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EX-3.1 - EXHIBIT 3.1 - CLECO POWER LLCexhibit31_012813x1.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): January 24, 2013
CLECO CORPORATION
(Exact name of registrant as specified in its charter)
Louisiana
1-15759
72-1445282
(State or other jurisdiction
(Commission File Number)
(IRS Employer
of incorporation)
 
Identification No.)
2030 Donahue Ferry Road
 
Pineville, Louisiana
71360-5226
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (318) 484-7400
CLECO POWER LLC
(Exact name of registrant as specified in its charter)
Louisiana
1-05663
72-0244480
(State or other jurisdiction
(Commission File Number)
(IRS Employer
of incorporation)
 
Identification No.)
2030 Donahue Ferry Road
 
Pineville, Louisiana
71360-5226
(Address of principal executive offices)
(Zip Code)
 
 
Registrant's telephone number, including area code: (318) 484-7400
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))









Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
In connection with the retirement of Mr. Robert T. Ratcliff, Sr. as a Class II director, the Board of Directors of Cleco Corporation (the "Company") on January 24, 2013 amended the Company's Bylaws effective January 24, 2013 to decrease the number of directors serving on the board to eight. Prior to the amendment, the Company's Bylaws provided for nine directors to serve on its board. The text of the amendment to the Company's Bylaws is filed as Exhibit 3.1 to this Current Report.
 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits.
 
The following exhibits are filed herewith:
 
3.1 Text of the Amendment to the Bylaws of Cleco Corporation.







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
CLECO CORPORATION
 
 
 
 
 
 
Date: January 28, 2013
By: /s/ Terry L. Taylor
 
Terry L. Taylor
 
Controller and Chief Accounting Officer



Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
CLECO POWER LLC
 
 
 
 
 
 
Date: January 28, 2013
By: /s/ Terry L. Taylor
 
Terry L. Taylor
 
Controller and Chief Accounting Officer









EXHIBIT INDEX

Exhibit Number
Exhibit Description
 
 
3.1
Text of the Amendment to the Bylaws of Cleco Corporation.