of outstanding shares of each class entitled to vote thereon as a class were as follows: 



	Class
	 	 
	 	Number of

Shares

	None (Note 1)	 	 






        FIFTH:
The number of shares voted for such amendment was 500; and the number of shares voted against such amendment was None. 


        SIXTH:
The number of shares of each class entitled to vote thereon as a class voted for and against such amendment, respectively, was: 



	 
	 	 
	 	Number of Shares Voted

	Class
	 	 
	 	For
	 	Against

	None (Note 1)	 	             	 	             






        SEVENTH:
The manner, if not set forth in such amendment, in which any exchange, reclassification, or cancellation of issued shares provided for in the amendment shall be effected, is as
follows: 



        No
change (Note 2) 




        EIGHTH:
The manner in which such amendment effects a change in the amount of stated capital, and the amount of stated capital as changed by such amendment, are as follows: 



        No
change (Note 2) 




Dated
September 8, 1971 



	 	 	Coors Distributing Company of Denver	 	 	 	(Note 3)
	

 	
 	

        By:	

/s/ [Illegible]
 Its President	
 	

)

)

)	
 	

 
	[SEAL]	 	 	 	 	)	 	(Note 4)
	 	 	 	 	 	)	 	 
	 	 	        and	/s/ EARL K. MADSEN
 Its Secretary	 	)

)

)	 	 





	STATE OF COLORADO	 	)
	 	 	) ss.
	County of Jefferson	 	)





        Before
me, Eleanor Z. Frye a Notary Public in and for the said County and State, personally appeared Earl K. Madsen who acknowledged before me that he is the Secretary of Coors
Distributing Company of Denver, a Colorado corporation and that he signed the foregoing Articles of Amendment as his free and voluntary act and deed for the uses and purposes therein set forth, and
that the facts contained therein are true. 


        In
witness whereof I have hereunto set my hand and seal this 7th day of September A.D. 1971. 


        My
commission expires April 29, 1973 



	

 	
 	

/s/  ELEANOR Z. FRYE      

	 	 	Notary Public




[SEAL]




	Notes:	 	1.	 	If inapplicable, insert "Note."
	 	 	2.	 	If inapplicable, insert "No change."
	 	 	3.	 	Exact corporate name of corporation adopting the Articles of Amendment.
	 	 	4.	 	Signatures and titles of officers signing for the corporation.





SUBMIT
IN DUPLICATE 











        SUBMIT IN DUPLICATE 


 
 

ARTICLES OF AMENDMENT
  to the
  ARTICLES OF INCORPORATION    
    



        Pursuant to the provisions of the Colorado Corporation Act, the undersigned corporation adopts the following Articles of Amendment to its Articles of
Incorporation: 


        FIRST:
The name of the corporation is (note 3) Coors Distributing Company 


        SECOND:
The following amendment was adopted by the shareholders of the corporation on May 11, 1983, in the manner prescribed by the Colorado Corporation Act: 


        Article III,
Paragraph A, of the Articles of Incorporation is amended in its entirety to read as follows: 




To
transact any lawful business or business for which corporation may be incorporated pursuant to the Colorado Corporation Code. 




THIRD:
The number of shares of the corporation outstanding at the time of such adoption was 500; and the number of shares entitled to vote thereon was 500. 




        FOURTH:
The designation and number of outstanding shares of each class entitled to vote thereon as a class were as follows: 



	CLASS
	 	 	 	NUMBER OF SHARES

	 	 	NONE (Note 1)	 	 





        FIFTH:
The number of shares voted for such amendment was 500; and the number of shares voted against such amendment was NONE. 


        SIX:
The number of shares of each class entitled to vote thereon as a class voted for and against such amendment, respectively, was: 



	CLASS
	 	 	 	NUMBER OF SHARES VOTED

	 	 	NONE (Note 1)	 	For                        Against





        SEVENTH:
The manner, if not set forth in such amendment, in which any exchange, reclassification, or cancellation of issued shares provided for in the amendment shall be effected, is as
follows: 


NO
CHANGE (Note 2) 









        EIGHTH:
The manner in which such amendment effects a change in the amount of stated capital, and the amount of stated capital as changed by such amendment, are as follows: 


NO
CHANGE (Note 2) 



	

 	
 	

COORS DISTRIBUTING COMPANY,
	
 	

(Note 3)
	 	 	By	 	/s/ Max W. Goodwin
	 	 
	 	 	 	 	Its President	 	 
	 	 	 	 	 	 	(Note 4)
	 	 	and	 	/s/ [Illegible]
	 	 
	 	 	as	 	Its Secretary	 	 
	STATE OF COLORADO,	 	 	 	 	 	 
	County of Jefferson
	 	 	 	 





        Before
me, Patricia J. Smith, a Notary Public in and for the said County and State, personally appeared Max W. Goodwin who acknowledged before me that he is the
President of Coors Distributing Company,



a
Colorado corporation and that he signed the foregoing Articles of Amendment as his free and voluntary act and deed for the uses and purposes therein set forth, and that the facts contained therein
are true. 


        In
witness whereof I have hereunto set my hand and seal this 11th day of May A.D. 1983 



        My
Commission expires Sept. 5, 1984                /s/ Patricia J. Smith 


                                        
                                          
  c/o
Adolph Coors Company

                                         
                                          
 Golden, CO 80401
 



	

NOTES:	
 	

1.	
 	

If inapplicable, insert "None."
	 	 	2.	 	If inapplicable, insert "No change."
	 	 	3.	 	Exact corporate name of corporation adopting the Articles of Amendment. (If this is a change of name amendment, the name before this amendment is filed)
	 	 	4.	 	Signatures and titles of officers signing for the corporation.






        SUBMIT
IN DUPLICATE means original TYPED copy and first carbon copy, or xerox copies both having original signatures & verifications. 


        This
form is not acceptable with ATTACHMENTS or TYPING ON REVERSE SIDE. If there is not adequate space, Form D-1 may be used as a pattern or guide. Please use legal or letter size typing
paper. Type on one side only. 


 
 

COMPUTER UPDATE COMPLETED
  BT    
    







[Illegible]
for office use only 


MAIL TO

[Illegible] 


STATEMENT OF CHANGE OF REGISTERED OFFICE

OR REGISTERED AGENT, OR BOTH.  



SUBMIT ONE

Filing fee $5.00

This document must be typewritten. 


Pursuant
to the provisions of the Colorado Corporation Code, the Colorado Nonprofit Corporation Act and the Colorado Uniform Limited Partnership Act of 1981, the undersigned corporation or limited
partnership organized under the laws of Colorado submits the following statement for the purpose of changing its registered office or its registered agent, or both, in the state of Colorado. 


        First:
The name of the corporation or limited partnership is: 




        Coors
Distributing Company 





        Second:
the address of its REGISTERED OFFICE is 1280 West 47th Avenue, Denver, Colorado 80211 


        Third:
The name of its REGISTERED AGENT is John E. Mohn 


        Fourth:
The address of its registered office and the address of the business office of its registered agent, as changed, will be identical. 


        Fifth:
The address of its place of business in Colorado is 1280 West 47th Avenue, Denver, CO 80211  



	

 	
 	

 	
 	

Coors Distributing Company	
 	

(Note 1)
	

 	
 	

 	
 	

By	
 	

/s/ [Illegible]
	
 	

(Note 2)
	STATE OF	 	Colorado	 	 	 	Its Exec. Vice president	 	 
	COUNTY OF	 	Denver	 	 	 	 	 	 





        Subscribed
and sworn to before me this 22nd day of November, 1983 


My
commission expires August 24, 1986. 



	 	 	/s/ [Illegible]

	 	 	Notary Public (Note 4)
	

 	
 	

1280 W. 47th Ave., Denver, CO 80211

	 	 	Address







	Notes	 	1.	 	Exact name of corporation or limited partnership making the statement.
	 	 	2.	 	Signature and title of officer signing (for the corporation, must be president or vice president, for a limited partnership, must be a general partner).
	 	 	3.	 	Regarding profit corporations: This statement may be executed by the registered agent when it involves only a registered address change. A copy of this statement has been forwarded to the corporation by the registered
agent.
	 	 	4.	 	Signature of notary public must be exactly as shown on notarial seal, and must agree with notarial commission.









 
 

STATEMENT OF CHANGE OF REGISTERED OFFICE
  OR REGISTERED AGENT, OR BOTH,
  OF
  COORS DISTRIBUTING COMPANY    
    


To
The Secretary of State

of the State of Colorado 


        Pursuant
to the provisions of the Colorado Corporation Act, the undersigned corporation, organized under the laws of the State of Colorado submits the following statement for the purpose
of changing its registered office or its registered agent, or both, in the State of Colorado: 


        First:
The name of the corporation is Coors Distributing Company 


        Second:
The address of its previous REGISTERED OFFICE was Just east of Golden, CO 80401 


        Third:
The address to which its REGISTERED OFFICE is to be changed is 12th & East Streets, Golden, CO 80401 


        Fourth:
The name of its previous REGISTERED AGENT was Lowell C. Sund 


        Fifth:
The name of its successor REGISTERED AGENT is Thomas B. Robinson 


        Sixth:
The address of its registered office and the address of the business office of its registered agent, as changed, will be identical. 



        Seventh:
The address of its place of business in Colorado is 12th & East Streets, Golden, CO 80401 


        Dated
November 21, 1986. 



	 	 	COORS DISTRIBUTING COMPANY	 	(Note 1)
	

 	
 	

By	
 	

/s/ John E. Mohn
	
 	

(Note 2)
	 	 	 	 	its Vice President	 	 





        STATE
OF Colorado 


        County
of Jefferson 


        Before
me, Ann Boe, a Notary Public in and for the said County and State, personally appeared John Mohn who acknowledged before me that he is the Vice President of Coors Distributing
Company a Colorado corporation, that he signed the foregoing, and that the statements contained therein are true. 



        In
witness whereof I have hereunto set my hand and seal this 21st day of November, A.D. 1986 


        My
commission expires 12/23/89 



	 	 	/s/ Ann Boe

	 	 	c/o Adolph Coors Company

Golden, CO 80401





        COMP.
CH'D. T.R. 


        COMPUTER
CK'D. ARB 



	NOTES:	 	1.	 	Exact corporate name of corporation making the statement.
	 	 	2.	 	Signature and title of officer signing for the corporation, — must be President or Vice-President.
	 	 	3.	 	Signature of Notary Public must be exactly as shown on Notarial Seal, and must agree with notarial commission.





        Filing
fee $5.00 


        Submit
One 


 
 

COMPUTER UPDATE COMPLETED
  AB    
    








[Illegible]



 
 

MAIL TO:
  Colorado Secretary of State
  Corporations Office
  1560 Broadway, Suite 200
  Denver, Colorado 80202
  (303) 866-2361    
    


 
 

ARTICLES OF AMENDMENT
  to the
  ARTICLES OF INCORPORATION    
    


        Pursuant to the provisions of the Colorado Corporation Code, the undersigned corporation adopts the following Articles of Amendments to its Articles of
Incorporation: 


        FIRST:
The name of the corporation is (note 1) Coors Distributing Company 


        SECOND:
The following amendment to the Articles of Incorporation was adopted on July 13, 1987, as prescribed by the Colorado Corporation Code, in the manner marked with an X
below: 


        o
Such amendment was adopted by the board of directors where no shares have been issued. 


        ý Such amendment was adopted by a vote of the shareholders. The number of shares voted for the amendment was
sufficient for approval. 


        A new Article VIII is adopted, as follows: 


ARTICLE
VIII 


Indemnification


        The
corporation may indemnify its directors, officers, employees and agents against liabilities and expenses incurred in their corporate capacities in a manner consistent with the
provisions of the Colorado Corporation Code. 


        THIRD:
The manner, if not set forth in such amendment, in which any exchange, reclassification, or cancellation of issued shares provided for in the amendment shall be effected, is as
follows: None 


        FOURTH:
The manner in which such amendment effects a change in the amount of stated capital, and the amount of stated capital as changed by such amendment, are as
follows:    None 



	 	 	COORS DISTRIBUTING COMPANY	 	(Note 1)
	 	 	By:	 	/s/ [Illegible]
 Its President	 	 
	

 	
 	

and	
 	

/s/ [Illegible]
 Its Secretary	
 	

(Note 2)





        COMP.
CH'D B.G.T. 


        COMP.
CH'D T.R. 


        COMPUTER
UPDATE COMPLETE 



	Note:	 	1.	 	Exact name of corporation adopting the Articles of Amendments.
	 	 	2.	 	Signature and title of officers signing for the corporation.










 
 

STATEMENT OF CHANGE OF REGISTERED OFFICE
  OR REGISTERED AGENT, OR BOTH,
  OF
  COORS DISTRIBUTING COMPANY    
    


        To The Secretary of State of the State of Colorado 



        Pursuant
to the provisions of the Colorado Corporation Act, the undersigned corporation, organized under the laws of the State of Colorado submits the following statement for the purpose
of changing its registered office or its registered agent, or both, in the State of Colorado: 


        First:
The name of the corporation is Coors Distributing Company 


        Second:
The address of its previous REGISTERED OFFICE was 12th and East Streets, Golden, CO 80401 



        Third:
The address to which its REGISTERED OFFICE is to be changed is 12th and East Streets, Golden, CO 80401 


        Fourth:
The name of its previous REGISTERED AGENT was Thomas B. Robinson 


        Fifth:
The name of its successor REGISTERED AGENT is M. Caroline Turner 


        Sixth:
The address of its registered office and the address of the business office of its registered agent, as changed, will be identical. 



        Seventh:
The address of its place of business in Colorado is 12th and East Streets, Golden, CO 80401 


        Dated
April 28, 1988. 



	 	 	COORS DISTRIBUTING COMPANY
	 	(Note 1)
	

 	
 	

By	
 	

/s/ John Mohn
	
 	

(Note 2)
	 	 	 	 	Its Vice President

	 	 





        STATE
OF Colorado 


        County
of Jefferson 


        Before
me, Ann Boe, a Notary Public in and for the said County and State, personally appeared John Mohn who acknowledged before me that he is the Vice President of Coors Distributing
Company, a Colorado corporation, that he signed the foregoing, and that the statements contained therein are true. 



        In
witness whereof I have hereunto set my hand and seal this 11th day of May, A.D. 1988. 


        My
commission expires 12/23/89 



	 	 	/s/ Ann L Boe

	 	 	c/o Adolph Coors Company

Golden, CO 80401





	

NOTES:	
 	

1.	
 	

Exact corporate name of corporation making the statement.
	 	 	2.	 	Signature and title of officer signing for the corporation, — must be President or Vice-President.
	 	 	3.	 	Signature of Notary Public must be exactly as shown on Notarial Seal, and must agree with notarial commission.





Filing
fee [Illegible] 


SUBMIT
ONE 


 
 

COMPUTER UPDATE COMPLETE
  AJM    
    











QuickLinks


ARTICLES OF INCORPORATION OF COORS DISTRIBUTING COMPANY OF DENVER

ARTICLE I Name .

ARTICLE II Duration .

ARTICLE III Purposes .

ARTICLE IV Stock .

ARTICLE V Initial Registered Office .

ARTICLE VI Directors .

ARTICLE VII Incorporators .

ARTICLES OF INCORPORATION OF COORS DISTRIBUTING COMPANY OF DENVER


ARTICLES OF AMENDMENT to the ARTICLES OF INCORPORATION

COMPUTER UPDATE COMPLETED BT

STATEMENT OF CHANGE OF REGISTERED OFFICE OR REGISTERED AGENT, OR BOTH, OF COORS DISTRIBUTING COMPANY

COMPUTER UPDATE COMPLETED AB

MAIL TO: Colorado Secretary of State Corporations Office 1560 Broadway, Suite 200 Denver, Colorado 80202 (303) 866-2361

ARTICLES OF AMENDMENT to the ARTICLES OF INCORPORATION

STATEMENT OF CHANGE OF REGISTERED OFFICE OR REGISTERED AGENT, OR BOTH, OF COORS DISTRIBUTING COMPANY

COMPUTER UPDATE COMPLETE AJM