The herald. [volume] (New Orleans, La.) 1905-1953, 1919-05-22

State of Louisiana, Parish OF Orleans,
City Of New Orleans. Be it known, that on
this, the 18th day of the month OF April, in
the year OF our Lord one thousand, nine hun
bred and nineteen, and of the independence
OF the United States of America the one
hundred and forty-third, before me, Charles
+. Fletchinger, a Notary Public, duly com
missioned and qualified in and for the City,
Parish and State aforesaid, therein residing,
and in the presence OF the witnesses herein
after named and undersigned, personally
came and appeared the several persons whose
names are hereunto subscribed, who declared
that, availing themselves of the provisions
Of the laws of this State relative to the
formation and organization of corporations,
they have covenanted and agreed, and do,
by these presents, covenant, agree and bind
themselves, as well as those who may here
after become associated with them, to form
themselves into a corporation Tor the OBJ
JectS and purposes with the names and I'M
der the stipulatons following to-wit:
ARTICLE 1.-The name and style Of this
corporation shall be The Cola Company of
New Orleans Inc. and by said corporate
name it shall have and enjoy succession and
existence for period Of ninety nine years,
unless sooner dissolved, and shall have all
the rights, privileges and immunities which
are now or may hereafter be granted by
law to corporations OF the same kind and
character, and under said corporate name it
shall have the power and authority to con-
tract, sue and be sued, to make and use a
corporate seal, the same to break or alter at
pleasure, and to make all necessary rules
and regulations for its corporate manage
ment and control.
ARTICLE 1.-THE domicile of this cor
poration shall be in the City of New Or
leans, Parish Of Orleans, State of Louisiana,
and citation and other legal processes shall
be served upon the Secretary, or in case OF
his absence of inability to act, upon any
other officer of the corporation.
ARTICLE 1II.-The objects and purposes
tor which this corporation is organized and
the mature of the business to be carried on
by 1t are hereby declared to be: 10 manu-
tacture syrups and soft drinks of all kinds
and descriptions and to sell the same in all
parts of the United States and foreign coun-
tries; to buy, sell and lease patents cover
ing, IN any way, machinery or processes re-
iating to the manufacture and production of
soft drinks; to license to individuals
porations for their any or all patent pro-
cesses machinery that may be owned by
the said corporation; to purchase and own
real estate necessary for its business in any
part of the United States or in foreign coun-
tries; to manufacture, sell and deal in any
and all the articles or appliances used which
may be deemed advisable in connection with
the manufacture of soft drinks; to manufac-
ture, buy, sell or deal in casks, glass bot
ties, glassware, metal ware wooden ware
and other articles of a similar nature; to
operate bottling works; to subscribe, pur-
chase and otherwise acquire and hold shares
OF stock in other corporations; and, generally,
to carry on any business properly connected
with or incidental to any or all of said
ARTICLE IV-The capital stock of this
poration is hereby fixed at the sum of
Seventy-Five Thousand ($75OO0) Dollars, d-
vided into seven hundred and fifty (75O)
shares of the par value of One hundred dol.
lars each, all of which shall be common
stock, and the amount to which the capital
stock may be increased is hereby fixed at
the sum of One Hundred and Fifty $780,
0oO) Dollars; said stock shall be issued only
tor cash or in payment of property or ser
wees actually received by or rendered to
said corporation; said stock shall be fully
paid at the time of its issuance and there
after be worcestershire. This corporation
shall commence business and become 60
ing concern as soon as fifty per cent of its
capital stock shall have been subscribed and
paid for. The parties to this Act hereby
declare that they subscribed for the number
OF shares OF the capital stock of said cor
poration set opposite their respective sigma
lures hereto, so that this Act of Incorporation
shall serve as the original subscription
William Chapman, one of said subscribers
to the extent Of five hundred shares of the
capital stock, IN payment of said subscrp-
tlon' does hereby convey, transfer, assign
set over and deliver to this corporation, all
OF his right title and interest in and to that
certain secret formula for flavoring and ex.
tract for Cola drink, and for the finished
syrup, known as the Chapman Formula"
and L. T. Mcdonnell and Charles G. Tami
son, the remaining directors of said corpora
ton, together with the said William Chap
man, in accordance with the requirements of
the law, and particularly Act 267 of 1914.
OF the Legislature of the State of Louisiana,
do hereby value and apprase the right, title
aud interest of said William Chapman in
and to said secret formula, at the sum OF
Fifty Thousand Dollars
NO present or future stakeholder of this
corporation shall ever sell, assign, or trans
Ter, other than by inheritance, any of the
capital stock of this corporation until the
same shall have been first offered TO the
remaining Stockholders for the benefit of
those stockholders, who may desire TO pur.
chase the same, through the Board of Direc.
tors, tor period of ten DAYS at the book
value OF such stock as shown by the books
OF the corporation, on the 31st day of De-
eember, preceding the date of such offer.
.lt shall be the duty of the Board of Direc-
Tors, promptly. upon receiving an offer of
safe OF any of the capital stock of this cor.
poration, to communicate the same TO the
stockholders, in writing. through the Secre-
tary OF the Company, and each of the said
stockholders shall be entitled TO purchase
such proportion Of the stock so offered for
sale as the number of shares owned by him
bears to the number OF shares owned bv ali
other stockholders desiring to participate. in
the purchase. No sale under FORECLOSURES
pledge or hypothecation shall be validly