Carnival Plc - AGM 06 April 2020
Item 1: Mr. Arison is Executive Chairman. He served as Chief Executive Officer of Carnival Corporation from 1979 to July 2013 and was Chief Executive Officer of Carnival plc from 2003 to July 2013. He is the largest shareholder in the Company, holding directly and through his family, 24.7% of the combined voting power. ECGS believes that the Chairman should not carry executive responsibilities.
Items 12-14: Carnival group proposes to vote the compensation under Dodd-Frank rules and the remuneration report and policy under the UK regulation. The CEO's maximum potential incentive pay is extremely excessive for the UK market (almost 2000% of base salary) and the Compensation Committee proposes to further increase individual caps. Executives receive restricted share grants without any performance condition.
Item 15: PricewaterhouseCoopers LLP has audited the group since at least 1986 or 34 years (PwC has not been able to determine the specific year they began serving as auditor). This term exceeds the European limit of 20 years.
Item 20: Carnival prevents shareholders from the vote on dividends. In light of current coronavirus uncertainty and an increased Capital expenditure, we have concerns about the proposed dividend. ECGS does not consider prudent to authorise any share buy-backs at this time. ECGS notes that the Diamond Princess cruiseship, that is currently quarantined in Yokohama (Japan) with 2,700 passengers and 1,050 crew members, stuck like in a "coronavirus petra dish" since arriving from Honk-Kong, belongs to Carnival.
Carnival is a leisure travel and cruise company. Co. operates over 100 cruise ships within a portfolio of global, regional and national cruise brands that sell tailored cruise products, services and vacation experiences. Co.'s North America cruise brands include Carnival Cruise Line, Princess Cruises, Holland America Line, and Seabourn. Co. also has a Cruise Support segment that represents its portfolio of port destinations and private islands, which are operated for the benefit of its cruise brands. In addition to its cruise operations, Co. owns Holland America Princess Alaska Tours, the tour company in Alaska and the Canadian Yukon, which complements Co.'s Alaska cruise operations.
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