American Mold Guard, Inc. Receives Nasdaq Letter on Director Resignation.SAN JUAN CAPISTRANO San Juan Capistrano (săn wän kăpĭsträ`nō), city (1990 pop. 26,183), Orange co., S Calif.; inc. 1961. San Juan Capistrano has some manufactures, including aircraft parts, medical apparatus, and boats, but the economy is , Calif. -- American Mold Guard, Inc. (Nasdaq:AMGI AMGI Area Median Gross Income (low housing tax credit units tenancy) AMGI Agencia Mutua para la GarantÃa de las Inversiones ) a provider of mold prevention services to the residential real estate construction industry, announced today that in connection with the previously announced resignation of Thomas (language) Thomas - A language compatible with the language Dylan(TM). Thomas is NOT Dylan(TM). The first public release of a translator to Scheme by Matt Birkholz, Jim Miller, and Ron Weiss, written at Digital Equipment Corporation's Cambridge Research Laboratory runs C. Donnelly as a director, the Company has received a Nasdaq Staff Deficiency letter Deficiency letter Notification from the SEC to a prospective issuer of securities that revisions or additions need to be made to the preliminary prospectus. deficiency letter dated July 12, 2006 from the Nasdaq Stock Market Nasdaq stock market The first electronic stock market listing over 5000 companies. The Nasdaq stock market comprises two separate markets, namely the Nasdaq National Market, which trades large, active securities and the Nasdaq Smallcap Market that trades emerging growth companies. indicating that the Company is not in compliance with the continued listing requirements Listing requirements Requirements, including minimum shares outstanding, market value, and income, that are laid down by an exchange for any stock to be listed for trading. for the Nasdaq Stock Market as set forth in Marketplace Rule 4350. Marketplace Rule 4350(c)(1) requires that a majority of the Company's Board of Directors be comprised of independent directors. Marketplace Rule 4350(d)(2)(A) requires that the Company's Audit Committee be comprised of at least three members, each of whom are independent. Consistent with Marketplace Rule 4350(d)(4), and as confirmed by the Nasdaq Staff Deficiency letter, the Company has until the earlier of its annual shareholders meeting or July 5, 2007 to appoint another independent director to its Board of Directors and to name a third director as a member of the Audit Committee so that the Company regains compliance with the requirements of Marketplace Rule 4350. The Company further announced today that the Corporate Governance Corporate Governance The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy, and rule of law. and Nominating Committee A nominating committee is a group formed usually from inside the membership of an organization for the purpose of nominating candidates for office within the organization. It works similarly to an electoral college, the main difference being that the available candidates, either of the Company's Board of Directors will seek to identify a qualified replacement to fill the vacancies on the Board of Directors and the Audit Committee created by Mr. Donnelly's resignation. "While we regret Mr. Donnelly's resignation, we are confident that our Board of Directors will fill the resulting vacancies within the timeframe required by the Nasdaq Marketplace Rules and that this will not in any way disturb the Company's Nasdaq Stock Market listing," said Thomas Blakeley, the Company's Chairman and Chief Executive Officer. The Company will file a Current Report on Form 8-K Form 8-K The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock. Form 8-K See 8-K. later today that includes a copy of the Nasdaq Stock Market's letter as an exhibit. About American Mold Guard, Inc. Founded in 2002, American Mold Guard, Inc. is an industry leader in the field of mold prevention services. Its services are primarily focused on the residential real estate construction industry in California, Texas, Florida and Louisiana. Its customers include many of the largest national and regional home builders. Visit: www.americanmoldguard.com Statements in this press release that are not statements of historical or current fact constitute "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. ." Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the Company's actual operating results to be materially different from any historical results or from any future results expresses or implied by such forward-looking statements. In addition to statements that explicitly describe these risks and uncertainties, readers are urged to consider statements that contain terms such as "believes," "belief," "expects," "expect," "intends," "intend," "anticipate," "anticipates," "plans," "plan," to be uncertain and forward-looking. In particular, American Mold Guard makes no representations that the closing for the securities underlying the over-allotment option will occur. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in the Company's filings with Securities and Exchange Commission. |
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