CNP 10-K Annual Report Dec. 31, 2017 | Alphaminr
CENTERPOINT ENERGY INC

CNP 10-K Fiscal year ended Dec. 31, 2017

CENTERPOINT ENERGY INC
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k SummaryPart Ii, Item 8 Of Enable Midstream Partners, Lp S Form 10-k For The Year Ended December 31, 2017

Exhibits

3(a) Restated Articles of Incorporation of CenterPoint Energy CenterPoint Energys Form8-K dated July24, 2008 1-31447 3.2 3(b) Third Amended and Restated Bylaws of CenterPoint Energy CenterPoint Energys Form 8-K dated February 21, 2017 1-31447 3.1 3(c) Statement of Resolutions Deleting Shares Designated Series A Preferred Stock of CenterPoint Energy CenterPoint Energys Form 10-K for the year ended December 31, 2011 1-31447 3(c) 4(d)(8) Eleventh Supplemental Indenture to Exhibit 4(d)(1), dated as of May23, 2003 CenterPoint Energys Form8-K dated May16, 2003 1-31447 4.2 4(d)(9) Officers Certificate dated May23, 2003 setting forth the form, terms and provisions of the Twelfth Series of General Mortgage Bonds CenterPoint Energys Form8-K dated May16, 2003 1-31447 4.1 4(d)(10) Twentieth Supplemental Indenture to Exhibit 4(d)(1), dated as of December 9, 2008 Houston Electrics Form8-K dated January6, 2009 1-3187 4.2 4(d)(11) Twenty-Second Supplemental Indenture to Exhibit 4(d)(1) dated as of August 10, 2012 CenterPoint Energys Form 10-K for the year ended December 31, 2012 1-31447 4(e)(33) 4(d)(12) Officers Certificate, dated August 10, 2012 setting forth the form, terms and provisions of the Twenty-Second Series of General Mortgage Bonds CenterPoint Energys Form 10-K for the year ended December 31, 2012 1-31447 4(e)(34) 4(d)(13) Twenty-Third Supplemental Indenture, dated as of March 17, 2014, to the General Mortgage Indenture, dated as of October 10, 2002, between Houston Electric and the Trustee CenterPoint Energys Form 10-Q for the quarter ended March 31, 2014 1-31447 4.10 4(d)(14) Officers Certificate, dated as of March 17, 2014, setting forth the form, terms and provisions of the Twenty-Third Series of General Mortgage Bonds CenterPoint Energys Form 10-Q for the quarter ended March 31, 2014 1-31447 4.11 4(d)(15) Twenty-Fourth Supplemental Indenture, dated as of May 18, 2016, to the General Mortgage Indenture, dated as of October 10, 2002, between Houston Electric and the Trustee CenterPoint Energys Form 10-Q for the quarter ended June 30, 2016 1-31447 4.5 4(d)(16) Officers Certificate, dated as of May 18, 2016, setting forth the form, terms and provisions of the Twenty-Fifth Series of General Mortgage Bonds CenterPoint Energys Form 10-Q for the quarter ended June 30, 2016 1-31447 4.6 4(d)(17) Twenty-Fifth Supplemental Indenture, dated as of August 11, 2016, to the General Mortgage Indenture, dated as of October 10, 2002, between Houston Electric and the Trustee CenterPoint Energys Form 10-Q for the quarter ended September 30, 2016 1-31447 4.5 4(d)(18) Officers Certificate, dated as of August 11, 2016, setting forth the form, terms and provisions of the Twenty-Sixth Series of General Mortgage Bonds CenterPoint Energys Form 10-Q for the quarter ended September 30, 2016 1-31447 4.6 4(d)(19) Twenty-Sixth Supplemental Indenture, dated as of January 12, 2017, to the General Mortgage Indenture, dated as of October 10, 2002, between Houston Electric and the Trustee CenterPoint Energys Form 10-K for the year ended December 31, 2016 1-31447 4(e)(41) 4(d)(20) Officers Certificate, dated as of January 12, 2017, setting forth the form, terms and provisions of the Twenty-Seventh Series of General Mortgage Bonds CenterPoint Energys Form 10-K for the year ended December 31, 2016 1-31447 4(e)(42) 4(e)(3) Supplemental Indenture No. 12 to Exhibit 4(e)(1) dated as of October 23, 2007, providing for the issuance of CERC Corp.s 6.625% Senior Notes due 2037 CenterPoint Energys Form 10-Q for the quarter ended June 30, 2008 1-31447 4.9 4(e)(4) Supplemental Indenture No. 14 to Exhibit 4(e)(1) dated as of January 11, 2011, providing for the issuance of CERC Corp.s 4.50% Senior Notes due 2021 and 5.85% Senior Notes due 2041 CenterPoint Energys Form 10-K for the year ended December 31, 2010 1-31447 4(f)(15) 4(e)(5) Supplemental Indenture No. 15 to Exhibit 4(e)(1) dated as of January 20, 2011, providing for the issuance ofCERC Corp.s 4.50% Senior Notes due 2021 CenterPoint Energys Form 10-K for the year ended December 31, 2010 1-31447 4(f)(16) 4(e)(6) Supplemental Indenture No. 16 to Exhibit 4(e)(1) dated as of August 23, 2017, providing for the issuance of CERC Corp.s 4.10% Senior Notes due 2047 CenterPoint Energys Form 10-Q for the quarter ended September 30, 2017 1-31447 4.11 4(f)(2) Supplemental Indenture No.9 to Exhibit4(f)(1), dated as of August 10, 2017, providing for the issuance of CenterPoint Energys 2.50% Senior Notes due 2022 CenterPoint Energys Form10-Q for the quarter ended September 30, 2017 1-31447 4.9 4(h)(1) $1,600,000,000 Credit Agreement dated as of March 3, 2016, among CenterPoint Energy, as Borrower, and the banks named therein CenterPoint Energys Form 8-K dated March 3, 2016 1-31447 4.1 4(h)(2) First Amendment to Amended and Restated Credit Agreement, dated as of June 16, 2017, by and among CenterPoint Energy, as Borrower, and the banks named therein CenterPoint Energys Form 8-K dated June 16, 2017 1-31447 4.1 4(i)(1) $300,000,000 Credit Agreement dated as of March 3, 2016, among Houston Electric, as Borrower, and the banks named therein CenterPoint Energys Form 8-K dated March 3, 2016 1-31447 4.2 4(i)(2) First Amendment to Credit Agreement, dated as of June 16, 2017, among Houston Electric, as Borrower, and the banks named therein CenterPoint Energys Form 8-K dated June 16, 2017 1-31447 4.2 4(j)(1) $600,000,000 Credit Agreement dated as of March 3, 2016, among CERC Corp., as Borrower, and the banks named therein CenterPoint Energys Form 8-K dated March 3, 2016 1-31447 4.3 4(j)(2) First Amendment to Credit Agreement, dated as of June 16, 2017, among CERC Corp., as Borrower, and the banks named therein CenterPoint Energys Form 8-K dated June 16, 2017 1-31447 4.3 *10(a) CenterPoint Energy, Inc. 1991 Benefit Restoration Plan, as amended and restated effective as of February 25, 2011 CenterPoint Energys Form 10-Q for the quarter ended March 31, 2011 1-31447 10.3 *10(b)(1) CenterPoint Energy Benefit Restoration Plan, effective as of January1, 2008 CenterPoint Energys Form8-K dated December22, 2008 1-31447 10.1 *10(b)(2) First Amendment to Exhibit 10(b)(1), effective as of February 25, 2011 CenterPoint Energys Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 1-31447 10.4 *10(d)(1) Amended and Restated CenterPoint Energy, Inc. 1991 Savings Restoration Plan, effective as of January1, 2008 CenterPoint Energys Form8-K dated December22, 2008 1-31447 10.4 *10(d)(2) First Amendment to Exhibit 10(d)(1), effective as of February 25, 2011 CenterPoint Energys Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 1-31447 10.5 *10(e)(1) CenterPoint Energy Savings Restoration Plan, effective as of January1, 2008 CenterPoint Energys Form8-K dated December22, 2008 1-31447 10.3 *10(e)(2) First Amendment to Exhibit 10(e)(1), effective as of February 25, 2011 CenterPoint Energys Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 1-31447 10.6 10(h) Summary of Certain Compensation Arrangements of the Executive Chairman of the Board *10(k)(2) First Amendment to Exhibit10(k)(1) effective as of January1, 2008 CenterPoint Energys Form8-K dated February 20, 2008 1-31447 10.4 *10(l)(1) CenterPoint Energy 2005 Deferred Compensation Plan, effective January1, 2008 CenterPoint Energys Form8-K dated February 20, 2008 1-31447 10.3 *10(l)(2) Amended and Restated CenterPoint Energy 2005 Deferred Compensation Plan, effective January1, 2009 CenterPoint Energys Form10-Q for the quarter ended September30, 2008 1-31447 10.1 *10(m)(3) Second Amendment to Exhibit 10(m)(1) CenterPoint Energys Form8-K dated December 10, 2009 1-31447 10.1 *10(n)(2) First Amendment to Exhibit10(n)(1) CenterPoint Energys Form10-Q for the quarter ended March 31, 2010 1-31447 10.2 *10(n)(3) Second Amendment to Exhibit 10(n)(1) CenterPoint Energys Registration Statement on Form S-8 333-173660 4.6 *10(n)(4) Third Amendment to Exhibit 10(n)(1) CenterPoint Energys Form 10-K for the year ended December 31, 2014 1-31447 10(dd)(4) 10(p)(1) Amended and Restated HL&P Executive Incentive Compensation Plan effective as of January1, 1985 CenterPoint Energys Form10-Q for the quarter ended September30, 2008 1-31447 10.2 10(p)(2) First Amendment to Exhibit 10(p)(1) effective as of January1, 2008 CenterPoint Energys Form10-Q for the quarter ended September30, 2008 1-31447 10.3 *10(q)(1) CenterPoint Energy, Inc. 2009 Long Term Incentive Plan CenterPoint Energys Schedule 14A dated March 13, 2009 1-31447 A *10(q)(2) Form of Performance Award Agreement for 20XX - 20XX Performance Cycle under Exhibit 10(q)(1) *10(q)(3) Form of Performance Award Agreement for Executive Chairman 20XX - 20XX Performance Cycle under Exhibit 10(q)(1) *10(q)(4) Form of Restricted Stock Unit Award Agreement (With Performance Goal) underExhibit 10(q)(1) CenterPoint Energys Form8-K dated February 28, 2012 1-31447 10.2 *10(q)(5) Form of Restricted Stock Unit Award Agreement (Service-Based Vesting) under Exhibit 10(q)(1) *10(q)(6) Form of Restricted Stock Unit Award Agreement (Retention, Service-Based Vesting) under Exhibit 10(q)(1) *10(q)(7) Form of Executive Chairman Restricted Stock Unit Award Agreement (Service-Based Vesting) under Exhibit 10(q)(1) 10(r) Summary of Non-Employee Director Compensation 10(s) Summary of Senior Executive Officer Compensation 10(t) Change in Control Plan CenterPoint Energys Form 8-K dated April 27, 2017 1-31447 10.1 10(u) Omnibus Amendment to CenterPoint Energy, Inc. Benefit Plans, dated May 23, 2013 CenterPoint Energys Form 10-K for the year ended December 31, 2013 1-31447 10(zz) 10(v) Master Formation Agreement, dated as of March 14, 2013, among CenterPoint Energy, OGE, Bronco Midstream Holdings, LLC and Bronco Midstream Holdings II, LLC CenterPoint Energys Form 8-K dated March 14, 2013 1-31447 2.1 10(w) Fifth Amended and Restated Agreement of Limited Partnership of Enable Midstream Partners, LP, dated November 14, 2017 CenterPoint Energys Form 8-K dated November 14, 2017 1-31447 10.1 10(x) Third Amended and Restated Limited Liability Company Agreement of Enable GP, LLC dated June 22, 2016 CenterPoint Energys Form 8-K dated June 22, 2016 1-31447 10.2 10(y) Registration Rights Agreement dated as of May 1, 2013 by and among CEFS, CERC Corp., OGE Enogex Holdings LLC, and Enogex Holdings LLC CenterPoint Energys Form 8-K dated May 1, 2013 1-31447 10.3 10(z) Omnibus Agreement dated as of May 1, 2013 among CenterPoint Energy, OGE, Enogex Holdings LLC and CEFS CenterPoint Energys Form 8-K dated May 1, 2013 1-31447 10.4 10(aa) Purchase Agreement dated January 28, 2016, by and between Enable Midstream Partners, LP and CenterPoint Energy, Inc. CenterPoint Energys Form 8-K dated January 28, 2016 1-31447 10.1 10(bb) Registration Rights Agreement dated as of February 18, 2016 by and between Enable Midstream Partners, LP and CenterPoint Energy, Inc. CenterPoint Energys Form 8-K dated February 18, 2016 1-31447 10.2 12 Computation of Ratio of Earnings to Fixed Charges 21 Subsidiaries of CenterPoint Energy 23.1 Consent of Deloitte& Touche LLP 23.2 Consent of Deloitte& Touche LLP, Independent Registered Public Accounting Firm of Enable Midstream Partners, LP 31.1 Rule13a-14(a)/15d-14(a) Certification of Scott M. Prochazka 31.2 Rule13a-14(a)/15d-14(a) Certification of William D. Rogers 32.1 Section1350 Certification of Scott M. Prochazka 32.2 Section1350 Certification of William D. Rogers