EX-3.3 5 a0571733.htm EXHIBIT 3.3 Exhibit


Exhibit 3.3

This composite Certificate of Formation of Entergy New Orleans, LLC (the “Company”) reflects the provisions of the Company’s Certificate of Formation as filed with the Texas Secretary of State (“TXSOS”) on July 18, 2017 and all amendments thereto filed with the TXSOS thereafter on or prior to December 1, 2017, but it is not an amendment and/or restatement thereof.


Form 205
(Revised 05/11) 

Certificate of Formation
Limited Liability Company
This space reserved for office use.
Submit in duplicate to:
Secretary of State
P.O. Box 13697
Austin, TX 78711-3697
512 463-5555
FAX: 512 463-5709
Filing Fee: $300

Article 1 - Entity Name and Type
The filing entity being formed is a limited liability company. The name of the entity is:
Entergy New Orleans, LLC
The name must contain the words “limited liability company,” “limited company,” or an abbreviation of one of these phrases.
 
Article 2 - Registered Agent and Registered Office
(See instructions. Select and complete either A or B and complete C.)
  A. The initial registered agent is an organization (cannot be entity named above) by the name of:
     
OR
X B. The initial registered agent is an individual resident of the state whose name is set forth below:
Thomas
G.
Wagner
   
First Name
M.I.
Last Name
Suffix
C. The business address of the registered agent and the registered office address is:
2001 Timberloch Place, 2nd Floor
The Woodlands
TX
77380
Street Address
City
State
Zip Code
Article 3-Governing Authority
(Select and complete either A or B and provide the name and address of each governing person.)
 
X A. The limited liability company will have managers. The name and address of each initial manager are set forth below.
  B. The limited liability company will not have managers. The company will be governed by its members, and the name and address of each initial member are set forth below.

Governing Person 1
NAME (Enter the name of either an individual or an organization, but not both.)
 
if Individual
 
Roderick
K.
West
 
 
First Name
M.I.
Last Name
Suffix
 
OR
 
 
 
If Organization
 
     
 
Organization Name
ADDRESS
639 Loyola Avenue, 28th Floor
New Orleans
LA
USA
70113
Street or Mailing Address
City
State
Country
Zip Code





Governing Person 2
NAME (Enter the name of either an individual or an organization, but not both.)
 
if Individual
 
Andrew
S.
Marsh
   
 
First Name
M.I.
Last Name
Suffix
 
OR
 
 
 
If Organization
 
     
 
Organization Name
ADDRESS
639 Loyola Avenue, 28th Floor
New Orleans
LA
USA
70113
Street or Mailing Address
City
State
Country
Zip Code

Governing Person 3
NAME (Enter the name of either an individual or an organization, but not both.)
 
if Individual
 
See Supplemental Provisions for additional Managers.
  
     
   
 
First Name
M.I.
Last Name
Suffix
 
OR
 
 
 
If Organization
 
     
 
Organization Name
ADDRESS
     
     
  
   
     
Street or Mailing Address
City
State
Country
Zip Code


Article 4 - Purpose
 
The purpose for which the company is formed is for the transaction of any and all lawful purposes for which a limited liability company may be organized under the Texas Business Organizations Code.
 
Supplemental Provisions/Information
Text Area: [The attached addendum, if any, is incorporated herein by reference.]
The following additional Managers shall be included in Article 3:

Charles L. Rice, Jr.
1600 Perdido Street
New Orleans, Louisiana 70112


Paul D. Hinnenkamp
639 Loyola Avenue
28th Floor
New Orleans, Louisiana 70113-3125







Organizer
 
The name and address of the organizer:
Daniel T. Falstad
Name
639 Loyola Avenue, 26th Floor
New Orleans
LA
70113
Street or Mailing Address
City
State
Zip Code

 
Effectiveness of Filing (Select either A, B, or C.)
 
A. X This document becomes effective when the document is filed by the secretary of state.
B. This document becomes effective at a later date, which is not more than ninety (90) days from
the date of signing. The delayed effective date is:
 
C. This document takes effect upon the occurrence of the future event or fact, other than the
passage of time. The 90th day after the date of signing is:
     
The following event or fact will cause the document to take effect in the manner described below:
 
     

Execution
 
The undersigned affirms that the person designated as registered agent has consented to the appointment. The undersigned signs this document subject to the penalties imposed by law for the submission of a materially false or fraudulent instrument and certifies under penalty of perjury that the undersigned is authorized to execute the filing instrument.
 
Date:
July 18, 2017
 
/s/ Daniel T. Falstad
Signature of organizer
Daniel T. Falstad
Printed or typed name of organizer