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ELECTRONIC BALLOT

AMERICAN ASSOCIATION FOR CRYSTAL GROWTH

 

Pursuant to this Electronic Ballot, the voting members (the “Members”) of American Association for Crystal Growth, a New Jersey nonprofit corporation (the “Association”), are voting to approve the dissolution of the Corporation in connection with its reincorporation in the State of California.

 

The Board of Directors recommends that the Members of the Association vote “FOR” the dissolution of the Corporation and approval of the Plan of Dissolution and Disposition of Assets attached hereto as Exhibit A (the “Plan of Dissolution”).  The Plan of Dissolution provides for the Association to be dissolved, for its remaining assets to be distributed to American Association for Cystal Growth, a California nonprofit corporation (“AACG -CA”), and for the memberships in the Association to be converted into memberships in AACG-CA.

BALLOT MEASURE

The undersigned Member votes:
IN FAVOR / or
AGAINST

the dissolution of the Corporation pursuant to the Plan of Dissolution.

 For the dissolution of the Corporation to be approved and the Plan of Dissolution adopted, the number of votes cast by the Members must equal or exceed ten percent (10%) of the Members as of the record date of January 28, 2026, and the votes cast IN FAVOR must equal or exceed two-thirds (2/3) of votes cast.

 

Only active Members of the Association shall be entitled to vote. The votes cast by this Electronic Ballot may not be revoked.

 

This Electronic Ballot must be voted by no later than 5:00 p.m. on February 16, 2026, to be counted.


*Acknowledgement of Electronic Signature:   The above signatory acknowledges and agrees that insertion of their name above constitutes a legal signature, and that they consent to the action taken herein pursuant to this electronic ballot.

EXHIBIT A

PLAN OF DISSOLUTION AND DISPOSITION OF ASSETS


            1.         This Plan of Dissolution is adopted by American Association for Crystal Growth, a New Jersey nonprofit corporation (the "Corporation") for the assembling and marshaling of the assets of the Corporation, the paying of or provision for payment of all known debts and liabilities, and the distribution of the remaining assets of the Corporation to American Association for Crystal Growth, a California nonprofit corporation (“AACG-CA”).


            2.         The Chief Executive Officer or Chief Financial Officer of the Corporation shall transfer any or all of those assets of the Corporation on the terms and conditions set forth herein, or on such other terms and conditions that the officers deem reasonable or expedient and shall execute all instruments necessary to transfer title to such assets.


            3.         The Corporation shall first pay and discharge all liabilities and obligations of the Corporation or provide for such liabilities to be assumed by AACG-CA.


            4.         The Corporation shall comply with all conditions of any tax exemption applicable to the Corporation.


            5.         The Corporation shall dispose of its remaining assets in the following manner and order:


                        (a)        Transfer or convey the assets held by the Corporation, after paying or adequately providing for payment of the liabilities of the Corporation, to American Association for Crystal Growth, a California nonprofit corporation, which is recognized as an I.R.C. §501(c)(3) tax exempt organization. 


                        (b)       Provide for the memberships of the members of the Corporation to be converted into memberships in AACG-CA on such terms and conditions as the officers of the Corporation deem reasonable or expedient, and to execute such instruments or documents as necessary or desirable to provide for such conversion.


                        (c)        Pay into the Superior Court of New Jersey, the assets of the Corporation to distributees who are unknown, who cannot be found or who are under a disability and for whom there is no legal representative.


            6.         If the Corporation is authorized to do business under laws of another state, then the Corporation shall implement all applicable procedures under those laws for the surrender of the Corporation's certificate of authority.


            7.         The Chief Executive Officer or Chief Financial Officer of the Corporation is authorized to do such acts and to take such steps as may be necessary or convenient to effect this Plan of Dissolution, including but not limited to executing and filing all documents required by law to be filed.


            8.         The Chief Executive Officer or Chief Financial Officer of the Corporation is authorized and directed to take appropriate measures to obtain the approval of the Plan of Dissolution by the affirmative votes of at least two-thirds (2/3) of the Trustees entitled to vote on the Plan, and at least two-thirds (2/3) of a quorum of the Members of the Corporation.


            IN WITNESS WHEREOF, the undersigned officers have executed and delivered this Plan of Dissolution on the_____________ day of__________, 2026.



AMERICAN ASSOCIATION FOR CRYSTAL GROWTH

By: ___________________________________                                             

Peter Schunemann

Chief Executive Officer

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