The herald. [volume] (New Orleans, La.) 1905-1953, 1919-05-15
ACT OF INCORPORATION OF THE COLA
COMPANY OF NEW ORLEANS, INC.

SOmPANf VI NE w CHLEANS, I'M.
State OF Louisiana, Parish OF Orleans,
City vi New Orleans. BE 1t known, that on
TINS, the 18th day OF the month ot April, III
the year OF our Lord one thousand, nine nun
dred and nineteen, and OF the independence
OF the United States OF America the one
hundred and torty-thlrd, before me, Charles
r. tletcmnger, a Notary Public, duly com
missIoned and qualified IN and for the City,
Farlsh and Stale 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, avaIing 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 blnd
| themselves, as we'll those who may here
after become associated with them, TO form
| themselves into a corporation for the OBJ
| Jects and purposes with the names and I'M
| der the supulations 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 10 corporations of the same kind and
| character, and under said corporate name 1t
] shall have the power and authority to con-
|
| corporate SEAL the same to break or alter at
| pleasure, and 10 make all necessary rules
and regulations for its corporate manage
| ment and control
! ARTICLE 1.-THE domcie of this cor
poratlon 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, in OF
his absence of inability to act, upon any
| other officer OF the corporation.
| ARTICLE III.-The objects and purposes
| for which this corporation is organized and
the nature of the business 10 be carried on
| by it are hereby declared to be: TO manu-
| facture 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-
| lating to the manufacture and production OF
| soft drinks; to license TO individuals or cor
poratons for their any or all patent pro-
ceSses or 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; 10 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 all of said
processes.
ARTICLE IV-The capital stock of this
poration is hereby fixed at the sum of
Seventy-Five Thousand Gs75,OOOD Dollars, di
vided into seven hundred and fifty (750)
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
h
| the sum of One Hundred and Fifty (Sl5O.
0O0) Dollars; said stock shall be issued only
| for cash or in payment of property or ser
vices 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 a GO
| ing concern as soon 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 subscrip-
| 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 She Chapman Formula "
and l. T. Mcdonnell and Charles G. Jami.
son, the remaining directors of said CORPORA.
ton, together with the said William Chan.
man. in accordance with the requirements oil
the law, and particularly. Act 267 of 1914
of the Legislature of the State of Louisiana
do hereby value and appraise the right. title
and interest of said William Chapman ir
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
fer 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 boob
value of such stock as shown by the book.
of the corporation, on the 3lst day of De
cember preceding the date Of such offer
1t shall be the duty of the Board of Direc
tors promptly, upon receiving offer Of
sale OF any OF the capital stock of this cor
poraton, to communicate the same to the
stockholders, in writing, through the Secre
tary of the Company, and each of the sale
stockholders shall be entitled to purchase
such proportion of the stock SO offered fol-
| sale as the number of shares owned by hin
bears to the number of shares owned by all
other stockholders desiring to participate ir
the purchase. No sale under foreclosure
pledge or hypothecation shall be validity
maze until the foregoing requirements have
been complied with by the person, or per
sons, firm or corporation provoking sucf
foreclosure or sale. The Board of Director.
shall have authority, however, to waive tn,
| above requirements as to any particular by
pothecation or pledge of stock, by resolu
ton adopted at regular called meeting o.
the Board, or meeting attended by all the
members of the Board of Directors sucf
resolution being adopted in advance of tn,
pledge or hypothecation.
/. ARTICLE YAH the powers of this cor
poration shall be vested in and be exer
cised by Board of not less than three moi
more than five directors, as determined il
advance each year, by the stockholders a
the annual meeting. Each director shall b,
a bona fide stakeholder, and shall at al
times own one full paid, non-pledged shar
of stock. The first board of directors shall
consist Of William Chapman, New Or
leans, La; L. T. Mcdonnell, New Orleans
La; Charles G. Jamison, New Orleans, La
The first officers of the corporation, will
their post-office addresses are as follows
William Chapman, who shall be presiden
and general Manager, 1863 Sycamore ST., New
Orleans, La; L. T. Mcdonnell, who shall b.
Treasurer, 1923 St. Charles Ave, New Or
leans, La; Charles G.. Jamison, who shall
be Secretary, 1920 Sycamore ST., New Or
leans, La. The above board of director
shall hold office until the first annual meet
. ing in February, 1920, or until their success
ceeding board shall continue to hold offic
, for one year or until their successors ar
elected and qualified The persons to
: hereafter elected Directors for subsequen
! years shall select from their own number tn
officers of the cornoration The Rnard n