XTL Biopharmaceuticals Receives Notice of Non-Compliance with Nasdaq Marketplace Rule Due to Changes in Board C...( VALLEY COTTAGE N.Y. Aug. 15 /- XT...)

VALLEY COTTAGE, N.Y., Aug. 15 /PRNewswire-FirstCall/ -- XTL Biopharmaceuticals Ltd. (Nasdaq: XTLB, TASE: XTL) announced today the receipt of a Staff Deficiency Letter from The Nasdaq Stock Market ("Nasdaq") indicating that the Company fails to comply with the audit committee composition requirements of Nasdaq Marketplace Rule 4350(d)(2), which requires XTL to maintain an audit committee comprised of at least three independent directors.

XTL, an Israeli domiciled company, is required by the Israeli Companies Act to elect two External Directors to the Company's Board of Directors, each to serve a three-year term. XTL's last External Directors were appointed on August 1, 2005, and their term expired on July 31, 2008. The Israeli Companies Act requires further that XTL's audit committee consist of three directors and that both External Directors be members of the audit committee. As a result of the expiration of the External Directors' term of office on July 31, 2008, and the fact that new External Directors have yet to be elected, XTL does not currently have a valid Audit Committee under the Israeli Companies Act and consequently does not comply with Nasdaq Marketplace Rule 4350(d)(2).

XTL has commenced a process to identify qualified replacements to fill the two External Director vacancies, and expects to complete this process and provide evidence of its compliance with the Marketplace Rules to Nasdaq in short order. Until that time, the Company's Board of Directors, comprised of five directors, one of whom is a financial expert, and four of whom are considered by XTL to be independent directors under the Securities Exchange Act of 1934 and applicable listing rules of Nasdaq, will assume, for the purposes of corporate governan
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