NetSol Technologies Board of Directors Proposes Reverse Stock Split


CALABASAS, Calif., May 20, 2003 (PRIMEZONE) -- NetSol Technologies, Inc. (Nasdaq:NTWK), a developer of proprietary software applications, today announced that its Board of Directors proposed that shareholders approve an amendment to effect a reverse stock split in the range of 5:1 to 7:1. The reverse stock split is intended to regain compliance with the continued listing requirements of the NASDAQ SmallCap Market, and specifically, NASDAQ's minimum bid price requirement of $1.

NetSol intends to file a proxy statement regarding the reverse stock split proposal with the SEC, and it intends to mail a proxy statement to its stockholders regarding the proposal sometime soon thereafter. Stockholders are urged to read the proxy statement when it becomes available as it will contain important information about NetSol Technologies and the reverse stock split proposal.

NetSol and its executive officers and directors may be deemed to participate in the solicitation of proxies from NetSol's stockholders in favor of the reverse stock split proposal. Information regarding the security ownership and other interests of NetSol's executive officers and directors are included in the proxy statement.

"We believe that maintaining a NASDAQ SmallCap Market listing is in our shareholders' best interest as it provides greater share liquidity by the way of potentially higher trading volumes, lower bid-ask spreads, and a higher number of market markets," said NetSol Chairman Najeeb U. Ghauri. "Given the general weakness in the stock market and our recent share price, the Board agrees that a reverse stock split will be the best solution to maintaining our listing status. We are very confident about the success of NetSol and are working diligently to preserve and enhance shareholder value," added Ghauri.

About NetSol Technologies, Inc.

NetSol Technologies is a leading end-to-end solution provider for the lease and finance industry. Headquartered in Calabasas, CA, NetSol Technologies, Inc. operates on a global basis with locations in the U.S., East Asia and Asia Pacific. NetSol helps its clients identify, evaluate and implement technology solutions to meet their most critical business challenges and maximize their bottom line. By utilizing its worldwide resources, NetSol has been delivering high quality, cost effective IT services ranging from consulting and application development to systems integration and outsourcing for years. Their commitment to quality is demonstrated by achieving both ISO 9001 and SEI (Software Engineering Institute) CMM (Capability Maturity Model) Level 2 assessment.

Securities Exchange Act of 1934

This release is comprised of inter-related information that must be interpreted in the context of all the information provided; accordingly, care should be exercised not to consider portions of this release out of context. This release is provided in compliance with Commission Regulation FD and contains certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21B of the Securities Exchange Act of 1934. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, goals, assumption or future events or performance, are not statements of historical fact and may be "forward-looking statements." Forward-looking statements are based on expectations, estimates and projections at the time the statements are made that involve a number of risks and uncertainties which could cause actual results or events to differ materially from those presently anticipated. Forward-looking statements in this action may be identified through the use of words such as "expects," "will," "anticipates," "estimates," "believes," or statements indicating certain actions "may," "could," or "might" occur. Such statements reflect the current views of NetSol Technologies with respect to future events and are subject to certain assumptions, including those described in this release. Should one or more of the underlying assumptions prove incorrect, actual results may vary materially from those described herein as anticipated, believed or expected. NetSol Technologies does not intend to update these forward-looking statements prior to announcement of quarterly or annual results.



            

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