This excerpt taken from the KIM DEF 14A filed Mar 27, 2009.
to be held on May 12, 2009
This Proxy Statement is furnished to holders of record of the Common Stock, par value $0.01 per share (the Common Stock), of Kimco Realty Corporation, a Maryland corporation (the Company), in connection with the solicitation of proxies for use at the 2009 Annual Meeting of Stockholders (the Meeting) of the Company to be held on Tuesday, May 12, 2009, at 10:00 A.M. (local time), at 277 Park Avenue, 17th Floor, New York, NY 10017 for the purposes set forth in the Notice of Annual Meeting of Stockholders.
This solicitation is made by the Company on behalf of the Board of Directors of the Company (the Board of Directors or the Board). Costs of this solicitation will be borne by the Company. Directors, officers, employees and agents of the Company and its affiliates may also solicit proxies by telephone, telegraph, fax, e-mail or personal interview. The Company will reimburse banks, brokerage firms and other custodians, nominees and fiduciaries for reasonable expenses incurred by them in sending proxy materials to stockholders. The Company will pay fees of approximately $6,000 to The Altman Group, Inc. for soliciting proxies for the Company.
Holders of record of the Common Stock as of the close of business on the record date, March 18, 2009, are entitled to receive notice of, and to vote at, the Meeting. The outstanding Common Stock constitutes the only class of securities entitled to vote at the Meeting and each share of Common Stock entitles the holder thereof to one vote. At the close of business on March 18, 2009, there were 271,083,555 shares of Common Stock outstanding. The presence at the Meeting, in person or by proxy, of holders of a majority of such shares will constitute a quorum for the transaction of business at the Meeting.
Stockholders can vote in person at the Meeting or by proxy. There are three ways to vote by proxy:
Telephone and Internet voting facilities for stockholders of record will be available 24 hours a day and will close at 11:59 p.m. (EDT) on May 11, 2009.
If your shares are held in the name of a bank, broker or other holder of record, you will receive instructions from the holder of record. You must follow the instructions of the holder of record in order for your shares to be voted. Telephone and Internet voting also will be offered to stockholders owning shares through certain banks and brokers. If your shares are not registered in your own name and you plan to vote your shares in person at the Meeting, you should contact your broker or agent to obtain a legal proxy or brokers proxy card and bring it to the Meeting in order to vote.
If you vote by proxy, the individuals named on the proxy card (your proxies) will vote your shares in the manner you indicate. You may specify whether your shares should be voted for or against all, some or none of the nominees for director and whether your shares should be voted for or against the other proposal. If you sign and return the proxy card without indicating your instructions, your shares will be voted as follows:
Shares represented by proxies, if such proxies are properly executed and returned and not revoked, will be voted as specified. Where no specification is made on a properly executed and returned form of proxy, the shares will be voted (i)