Starwood 2012 Annual Report Download - page 15

STARWOOD HOTELS & RESORTS WORLDWIDE, INC.-2013Proxy Statement 9
THE ANNUAL MEETING AND VOTING — QUESTIONS AND ANSWERS
When and where will the Annual Meeting be held?
The Annual Meeting will be held on May30, 2013 at 10:00 a.m., local time, at the Sheraton New Orleans Hotel, 500 Canal Street,
New Orleans, Louisiana 70130. Seating will begin at 9:00 a.m. If you plan to attend the Annual Meeting and have a disability or require
special assistance, please contact the Company’s Investor Relations department at (203)351-3500.
Who can attend the Annual Meeting?
Only stockholders of record at the close of business on April3,
2013, the record date, or their duly authorized proxies, may attend
the Annual Meeting. To gain admittance, you must present valid
photo identifi cation, such as a driver’s license or passport.
If you hold your shares in “street name” (through a broker, bank or
other nominee), you will also need to bring a copy of a brokerage
statement or a letter from your broker or other nominee (in a name
matching your photo identifi cation) refl ecting your stock ownership
as of the record date.
If you are a representative of a corporate or institutional stockholder,
you must present valid photo identifi cation, along with proof that
you are a representative of such stockholder.
Please note that cameras, phones, or other similar electronic
devices and the bringing of large bags, packages or sound or video
recording equipment will not be permitted in the meeting room.
How many shares must be present to hold the Annual Meeting?
In order for us to conduct the Annual Meeting, holders of a majority
of the shares entitled to vote as of the close of business on the
record date must be present in person or by proxy. This constitutes
a quorum for the transaction of business at the Annual Meeting.
You are counted as present if you attend the Annual Meeting and
vote in person, if you properly authorize proxies to vote your shares
over the Internet or by telephone or if you properly execute and
return a proxy card by mail prior to the Annual Meeting.
Abstentions and broker non-votes are counted as present for
purposes of determining whether a quorum is present at the
Annual Meeting.
If a quorum is not present, the Annual Meeting will be adjourned
until a quorum is obtained. Whether or not a quorum is present
when the Annual Meeting is convened, the presiding offi cer may
adjourn the Annual Meeting to a date not more than 120 days
after April3, 2013, the record date, without notice other than
announcement at the Annual Meeting. If a motion is made to
adjourn the Annual Meeting, the persons named as proxies on
the enclosed proxy card may vote your shares pursuant to the
discretionary authority granted in the proxy.
Who is entitled to vote at the Annual Meeting?
If you were a stockholder of record at the close of business on April3, 2013, the record date, you are entitled to notice of, and to vote
at, the Annual Meeting, or at any adjournment or postponement thereof, on any matter that is properly presented and submitted to
a vote. On April3, 2013, there were 194,618,929 shares of common stock issued, outstanding and entitled to vote. Each owner of
record on the record date is entitled to one vote for each share of common stock held.
How do I vote my shares?
In Person.If you are a stockholder of record, you may vote in
person at the Annual Meeting. If you hold shares in “street name”
(through a broker, bank or other nominee), you may also vote in
person at the Annual Meeting provided you have legal proxy from
such broker, bank or other nominee to vote the shares held on
your behalf. Please contact your broker, bank or other nominee
for further information on such proxy. You will not be able to vote
your shares at the Annual Meeting without a legal proxy from your
broker, bank or other nominee. You will need to bring the legal
proxy with you to the Annual Meeting and hand it in with a signed
ballot that will be made available and distributed at the Annual
Meeting. If you do not plan to attend the Annual Meeting or do