Finjan Holdings Inc (FNJN)

[Det_Robert_Thorne]

The Board recommends voting for ALL proposals

Each of the five proposals were approved by the BoD, so of course they would want the shareholders to vote in favor of them.

1) The Board recommends that stockholders vote FOR the election of Mr. Edward J. Gildea. (pg 12)

2) The Board recommends that stockholders vote FOR the ratification of the selection of MFA LLP as the Company’s independent public accountant for the year 2012. (pg 12)

3) The Board recommends that stockholders vote FOR the proposal to approve an amendment to the Company’s Certificate of Incorporation to authorize the Board of Directors to effect a reverse stock split. (pg 17)

4) The Board recommends that stockholders vote FOR the proposal to authorize the Board of Directors to abandon the Reverse Split in its discretion. (pg 17)

5) The Board recommends that stockholders vote FOR increasing the number of authorized shares of common stock. (pg 19)

http://edgar.sec.gov/Archives/edgar/data/1366340/000119312512168456/d336531dpre14a.htm

Prop 3 gives them the authority to implement a reverse, while Prop 4 gives them the ability to decide not to. It adds flexibility, and is the same thing that they did for the last reverse split, i.e., one proposal to approve the reverse, a second to give authority to abandon it.

Both were approved by the shareholders on Feb 17. 2012:

On February 17, 2012, the Company held a Special Meeting of Stockholders at its office in Boston, Massachusetts. At the Meeting, the Company's stockholders approved the following matters:

1. The authorization of the Board of Directors to amend the Certificate of Incorporation to implement a reverse split of the Company's issued and outstanding stock at a ratio of 1:500 (102,602,303 FOR, 46,099,983 AGAINST and 1,034,306 ABSTENTENTIONS); and

2. The authorization of the Board of Directors to abandon the reverse stock split at its discretion (138,836,604 FOR, 8,595,654 AGAINST and 2,304,334 ABSTENTIONS).

http://edgar.sec.gov/Archives/edgar/data/1366340/000129993312000409/htm_44283.htm

The reverse went into effect on March 5, 2012.