0001181431-11-050491.txt : 20110927 0001181431-11-050491.hdr.sgml : 20110927 20110927111153 ACCESSION NUMBER: 0001181431-11-050491 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110926 FILED AS OF DATE: 20110927 DATE AS OF CHANGE: 20110927 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CARNIVAL PLC CENTRAL INDEX KEY: 0001125259 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 000000000 FISCAL YEAR END: 1130 BUSINESS ADDRESS: STREET 1: 5 GAINSFORD ST STREET 2: CARNIVAL HOUSE CITY: LONDON WC1A 1PP ENGL STATE: X0 ZIP: 00000 BUSINESS PHONE: 011 44 20 7940 5381 MAIL ADDRESS: STREET 1: 77 NEW OXFORD ST CITY: LONDON STATE: X0 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: P&O PRINCESS CRUISES PLC DATE OF NAME CHANGE: 20000929 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JAFASA CONTINUED IRREVOCABLE TRUST CENTRAL INDEX KEY: 0001291618 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15136 FILM NUMBER: 111108956 BUSINESS ADDRESS: STREET 1: C/O JMD DELAWARE, INC.,AS TRUSTEE STREET 2: 1201 MARKET STREET, 18TH FLOOR CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-373-3379 MAIL ADDRESS: STREET 1: C/O JMD DELAWARE, INC.,AS TRUSTEE STREET 2: 1201 MARKET STREET, 18TH FLOOR CITY: WILMINGTON STATE: DE ZIP: 19801 4 1 rrd322648.xml FORM 4 X0304 4 2011-09-26 1 0001125259 CARNIVAL PLC CUK 0001291618 JAFASA CONTINUED IRREVOCABLE TRUST C/O SUNTRUST DELAWARE TRUST COMPANY AS TRUSTEE 1011 CENTRE ROAD, SUITE 108 WILMINGTON DE 19805 0 0 0 1 See Remarks Trust Shares (beneficial interest in special voting share) 2011-09-26 4 J 0 750000 0 D 0 D Represents Trust Shares (the "Trust Shares") of beneficial interests in the Trust. In connection with the dual listed company transaction between Carnival plc (formerly known as P&O Princess Cruises plc) and Carnival Corporation (the "DLC Transaction"), Carnival plc issued one special voting share to the Trust and, following a series of transactions, the Trust Shares were distributed to holders of common stock of Carnival Corporation (the "Carnival Corporation Common Stock"). Following the completion of the DLC Transaction, if Carnival Corporation issues Carnival Corporation Common Stock to a person, the Trust will issue an equivalent number of Trust Shares to such person. The Trust Shares are paired with shares of Carnival Corporation Common Stock and are represented by the same stock certificate. The Trust Shares represent a beneficial interest in the Carnival plc special voting share. On September 26, 2011, the Reporting Person distributed all 750,000 Trust Shares held by it to its beneficiary. The reporting person may be deemed a member of a Section 13(d) group that owns more than 10% of the trust shares (the "Trust Shares") of beneficial interest in P&O Princess Special Voting Trust (the "Trust") and an interest in the Carnival plc special voting share. However, the reporting person disclaims such group membership, and this report shall not be deemed an admission that the reporting person is a member of a Section 13(d) group that owns more than 10% of the Trust Shares and an interest in the Carnival plc special voting share for purposes of Section 16 or for any other purpose. /s/ Thomas V. Eagan, Attorney in fact, SunTrust Delaware Trust Company, Trustee 2011-09-26 EX-24. 2 rrd289177_326372.htm POWER OF ATTORNEY rrd289177_326372.html
                               POWER OF ATTORNEY

     KNOW  ALL  MEN BY  THESE  PRESENTS,  that  each of the  undersigned  hereby
constitutes and appoints each and any of Thomas V. Eagan and Thomas R. McGuigan,
its true and lawful  attorney-in-fact and agent, with full power of substitution
and  re-substitution,  for it and in its name,  place and stead,  in any and all
capacities (until revoked in writing) to:

     1. Sign any and all instruments,  certificates and documents appropriate or
required to be executed on behalf of the undersigned pursuant to Sections 13 and
16 of the Securities  Exchange Act of 1934, as amended (the "Exchange Act"), and
any and all regulations promulgated  thereunder,  and to file the same, with all
exhibits  thereto,  and any other  documents in connection  therewith,  with the
Securities and Exchange  Commission (the "SEC"),  and with any other entity when
and if  such  is  mandated  by the  Exchange  Act or by the  Financial  Industry
Regulatory Authority, Inc.;

     2. Prepare, execute, acknowledge, deliver and file a Form ID (including any
amendments or  authentications  thereto) with respect to obtaining  EDGAR codes,
with the SEC;

     3. Seek or obtain,  as the  representative of the undersigned and on behalf
of the  undersigned,  information  on  transactions  in  Carnival  Corp.'s  (the
"Company") securities from any third party, including brokers,  employee benefit
plan administrators and trustees,  and each of the undersigned hereby authorizes
any such person to release any such  information to such  attorneys-in-fact  and
each of the  undersigned  approves and ratifies any such release of information;
and

     4.  Perform  any  and  all  other  acts  which  in the  discretion  of such
attorneys-in-fact   are  necessary  or  desirable  for  and  on  behalf  of  the
undersigned in connection with the foregoing.

     Each of the undersigned acknowledges that:

     1.  This  Power  of  Attorney  authorizes,   but  does  not  require,  such
attorneys-in-fact  to act in their  discretion on  information  provided to such
attorneys-in-fact without independent verification of such information;

     2. Any documents  prepared  and/or  executed by such  attorneys-in-fact  on
behalf of the  undersigned  pursuant to this Power of  Attorney  will be in such
form and will contain such information and disclosure as such  attorney-in-fact,
in his or her discretion, deems necessary or desirable;

     3. Neither the Company nor such attorneys-in-fact assumes (a) any liability
for  responsibility  to comply with the requirements of the Exchange Act for the
undersigned,  (b) any liability for any failure to comply with such requirements
for the undersigned,  or (c) any obligation or liability for profit disgorgement
under Section 16(b) of the Exchange Act for the undersigned; and

     4.  This  Power  of  Attorney  does  not  relieve  the   undersigned   from
responsibility  for  compliance  with the  undersigned's  obligations  under the
Exchange Act,  including  without  limitation the reporting  requirements  under
Sections 13 and 16 of the Exchange Act.

     Each  of  the   undersigned   hereby   gives  and  grants   the   foregoing
attorneys-in-fact  full power and  authority to do and perform all and every act
and thing whatsoever requisite, necessary or appropriate to be done in and about
the  foregoing  matters as fully to all intents and purposes as the  undersigned
might or could do if present,  with full power of  substitution  and revocation,
hereby  ratifying  all that such  attorney-in-fact,  or such  attorney-in-fact's
substitute  or  substitutes,  of,  for and on behalf of the  undersigned,  shall
lawfully do or cause to be done by virtue of this Power of Attorney.

     This Power of Attorney  shall remain in full force and effect until revoked
by the undersigned in a signed writing delivered to such attorneys-in-fact.

     IN  WITNESS  WHEREOF,  each of the  undersigned  has  caused  this Power of
Attorney to be executed as of this 17th day of August 2011.

                                        JAFASA CONTINUED IRREVOCABLE TRUST
                                        By: SunTrust Delaware Trust Company,
                                        trustee

                                        By: /s/ A. Thomas Greene
                                           -------------------------------------
                                        Name: A. Thomas Greene
                                             -----------------------------------
                                        Title: V.P.
                                              ----------------------------------

                                        SUNTRUST DELAWARE TRUST COMPANY, as
                                        Trustee of Jafasa Continued Irrevocable
                                        Trust

                                        By: /s/ Maria Ginorio
                                           -------------------------------------
                                        Name: Maria Ginorio
                                             -----------------------------------
                                        Title: Vice President
                                              ----------------------------------