Big Lots 2012 Annual Report Download - page 75

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- 61 -
PROPOSAL THREE: RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2013
At its March 5, 2013 meeting, the Audit Committee appointed Deloitte & Touche LLP as our independent
registered public accounting firm for fiscal 2013, subject to our entry into a mutually agreed upon services contract
with Deloitte & Touche LLP. The submission of this matter for approval by shareholders is not legally required;
however, we believe that such submission is consistent with best practices in corporate governance and is another
opportunity for shareholders to provide direct feedback on an important issue of our corporate governance. If the
shareholders do not ratify the appointment of Deloitte & Touche LLP, the selection of such firm as our independent
registered public accounting firm will be reconsidered by the Audit Committee.
A representative of Deloitte & Touche LLP will be present at the Annual Meeting to respond to appropriate
questions and to make a statement if so desired.
THE BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE FOR THE PROPOSAL TO RATIFY
THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL 2013.
SHAREHOLDER PROPOSALS
Any proposals of shareholders which are intended to be presented at our 2014 annual meeting of shareholders
must be received by our Corporate Secretary at our corporate offices on or before December 17, 2013 to be eligible
for inclusion in our 2014 proxy statement and form of proxy. Such proposals must be submitted in accordance
with Rule 14a-8 of the Exchange Act. If a shareholder intends to present a proposal at our 2014 annual meeting of
shareholders without inclusion of that proposal in our 2014 proxy materials and written notice of the proposal is
not received by our Corporate Secretary at our corporate offices on or before March 2, 2014, or if we meet other
requirements of the SEC rules, proxies solicited by the Board for our 2014 annual meeting of shareholders will
confer discretionary authority on the proxy holders named therein to vote on the proposal at the meeting.
ANNUAL REPORT ON FORM 10-K
Our Form 10-K is included with this Proxy Statement in our 2012 Annual Report to Shareholders. Shareholders
may also receive a copy of our Form 10-K without charge by writing to: Investor Relations, Big Lots, Inc., 300
Phillipi Road, Columbus, Ohio 43228-5311. Our Form 10-K may also be accessed in the Investor Relations section
of our website (www.biglots.com) under the “SEC Filings” caption.
PROXY SOLICITATION COSTS
This solicitation of proxies is made by and on behalf of the Board. In addition to mailing the Notice of Internet
Availability (or, if applicable, paper copies of this Proxy Statement, the Notice of Annual Meeting of Shareholders
and the proxy card) to shareholders of record on the record date, the brokers and banks holding our common
shares for beneficial holders must, at our expense, provide our proxy materials to persons for whom they hold our
common shares in order that such common shares may be voted. Solicitation may also be made by our officers
and regular employees personally or by telephone, mail or electronic mail. Officers and employees who assist with
solicitation will not receive any additional compensation. The cost of the solicitation will be borne by us. We have
also retained Georgeson Inc. to aid in the solicitation of proxies for a fee estimated to be $6,500, plus reasonable
out-of-pocket expenses.