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CONSENT TO ELECTRONIC DELIVERY OF NOTICES AND DOCUMENTS
AND CONSENT TO ELECTRONIC VOTING

Dear Member:

Printing Industries of Northern California (the “Association”) is requesting that you sign this specific consent (the “Consent”) acknowledging and confirming your consent to receive communications and documents electronically, including but not limited to notice by electronic transmission of meetings of the Members, and to electronic voting by email or via a web landing page.

Before signing this Consent, please review and be aware of the following:

  1. If you would prefer written communications, you may request the Association to send meeting notices and other matters of official business to you via regular mail, telephone, or any other method permitted by the Association’s Bylaws.

  2. You have the right to withdraw your consent at any time after signing this form by providing the Secretary of the Association with written notice that you are withdrawing your consent relative to electronic transmission.

  3. You consent to receive all types of communications electronically, including, but not limited to, meeting notices and other important information regarding the Association. This Consent represents consent under Section 20 of the California Corporations Code, as amended.

  4. You consent to electronic voting by email or via a web landing page.

  5. Consenting to electronic transmission via e-mail or a web landing page requires that you have access to a computer, have a current e-mail account in your name, and have provided your current e-mail address to the Association.

  6. You agree to maintain the Association’s communications in strict confidence.

  7. You consent to electronic transmission to the email address set forth below.

WRITTEN RESOLUTIONS
OF THE MEMBERS OF
PRINTING INDUSTRIES OF NORTHERN CALIFORNIA
a California Nonprofit Mutual Benefit Corporation

The undersigned members (each a “Member” and collectively referred to as the “Members”) of PRINTING INDUSTRIES OF NORTHERN CALIFORNIA, a California Nonprofit Mutual Benefit corporation (“P.I.N.C.” or the “Association”) do by this writing ratify, approve, adopt, and consent (the “Consent”) to the following actions and resolutions pursuant to the California Corporations Code and the Bylaws of the Association, effective as of June 30, 2025 (the “Effective Date”).

Authorization of Merger

WHEREAS, the Board of Directors of the Association (the “Board”) has carefully considered and has deemed it reasonable, advisable, and in the best interests of P.I.N.C. and its Members (the “Members”) to merge (the “Merger” or the “Transactions”) with and into Printing Industries Association, Inc. (fka Printing Industries Association of Southern California) (“PIASC”), with PIASC being the Surviving Entity and P.I.N.C. being the disappearing entity (the “Disappearing Entity”); and

WHEREAS, as a result of the Merger, the three wholly-owned subsidiaries of Printing Industries of Northern California (namely, P.I.N.C. Inc., P.I.N.C. Insurance Services dba Visual Media Alliance Insurance Services, and the Guy and Louise Condrott Scholarship Fund Inc.) will become wholly-owned subsidiaries of PIASC,

NOW, THEREFOR, BE IT RESOLVED, that the Merger and the Transactions contemplated thereby, be, and hereby are, authorized, approved and declared advisable by the Members executing the attached written ballot (the “Ballot”) in the affirmative; and

RESOLVED FURTHER, that IAN FLYNN be, and hereby is, authorized, directed, and empowered to negotiate and execute the Merger Agreement, including without limitation the form, terms and provisions set forth in said Merger Agreement, and any agreements, documents, certificates, instruments, undertakings, schedules, reports, or other materials related to the Merger, or to do or to cause to be done any and all other acts and things as he in his discretion, may deem necessary or advisable and appropriate to carry out the intent of the foregoing resolutions, with such modifications thereto as he may deem appropriate, such approval to be conclusively evidenced by the execution and delivery thereof; and

RESOLVED FURTHER, that this Consent shall be added to the corporate records of the Association and made a part thereof, and the resolutions set forth above shall have the same force and effect as if adopted at a meeting duly noticed and held by the Member.

This Consent and Ballot may be signed in one or more counterparts or by annexing signature pages to this Consent, or on facsimile copies or other reliable reproduction of this Consent and Ballot (including, without limitation, transmission by .pdf), each of which shall be deemed an original, and all of which shall constitute one and the same instrument.

SIGNATURE PAGE & WRITTEN BALLOT

PRINTING INDUSTRIES OF NORTHERN CALIFORNIA

Please indicate your selection by clicking the appropriate radio button.

Please submit your completed Written Ballot by clicking the "Send" button below on or before 5:00pm (Pacific Standard Time) of June 30, 2025.

The undersigned, being a Member in good standing of the Printing Industries of Northern California (the “Association”), a California Nonprofit Mutual Benefit corporation, and acting pursuant to the Bylaws of the Association, hereby submits my one (1) vote (the “Vote”) as follows:

Thank You

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