SEC Filings

CARNIVAL CORP filed this Form DEF 14A on 03/07/2019
Entire Document

Table of Contents


Questions Applicable to all Shareholders



have closed. The results will also be published in a joint current report on Form 8-K within four business days after the date the Annual Meetings have closed.



What is the quorum requirement for the Annual Meetings?



The quorum requirement for holding the Annual Meetings and transacting business as joint electorate actions at the meetings is one-third of the total votes capable of being cast by all shareholders of both companies. Shareholders may be present in person or represented by proxy or corporate representative at the meetings.



How is the quorum determined?



For the purposes of determining a quorum with respect to joint electorate actions, the special voting shares have the maximum number of votes attached to them as were cast on such joint electorate actions, either for, against or abstained, at the parallel shareholder meeting of the other company, and such maximum number of votes (including abstentions) constitutes shares entitled to vote and present for the purposes of determining whether a quorum exists at such a meeting.

In order for a quorum to be validly constituted with respect to meetings of shareholders convened to consider a joint electorate action or class rights action, the special voting entities must be present.

Abstentions (including votes withheld) and broker non-votes are counted as present for the purpose of determining the presence of a quorum.



Is my vote confidential?



Proxy instructions, ballots and voting tabulations that identify individual shareholders are handled in a manner that protects your voting privacy. Your vote will not be disclosed to third parties except:



as necessary to meet applicable legal requirements;


to allow for the tabulation of votes and certification of the vote; or


to facilitate a successful proxy solicitation by our Boards of Directors.

Occasionally, shareholders provide written comments on their proxy card which are then forwarded to management.



Who will bear the cost of soliciting votes for the Annual Meetings?



We are providing these proxy materials in connection with the solicitation by the Boards of Directors of proxies to be voted at the Annual Meetings. We will pay the entire cost of preparing, assembling, printing, mailing and distributing these proxy materials and soliciting votes for the Annual Meetings. We will also reimburse brokerage houses and other custodians, nominees and fiduciaries for their reasonable out-of-pocket expenses for forwarding proxy materials to shareholders.



Can I view the proxy materials electronically?



Yes. This Proxy Statement and any other proxy materials have been posted on our website at and Carnival Corporation shareholders can also access proxy-related materials at as described under “Questions Specific to Shareholders of Carnival Corporation.


LOGO Carnival Corporation & plc 2019 Proxy Statement