EXHIBIT 99.49
HYDROMER, Inc.
Annual Meeting of Stockholders
December 20, 2012
PROXY BALLOT (8K Item 5.07(b))
The undersigned, attorneys and proxies on behalf of the persons whose names are signed to the proxies in favor of the undersigned, which proxies are filed with the Secretary of the Annual Meeting of Shareholders of HYDROMER, INC., convened December 20, 2012, to which proxies reference is hereby made, do hereby cast one vote for each of the 4,016,188 shares of said Corporation represented by such proxies as indicated upon each of the following:
| 1. Election of Directors | ||||||
| For | % | Withhold | % | Broker Non-Vote | % | |
| Manfred F. Dyck | 3,426,568 | 99.7% | 9,600 | 0.3% | 580,020 | 0.0% |
| Robert H. Bea | 3,435,268 | 100.0% | 900 | 0.0% | 580,020 | 0.0% |
| Maxwell Borow | 3,427,768 | 99.8% | 8,400 | 0.2% | 580,020 | 0.0% |
| Ursula M. Dyck | 3,426,568 | 99.7% | 9,600 | 0.3% | 580,020 | 0.0% |
| Dieter Heinemann | 3,427,768 | 99.8% | 8,400 | 0.2% | 580,020 | 0.0% |
| Frederick L. Perl | 3,427,768 | 99.8% | 8,400 | 0.2% | 580,020 | 0.0% |
| Michael F. Ryan | 3,435,268 | 100.0% | 900 | 0.0% | 580,020 | 0.0% |
| George A. Ziets | 3,435,268 | 100.0% | 900 | 0.0% | 580,020 | 0.0% |
| 2. The ratification of the appointment of Rosenberg Rich Baker Berman & Company | |||||||||
| as Hydromer's independent accountants for the 2013 fiscal year. | |||||||||
| For | % | Against | % | Abstain | % | Broker Non-Vote | % | ||
| 4,015,488 | 100.0% | 0 | 0.0% | 700 | .0% | 0 | 0.0% | ||
| Date: December 20, 2012 | Hydromer Inc. | |
| By | /s/ Kent E. Hansen | |
| Name: Kent. E. Hansen | ||
| Date: December 20, 2012 | Hydromer Inc. | |
| By | /s/ Robert Y. Lee | |
| Name: Robert Y. Lee Title: Chief Financial Officer | ||
