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8/17/2003

Coors wants to be a Delaware corporation

The Associated Press

GOLDEN — Aldolph Coors Co. wants to join other Fortune 500 companies that are incorporated in Delaware.

Directors of the holding company for the country’s third-largest brewer approved the reincorporation Thursday.

Shareholders will vote on the proposal Oct. 3.

The 130-year-old Colorado company will keep its headquarters in Golden and there should be no loss in the number of employees or amount of state taxes paid by the company, spokeswoman Aimee Valdez said.

“Last year, with our acquisition of the Carling business, we became a Fortune 500 company,” Valdez said. “We think with the growth of our company it will be beneficial for both the company and the shareholders to get the benefits of Delaware corporate law.”

Coors bought the British brewer Carling for $1.7 billion.

If they approve the change, shareholders will lose some power they now hold under Colorado law, such as removing board members with or without cause.

Those with a 10 percent stake or larger would lose their ability to call a shareholder meeting, said Julie Herzog, an attorney with Ostema, Schuchat, Gitlin & Herzog in Denver.

Experts say one of the benefits of Delaware’s laws is a court system in which with judges with background in corporate law are appointed to solve disputes, rather than juries.

“Delaware has one of the most developed bodies of law of any state,” said Brad Lam, a Denver corporate and securities attorney who represents shareholders in lawsuits.

There is no corporate tax for companies incorporated in Delaware that operate elsewhere.