Enhancing Governance & Compliance

Our corporate governance model provides the structures and processes for the direction and control of our company. Good corporate governance and ethics processes help us operate more efficiently, improve our access to capital, mitigate risk and safeguard against mismanagement. It makes us accountable and transparent and gives us the tools to respond to stakeholder concerns.

2020

Goal Update

Business Partner Code of Conduct & Ethics

Further develop and implement vendor assurance procedures ensuring compliance with Carnival Corporation & plc’s Business Partner Code of Conduct and Ethics.

  • Committed to further our commitment to human rights by developing a human rights policy in 2020.

  • Completed 100% of animal welfare audits for tour encounters offering dog sledding in Alaska.

  • Completed more than 50% of animal welfare audits for tour encounters with dolphins in captivity between FY2018 and FY2019.

Carnival Corporation & plc

Leadership Team

Arnold Donald

President and Chief Executive Officer, Carnival Corporation & plc

Peter Anderson

Chief Ethics & Compliance Officer, Carnival Corporation & plc

Josh Weinstein

Chief Operations Officer, Carnival Corporation & plc

Jan Swartz

Group President, Princess Cruises and Carnival Australia

Christine Duffy

President, Carnival Cruise Line

Stein Kruse

Group CEO, Holland America Group and Carnival UK

Michael Thamm

Group Chief Executive Officer, Costa Group and Carnival Asia

Vice Admiral William Burke, USN (Ret.)

Chief Maritime Officer, Carnival Corporation & plc

David Bernstein

Chief Financial Officer and Chief Accounting Officer, Carnival Corporation & plc

*Leadership Team members at the time the report was published

Jeffrey J. Gearhart

New Boards of Directors member

FY 2019

Awards & Recognitions

America’s 100 Best Corporate Citizens (Governance & Transparency)

Carnival Corporation & plc has been recognized among Corporate Responsibility Magazine’s (CR…

Newsweek (Most Responsible Companies – Environmental, Social and Governance)

Carnival Corporation & plc has been recognized in Newsweek’s first ranking of America’s Most…

Forbes: America’s Best Large Employer and America’s Best Employer for Diversity

Carnival Corporation & plc was recognized for the second consecutive year by Forbes Magazine…

Corporate Equality Index (Best Place to Work for LGBTQ Equality)

Carnival Corporation & plc earned a perfect score of 100 in the Corporate Equality Index for…

Neptune Award (Greenest Shipowner)

Carnival Corporation & plc has been honored by maritime industry peers with the Greenest…

Germany’s Blue Angel Eco-Label Award (Environmentally Friendly Ship Design)

Carnival’s AIDA Cruises has been awarded the “Blue Angel,” Germany’s Federal Government eco-label,…

CSMART: Safety4Sea Award (Training Services)

Carnival Corporation & plc’s CSMART Training Center received the 2019 SAFETY4SEA EUROPORT…

America’s 100 Best Corporate Citizens (Governance & Transparency)

Carnival Corporation & plc has been recognized among Corporate Responsibility Magazine’s (CR Magazine) 100 Best Corporate Citizens for 2019. The recognition marks the fourth consecutive year and eighth time in the past nine years that Carnival Corporation & plc has received the distinction in CR Magazine’s annual survey, which recognizes transparency and corporate governance among the 1,000 largest U.S. public companies. Click here to view the full list.

Newsweek (Most Responsible Companies – Environmental, Social and Governance)

Carnival Corporation & plc has been recognized in Newsweek’s first ranking of America’s Most Responsible Companies 2020. Companies were evaluated based on their environmental, social, and corporate governance performance. A total of 2000 American public companies were evaluated and the top 300 are included on the list. We are honored to be listed as the highest-ranking company in the cruise sector. The list of companies can be viewed here.

Forbes: America’s Best Large Employer and America’s Best Employer for Diversity

Carnival Corporation & plc was recognized for the second consecutive year by Forbes Magazine among America’s best employers. Carnival was also recognized among America’s best employer for diversity. Carnival Corporation & plc was ranked as the top overall cruise company on both lists. The full list of companies can be found here.

Corporate Equality Index (Best Place to Work for LGBTQ Equality)

Carnival Corporation & plc earned a perfect score of 100 in the Corporate Equality Index for the third consecutive year from the Human Rights campaign, the leading LGBTQ civil rights organization in the United States. Click here for more information.

Neptune Award (Greenest Shipowner)

Carnival Corporation & plc has been honored by maritime industry peers with the Greenest Shipowner of the Year Neptune Award, which recognizes a company that has shown excellence in reducing environmental impact in the operation of its fleet in the past year. Winners were chosen by executives from ship owners, ports, and marine technology companies who gathered to share best practices and cutting-edge technologies to enable continued reductions in the environmental impacts of shipping. Click here for more information.

Germany’s Blue Angel Eco-Label Award (Environmentally Friendly Ship Design)

Carnival’s AIDA Cruises has been awarded the “Blue Angel,” Germany’s Federal Government eco-label, for AIDAnova’s environmentally-friendly ship design. Through the use of liquefied natural gas (LNG), the ship emissions of particulate matter and sulfur oxides are almost completely eliminated; nitrogen oxide and CO2 emissions are sustainably reduced. In September 2019, the “Blue Angel” logo was painted onto AIDAnova’s
side at the Port of Marseille. Click here for more information.

CSMART: Safety4Sea Award (Training Services)

Carnival Corporation & plc’s CSMART Training Center received the 2019 SAFETY4SEA EUROPORT Training Award, for providing high-quality maritime training services for industry-wide safety, sustainability and operational excellence. Read more here.

FY 2019

Performance

Ethics & Compliance

In 2019, we focused on enhancing our compliance framework by developing a dedicated ethics…

Our Corporate Vision

In 2019, to further support our commitments and clarify our priorities, the Corporate…

Carnival's Pathway to Decarbonization

Addressing climate change is one of our top priorities and we are committed to continue to lead the…

Ethisphere Partnership

The Ethisphere® Institute is a global leader in defining and advancing standards of…

Human Rights Policy

As part of our ongoing efforts and support for human rights, we are committed to develop a human…

Animal Welfare

Tour Operators We continue our partnership with the Association of British Travel…

Seatrade Cruise Global - Agent Essentials: Navigating the Complex Waters of Compliance

In 2019, we co-sponsored a seminar during the Seatrade cruise industry annual meeting on corporate…

Board of Directors

Quarterly performance data, including relevant summaries and trends, are reported to our corporate…

Audits & Investigations

Our ships are regulated by various international, national, state and local laws, regulations…

Code of Conduct & Ethics

To further detail our requirements and expectations within our supply chain and when engaging with…

Fines & Sanctions

As part of the previously disclosed settlement approved by the U.S. District Court of the…

HESS Event Reporting System

In 2019, we completed the fleetwide rollout of a new health, environment, safety and security…

Transparency

As part of our transparency efforts, we disclose key environmental and social data in our annual…

Ethics & Compliance icon

Ethics & Compliance

In 2019, we focused on enhancing our compliance framework by developing a dedicated ethics and compliance program and corresponding strategic plan. Through this, we were able to significantly increase the resources devoted to our compliance function. Our new Chief Ethics and Compliance Officer (CECO), a member of the executive leadership team, leads the effort to further develop our ethics and compliance program across the entire corporation. The CECO is assisted by other leaders who focus on key areas (including environmental, health, safety and various general compliance issues), as well as important processes (investigations, compliance training, risks, and communications). It is important to note that the Ethics & Compliance is not just a single Department within All Brands Group – but rather a corporate- wide program – with key Ethics & Compliance Officers (also known as “ECO’s”) who help shape and implement the program initiatives in each of the operating companies.

Through the collective efforts of these leaders, this corporate-wide program involves compliance risk management, improved compliance training programs for our employees, thorough investigations and remedial actions relating to health, environmental and safety incidents, and efforts to strengthen our corporate culture. To further heighten the focus on ethics and compliance, the Boards of Directors established the Compliance Committees to oversee the ethics and compliance program, maintain regular communications with the CECO, and ensure implementation of the ethics and compliance program’s strategic plan across the corporation.

Our Corporate Vision icon

Our Corporate Vision

In 2019, to further support our commitments and clarify our priorities, the Corporate Leadership developed the following new Corporate Vision Statement: At Carnival Corporation & plc, our top priorities and responsibilities are to operate safely, to protect the environment, and to be in compliance everywhere we operate in the world. On this foundation, we aspire to deliver unmatched joyful vacations for our guests, always exceeding their expectations and in doing so driving outstanding shareholder value. We are committed to a positive and just corporate culture, based on inclusion and the power of diversity. We operate with integrity, trust and respect for each other seeking collaboration, candor, openness and transparency at all times. And we intend to be an exemplary corporate citizen leaving the people and the places we touch even better.

Carnival's Pathway to Decarbonization icon

Carnival's Pathway to Decarbonization

Addressing climate change is one of our top priorities and we are committed to continue to lead the path within the cruise industry. Our entire management team, including our Board of Directors, is committed to addressing climate change. Our path to decarbonization involves multimillion-dollar investments and a multi-faceted strategy.
Key components of this strategy include adopting international frameworks and working with industry regulatory bodies to: address upcoming regulatory requirements and conditions, maximize efficiency opportunities/gains, implement low carbon fuels, invest in carbon-efficient technologies, support and accelerate industry-specific research & development projects, establish internal goals supporting the path as well as partner with other companies, NGOs, and relevant stakeholders.
In the coming years, we are likely to see an array of emerging technological innovations as currently there is not a single (nor a combination of technologies) that can move the maritime industry straight into a decarbonization path. As we navigate this journey, we are committed to evaluate options, work with various stakeholders, and adjust our path as needed.

Ethisphere Partnership icon

Ethisphere Partnership

The Ethisphere® Institute is a global leader in defining and advancing standards of ethical business practices that fuel corporate character, marketplace trust, and business success. We are honored to be a member of The Business Ethics Leadership Alliance (BELA) within the Ethisphere organization. BELA supports the sharing of experiences and best practices within its members to improve ethics and compliance programs globally.

Human Rights Policy icon

Human Rights Policy

As part of our ongoing efforts and support for human rights, we are committed to develop a human rights policy that will be in alignment with the Universal Declaration of Human Rights in 2020.

Animal Welfare icon

Animal Welfare

Tour Operators

  • We continue our partnership with the Association of British Travel Agents (ABTA) to help us ensure we are responsibly managing excursions involving animals.

  • We continue to work with third-party animal welfare auditors.

  • Completed 100% of animal welfare audits for tour encounters offering dog sledding in Alaska.

  • Completed more than 50% of animal welfare audits for tour encounters with dolphins in captivity between FY2018 and FY2019.

Seatrade Cruise Global - Agent Essentials: Navigating the Complex Waters of Compliance icon

Seatrade Cruise Global - Agent Essentials: Navigating the Complex Waters of Compliance

In 2019, we co-sponsored a seminar during the Seatrade cruise industry annual meeting on corporate governance, which focused on the topics of ethics and compliance.

Board of Directors icon

Board of Directors

Quarterly performance data, including relevant summaries and trends, are reported to our corporate and brand management, Board- level Committees and Boards of Directors. Specifically, the Health, Environmental, Safety and Security (HESS) Committees are briefed by management on the status, progress of, and plans for HESS and sustainability related matters, as well as on HESS audit results. In 2019, the Boards of Directors established a new Compliance Committee, bringing the total number of committees to six, for additional details click here.

In 2019, the Boards started the search for a new Board member with substantial compliance experience. The search led us to Jeffrey J. Gearhart, retired Executive Vice President, global governance and corporate secretary for Walmart, Inc. (“Walmart”). During his leadership tenure with Walmart, Gearhart was responsible for oversight of Walmart’s global legal, compliance, ethics and security and investigative functions, among others, until 2018. He joined Walmart in 2003 as Vice President and General Counsel, Corporate Division. In 2007,
he became Senior Vice President and Deputy General Counsel, and then took over as the head of Walmart’s legal department when he was promoted to General Counsel in 2009. Gearhart was appointed Corporate Secretary in 2010, and in 2012 his responsibilities were expanded to include oversight of compliance, ethics and investigations, in addition to legal. Before joining Walmart, he was a partner with Kutak Rock LLP, practicing in the corporate, securities and mergers and acquisitions areas. Gearhart will serve in a non-executive capacity on Carnival Corporation’s Boards of Directors effective April 2020. He will also serve on both the Compliance and the Health, Environmental, Safety & Security (HESS) Committees. For additional details click here.

Audits & Investigations icon

Audits & Investigations

Our ships are regulated by various international, national, state and local laws, regulations and treaties enforced in the jurisdictions in which they operate. Compliance with these laws and regulations is verified through regular third-party inspections, surveys and audits.

Internal Health, Environment, Safety and Security (HESS) compliance audits are conducted annually of each of our brands’ head offices, 100% of our fleet, our ports, hotels and land transport assets. HESS investigations are also carried out as needed to determine the root cause of incidents and identify corrective and preventative actions that will reduce the risk of future occurrences. In 2019, we made a number of improvements to our investigative function, which included: a) adding additional investigators; b) revising our investigation policies to reduce the tendency to place blame and to emphasize the need to learn from incidents; c) improving investigative training on root cause analysis; d) reducing the backlog of investigations. Additional improvements to the investigation program are planned and on-going throughout 2020.

To better promote sharing of “lessons learned” throughout the corporation, all incident investigation recommendations, audit observations, findings and non-conformities are periodically reviewed by HESS leaders, reported to the brands and to relevant corporate groups for review and resolution. Additionally, internal focus reviews are performed based on identified root causes from incident investigations, audits, and management risk assessments.

Code of Conduct & Ethics icon

Code of Conduct & Ethics

To further detail our requirements and expectations within our supply chain and when engaging with all stakeholders, we committed to revise our Business Partner Code of Conduct and Ethics and our Code of Business Conduct and Ethics in 2020.

Fines & Sanctions icon

Fines & Sanctions

As part of the previously disclosed settlement approved by the U.S. District Court of the Southern District of Florida in June 2019, Carnival Corporation paid a financial penalty, and is subject to ongoing oversight, environmental goals, and certain reporting requirements. In this settlement, the Corporation also agreed to restructure and further strengthen its compliance function. This settlement related to violations of probation conditions that were set after Princess Cruises entered into a plea agreement with the U.S. Department of Justice in 2016. We may be subject to further conditions and penalties in the event of future environmental incidents.”

HESS Event Reporting System icon

HESS Event Reporting System

In 2019, we completed the fleetwide rollout of a new health, environment, safety and security (HESS) event reporting system. This platform has allowed us to standardize our HESS event reporting and analysis capabilities across the entire fleet.

Transparency icon

Transparency

As part of our transparency efforts, we disclose key environmental and social data in our annual reports, the Performance Summary of this report, as well as internationally recognized sustainability platforms.

Our

Commitment

We recognize our responsibility to provide industry leadership and to conduct our business as a responsible corporate citizen. We are committed to achieving and maintaining the highest standards of professional and ethical conduct. Adherence to the rule of law, ethical working practices, good corporate governance and transparency are extremely important to our stakeholders, and they are central to our sustainable business success.

Our ships are regulated by the various international, national, state and local laws, regulations and treaties in force in the jurisdictions in which our ships operate.

Our ships are registered in The Bahamas, Bermuda, Italy, Malta, the Netherlands, Panama and the UK. They are regulated by these countries and by the international conventions that govern health, environmental, safety and security matters in relation to guests, crew members and the ships themselves. Representatives of each “Flag,” or country of registry, conduct periodic inspections, surveys and audits to verify compliance with these regulations. In addition, we are subject to the decrees, directives, regulations and other requirements of the more than 700 ports that our ships visit every year as they apply to the various aspects of our ships’ operations.

Leadership Spotlight

Peter C. Anderson

Chief Ethics & Compliance Officer

Peter C. Anderson joined Carnival Corporation & plc as Chief Ethics and Compliance Officer in August 2019. Anderson is also a member of the corporations’ executive leadership team, and reports directly to CEO Arnold Donald. In this newly created role, Anderson directs strategy for and drives a culture of compliance and integrity that ensures adherence to legal and statutory requirements, company policies, and the highest ethical principles. He also leads the effort to develop a well-resourced, effective, and well-integrated compliance program, that will be built upon compliance risk, innovative compliance training, robust investigations, open communications, and continuous improvements. This ethics and compliance program will involve the collective efforts of the compliance leaders throughout the operating lines, as well as the company’s employees around the world, and will help advance the company’s commitment to environmental performance, safety, health, security, and overall compliance.

Anderson is a former federal prosecutor with over 20 years of experience in corporate compliance. Prior to joining Carnival Corporation & plc, he had previously been the head of the White Collar and Compliance Group at the law firm of Beveridge & Diamond, PC. Anderson also led the environmental compliance team on the Volkswagen monitorship.

After studying law at the University of Virginia, Anderson clerked for a federal district judge in Charlotte, N.C., before joining the Honors Program at the Environmental Crimes Section at the United States Department of Justice in Washington, D.C. He later became an Assistant United States Attorney in Charlotte. After leaving government service, Anderson’s law practice involved both reactive defense and proactive compliance counseling services. He was also an adjunct professor at the Charlotte School of Law from 2010-15, teaching classes in fields including environmental law, corporate compliance, federal criminal law and compliance risk assessments.

Anderson received his Bachelor of Science (summa cum laude) in Environmental Science from Rutgers University. He was previously board-certified in corporate compliance through the Society of Corporate Compliance and Ethics (SCCE) and is a frequent guest lecturer on a variety of corporate compliance issues and best practices.

Our

Strategy

The daily operations of our company are executed by our employees under the direction and supervision of our President and Chief Executive Officer (CEO), Arnold W. Donald, and the CEOs and Presidents of each of our brands. Micky Arison is Chairman of the Boards. Our Boards of Directors are responsible for governance of our performance and strategies. We provide further details in the Corporate Governance section on our website and in the annual proxy statement on our website including:

  • Mechanisms for shareholders and employees to provide recommendations or direction to the Boards of Directors.

  • Processes for the Boards of Directors to ensure conflicts of interest are avoided.

  • Processes for determining the required qualifications and expertise of the members of the Boards of Directors.

  • Processes for evaluating the performance of the Boards of Directors.

  • Linkages between compensation for executives and senior managers, and the company’s performance.

We have policies and safeguards in place which exceed regulatory requirements and promote high ethical standards. Our leadership is committed to our Code of Business Conduct and Ethics and our Business Partner Code of Business Conduct and Ethics, which require that every employee, member of the Boards of Directors, and business partner use sound judgment, maintain high ethical standards and demonstrate honesty in all business dealings. As part of our ethics program, we conduct periodic risk assessments and audits to help us direct and focus our compliance resources and work plans to address identified compliance risk.

Integrity is a fundamental value for all business units. Our employees are informed about our Code of Business Conduct and Ethics when they are hired and at pre-defined intervals thereafter.

In addition, all shoreside employees at the director level and above, or the local equivalent, and personnel in purchasing or recruiting roles, complete and sign a Business Ethics Disclosure Form annually, indicating that they have read, understood and agree to comply with our Code of Business Conduct and Ethics (available in eight languages internally). To reinforce our commitment to ethical business behavior, we also provide issue-specific ethics training to employees and board members on the basis of their roles and responsibilities in relation to identified compliance risk.

Transparency and disclosure are key to our corporate governance and ethics strategy. We monitor, track and report grievances, environmental incidents and other incidents. To facilitate reporting, we have established formal procedures to report concerns in person or via a dedicated hotline telephone number and website. We have a rigorous internal incident reporting system that requires the reporting of spills, releases or discharges internal within the ship or external to the ship. Spills, releases or discharges are reported to external authorities as required by applicable regulations.

We occasionally receive grievances about labor practices, human rights, impacts on society, environment, guest privacy and guest relations, among others. We evaluate all grievances that we receive. Our goal is to complete their evaluation within a reasonable time frame based on circumstances and legal complexity. However, thorough investigation may require an extended period of time to close some complaints.

Since 2019, we are partnering with The Ethisphere® Institute, a global leader in defining and advancing standards of ethical business practices that fuel corporate character, marketplace trust, and business success. We are honored to be a member of The Business Ethics Leadership Alliance (BELA) within the Ethisphere organization. BELA supports the sharing of experiences and best practices within its members to improve ethics and compliance programs globally.

We abide by the Cruise Lines International Association’s (CLIA) anti-corruption principles. The principles cover for example bribery and corruption, facilitation payments and hospitality. For more details, please refer to the CLIA website.

Our HESS

Commitments

Our HESS Commitments

Given our global reach and impact, we are committed to the following health, environment, safety, security (HESS) and sustainability commitments:

  • Protecting the health, safety and security of our guests, employees and all others working on our behalf, thereby promoting an organization that always strives to be free of injuries, illness and loss.
  • Protecting the environment, including the marine environment in which our vessels sail and the communities in which we operate, striving to prevent adverse environmental consequences and using resources efficiently and sustainably.
  • Complying with, or exceeding, all legal and statutory requirements related to health, environment, safety, security and sustainability throughout our business activities.

  • Assigning health, environment, safety, security and sustainability matters the same priority as other critical business matters.

Our management ensures that the values and objectives stated in our HESS Policy are clearly understood by everyone in the organization and articulated on a regular basis. Senior management reviews the HESS Policy at least annually. If changes are warranted, it will be updated; otherwise the policy remains unchanged. The full text of our HESS Policy can be found on our website.