AGREEMENT AND PLAN OF REORGANIZATION AMONG CROFF ENTERPRISES, INC., AMHN ACQUISITION CORP., AMERICA’S MINORITY HEALTH NETWORK, INC. AND THE MAJOR SHAREHOLDERS Listed on Schedule A HeretoAgreement and Plan of Reorganization • July 10th, 2009 • Croff Enterprises Inc • Crude petroleum & natural gas • Delaware
This Agreement and Plan of Reorganization (hereinafter the “Agreement”) is entered into effective as of this 6th day of July 2009, by and among Croff Enterprises, Inc., a Utah corporation (hereinafter “Parent”); AMHN Acquisition Corp., a newly formed Delaware corporation and wholly owned subsidiary of Parent (hereinafter “Merger Sub”); the Major Shareholders listed on Schedule A hereto (hereinafter the “Major Shareholders”); and America’s Minority Health Network, Inc. a Delaware corporation (hereinafter the “Company” or “AMHN”) and the Major Shareholders.
