Carnival Corp Ltd DEFA14A, filed Mar 11, 2021
Carnival Corp Ltd. (CCL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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CARNIVAL CORPORATION
CARNIVAL PLC
(Name of Registrants as Specified in Its Charter)
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*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on April 20, 2021. Meeting Information CARNIVAL CORPORATION Meeting Type: Annual Meeting For holders as of: February 19, 2021 Date: April 20, 2021 Time: 8:30 a.m. (local time) Location: Carnival Place 3655 N.W. 87th Avenue Miami, Florida 33178 United States You are receiving this communication because you hold shares in the company named above. ATTN: DOREEN FURNARI 3655 N.W. 87TH AVENUE This is not a ballot. You cannot use this notice to vote these MIAMI, FL 33178-2428 shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. P49088 proxy See the materials reverse and side voting of this instructions notice to obtain . D30924—
Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENT ANNUAL REPORT How to View Online: Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 6, 2021 to facilitate timely delivery. How To Vote Please Choose One of the Following Voting Methods Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any P49088 special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. - Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. D30925 Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
Voting Items The Boards of Directors unanimously recommend that you cast your vote “FOR” Proposals 1-21. 1. To re-elect Micky Arison as a Director of Carnival Corporation 14. To hold a (non-binding) advisory vote to approve the Carnival and as a Director of Carnival plc. plc Directors’ Remuneration Report (in accordance with legal requirements applicable to UK companies). 2. To re-elect Sir Jonathon Band as a Director of Carnival Corporation and as a Director of Carnival plc. 15. To re-appoint the UK firm of PricewaterhouseCoopers LLP as independent auditors of Carnival plc and to ratify the 3. To re-elect Jason Glen Cahilly as a Director of Carnival selection of the U.S. firm of PricewaterhouseCoopers LLP as Corporation and as a Director of Carnival plc. the independent registered public accounting firm of Carnival Corporation. 4. To re-elect Helen Deeble as a Director of Carnival Corporation and as a Director of Carnival plc. 16. To authorize the Audit Committee of Carnival plc to determine the remuneration of the independent auditors of Carnival plc (in accordance with legal requirements applicable to UK 5. To re-elect Arnold W. Donald as a Director of Carnival companies). Corporation and as a Director of Carnival plc. 17. To receive the UK accounts and reports of the Directors and auditors 6. To elect Jeffery J. Gearhart as a Director of Carnival of Carnival plc for the year ended November 30, 2020 (in accordance Corporation and as a Director of Carnival plc. with legal requirements applicable to UK companies). 7. To re-elect Richard J. Glasier as a Director of Carnival Corporation and as a Director of Carnival plc. 18. To approve the giving of authority for the allotment of new shares by Carnival plc (in accordance with customary practice for UK companies). 8. To re-elect Katie Lahey as a Director of Carnival Corporation and as a Director of Carnival plc. 19. To approve the disapplication of pre-emption rights in relation 9. To re-elect Sir John Parker as a Director of Carnival Corporation to the allotment of new shares by Carnival plc (in accordance and as a Director of Carnival plc. with customary practice for UK companies). 20. To approve a general authority for Carnival plc to buy back Carnival 10. To re-elect Stuart Subotnick as a Director of Carnival plc ordinary shares in the open market (in accordance with legal Corporation and as a Director of Carnival plc. requirements applicable to UK companies desiring to implement 11. To re-elect Laura Weil as a Director of Carnival Corporation share buy back programs). and as a Director of Carnival plc. 21. To approve the Amendment of the Carnival Corporation 2020 12. To re-elect Randall J. Weisenburger as a Director of Carnival Stock Plan. Corporation and as a Director of Carnival plc. 22. To transact such other business as may properly come before the meeting. 13. To hold a (non-binding) advisory vote to approve executive compensation (in accordance with legal requirements applicable to U.S. companies). - P49088 D30926
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