Item 16. FORM 10-K SUMMARY
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Item 16. FORM 10-K SUMMARY
The Ameren Companies elected not to provide a summary of the Form 10-K.
EXHIBIT INDEX
The documents listed below are being filed or have previously been filed on behalf of the Ameren Companies and are incorporated herein by reference from the documents indicated and made a part hereof. Exhibits not identified as previously filed are filed herewith:
| Exhibit Designation | Registrant(s) | Nature of Exhibit | Previously Filed as Exhibit to: |
| Articles of Incorporation/ By-Laws | |||
| 3.1(i) | Ameren | Restated Articles of Incorporation of Ameren | Annex F to Part I of the Registration Statement on Form S-4, File No. 33-64165 |
| 3.2(i) | Ameren | Certificate of Amendment to Ameren’s Restated Articles of Incorporation filed December 14, 1998 | 1998 Form 10-K, Exhibit 3(i), File No. 1-14756 |
| 3.3(i) | Ameren | Certificate of Amendment to Ameren's Restated Articles of Incorporation filed April 21, 2011 | April 21, 2011 Form 8-K, Exhibit 3(i), File No. 1-14756 |
| 3.4(i) | Ameren | Certificate of Amendment to Ameren's Restated Articles of Incorporation filed December 18, 2012 | December 18, 2012 Form 8-K, Exhibit 3.1(i), File No. 1-14756 |
| 3.5(i) | Ameren Missouri | Restated Articles of Incorporation of Ameren Missouri | 1993 Form 10-K, Exhibit 3(i), File No. 1-2967 |
| 3.6(i) | Ameren Illinois | Restated Articles of Incorporation of Ameren Illinois | 2010 Form 10-K, Exhibit 3.4(i), File No. 1-3672 |
| 3.7(ii) | Ameren | By-Laws of Ameren, as amended February 10, 2017 | February 14, 2017 Form 8-K, Exhibit 3, File No. 1-14756 |
| 3.8(ii) | Ameren Missouri | Bylaws of Ameren Missouri, as amended December 12, 2014 | December 18, 2014 Form 8-K, Exhibit 3.1, File No. 1-2967 |
| 3.9(ii) | Ameren Illinois | Bylaws of Ameren Illinois, as amended December 12, 2014 | December 18, 2014 Form 8-K, Exhibit 3.2, File No. 1-3672 |
| Instruments Defining Rights of Security Holders, Including Indentures | |||
| 4.1 | Ameren | Indenture, dated as of December 1, 2001 from Ameren to The Bank of New York Mellon Trust Company, N.A., as successor trustee, relating to senior debt securities (Ameren Indenture) | Exhibit 4.5, File No. 333-81774 |
| 4.2 | Ameren | First Supplemental Indenture to Ameren Senior Indenture dated as of May 19, 2008 | June 30, 2008 Form 10-Q, Exhibit 4.1, File No. 1-14756 |
| 4.3 | Ameren | Ameren Indenture Company Order, dated November 24, 2015, establishing the 2.70% Senior Notes due 2020 and the 3.65% Senior Notes due 2026 (including the global notes) | November 24, 2015 Form 8-K, Exhibits 4.3, 4.4 and 4.5, File No. 1-14756 |
| 4.4 | Ameren Ameren Missouri | Indenture of Mortgage and Deed of Trust, dated June 15, 1937 (Ameren Missouri Mortgage), from Ameren Missouri to The Bank of New York Mellon, as successor trustee, as amended May 1, 1941, and Second Supplemental Indenture dated May 1, 1941 | Exhibit B-1, File No. 2-4940 |
| 4.5 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated as of July 1, 1956 | Exhibit 4.22, File No. 333-222108 |
| 4.6 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated as of April 1, 1971 | Exhibit 4.23, File No. 333-222108 |
| 4.7 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated as of February 1, 1974 | Exhibit 4.24, File No. 333-222108 |
| 4.8 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated as of July 7, 1980 | Exhibit 4.25, File No. 333-222108 |
| 4.9 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated as of October 1, 1993, relative to Series 2028 | 1993 Form 10-K, Exhibit 4.8, File No. 1-2967 |
| 4.10 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated as of February 1, 2000 | 2000 Form 10-K, Exhibit 4.1, File No. 1-2967 |
| 4.11 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated August 15, 2002 | August 23, 2002 Form 8-K, Exhibit 4.3, File No. 1-2967 |
| 4.12 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated March 5, 2003, relative to Series BB | March 11, 2003 Form 8-K, Exhibit 4.4, File No. 1-2967 |
| 4.13 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, 2004, relative to Series 2004A (1998A) | March 31, 2004 Form 10-Q, Exhibit 4.1, File No. 1-2967 |
| 4.14 | Ameren Ameren Missouri | Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, 2004, relative to Series 2004B (1998B) | March 31, 2004 Form 10-Q, Exhibit 4.2, File No. 1-2967 |
| 31.5 | Ameren Illinois | Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer of Ameren Illinois | |
| 31.6 | Ameren Illinois | Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer of Ameren Illinois | |
| Section 1350 Certifications | |||
| 32.1 | Ameren | Section 1350 Certification of Principal Executive Officer and Principal Financial Officer of Ameren | |
| 32.2 | Ameren Missouri | Section 1350 Certification of Principal Executive Officer and Principal Financial Officer of Ameren Missouri | |
| 32.3 | Ameren Illinois | Section 1350 Certification of Principal Executive Officer and Principal Financial Officer of Ameren Illinois | |
| Additional Exhibits | |||
| 99.1 | Ameren Companies | Amended and Restated Tax Allocation Agreement, dated as of November 21, 2013 | 2013 Form 10-K, Exhibit 99.1, File No. 1-14756 |
| Interactive Data File | |||
| 101.INS | Ameren Companies | XBRL Instance Document | |
| 101.SCH | Ameren Companies | XBRL Taxonomy Extension Schema Document | |
| 101.CAL | Ameren Companies | XBRL Taxonomy Extension Calculation Linkbase Document | |
| 101.LAB | Ameren Companies | XBRL Taxonomy Extension Label Linkbase Document | |
| 101.PRE | Ameren Companies | XBRL Taxonomy Extension Presentation Linkbase Document | |
| 101.DEF | Ameren Companies | XBRL Taxonomy Extension Definition Document |
The file number references for the Ameren Companies’ filings with the SEC are: Ameren, 1-14756; Ameren Missouri, 1-2967; and Ameren Illinois, 1-3672.
*Compensatory plan or arrangement.
Each registrant hereby undertakes to furnish to the SEC upon request a copy of any long-term debt instrument not listed above that such registrant has not filed as an exhibit pursuant to the exemption provided by Item 601(b)(4)(iii)(A) of Regulation S-K.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signatures for each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries.
| AMEREN CORPORATION (registrant) | ||||
| Date: | February 26, 2019 | By | /s/ Warner L. Baxter | |
| Warner L. Baxter Chairman, President and Chief Executive Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
| /s/ Warner L. Baxter | Chairman, President and Chief Executive Officer, and Director (Principal Executive Officer) | February 26, 2019 | |||
| Warner L. Baxter | |||||
| /s/ Martin J. Lyons, Jr. | Executive Vice President and Chief Financial Officer (Principal Financial Officer) | February 26, 2019 | |||
| Martin J. Lyons, Jr. | |||||
| /s/ Bruce A. Steinke | Senior Vice President, Finance, and Chief Accounting Officer (Principal Accounting Officer) | February 26, 2019 | |||
| Bruce A. Steinke | |||||
| * | Director | February 26, 2019 | |||
| Catherine S. Brune | |||||
| * | Director | February 26, 2019 | |||
| J. Edward Coleman | |||||
| * | Director | February 26, 2019 | |||
| Ward H. Dickson | |||||
| * | Director | February 26, 2019 | |||
| Noelle K. Eder | |||||
| * | Director | February 26, 2019 | |||
| Ellen M. Fitzsimmons | |||||
| * | Director | February 26, 2019 | |||
| Rafael Flores | |||||
| * | Director | February 26, 2019 | |||
| Walter J. Galvin | |||||
| * | Director | February 26, 2019 | |||
| Richard J. Harshman | |||||
| * | Director | February 26, 2019 | |||
| Craig S. Ivey | |||||
| * | Director | February 26, 2019 | |||
| Gayle P. W. Jackson | |||||
| * | Director | February 26, 2019 | |||
| James C. Johnson | |||||
| * | Director | February 26, 2019 | |||
| Steven H. Lipstein | |||||
| * | Director | February 26, 2019 | |||
| Stephen R. Wilson | |||||
| *By | /s/ Martin J. Lyons, Jr. | February 26, 2019 | |||
| Martin J. Lyons, Jr. | |||||
| Attorney-in-Fact |
| UNION ELECTRIC COMPANY (registrant) | ||||
| Date: | February 26, 2019 | By | /s/ Michael L. Moehn | |
| Michael L. Moehn Chairman and President |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
| /s/ Michael L. Moehn | Chairman and President, and Director (Principal Executive Officer) | February 26, 2019 | |||
| Michael L. Moehn | |||||
| /s/ Martin J. Lyons, Jr. | Executive Vice President and Chief Financial Officer, and Director (Principal Financial Officer) | February 26, 2019 | |||
| Martin J. Lyons, Jr. | |||||
| /s/ Bruce A. Steinke | Senior Vice President, Finance, and Chief Accounting Officer (Principal Accounting Officer) | February 26, 2019 | |||
| Bruce A. Steinke | |||||
| * | Director | February 26, 2019 | |||
| Mark C. Birk | |||||
| * | Director | February 26, 2019 | |||
| Fadi M. Diya | |||||
| * | Director | February 26, 2019 | |||
| Gregory L. Nelson | |||||
| * | Director | February 26, 2019 | |||
| David N. Wakeman | |||||
| *By | /s/ Martin J. Lyons, Jr. | February 26, 2019 | |||
| Martin J. Lyons, Jr. | |||||
| Attorney-in-Fact |
| AMEREN ILLINOIS COMPANY (registrant) | ||||
| Date: | February 26, 2019 | By | /s/ Richard J. Mark | |
| Richard J. Mark Chairman and President |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
| /s/ Richard J. Mark | Chairman and President, and Director (Principal Executive Officer) | February 26, 2019 | |||
| Richard J. Mark | |||||
| /s/ Martin J. Lyons, Jr. | Executive Vice President and Chief Financial Officer, and Director (Principal Financial Officer) | February 26, 2019 | |||
| Martin J. Lyons, Jr. | |||||
| /s/ Bruce A. Steinke | Senior Vice President, Finance, and Chief Accounting Officer (Principal Accounting Officer) | February 26, 2019 | |||
| Bruce A. Steinke | |||||
| * | Director | February 26, 2019 | |||
| Craig D. Nelson | |||||
| * | Director | February 26, 2019 | |||
| Gregory L. Nelson | |||||
| * | Director | February 26, 2019 | |||
| David N. Wakeman | |||||
| *By | /s/ Martin J. Lyons, Jr. | February 26, 2019 | |||
| Martin J. Lyons, Jr. | |||||
| Attorney-in-Fact |
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