UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of
Report (Date of earliest event reported): November 10, 2008 (November 10,
2008)
Commission
file number: 0-22773
NETSOL
TECHNOLOGIES, INC.
(Exact
name of small business issuer as specified in its charter)
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NEVADA
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95-4627685
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(State
or other Jurisdiction of
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(I.R.S.
Employer NO.)
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Incorporation
or Organization)
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23901
Calabasas Road, Suite 2072, Calabasas, CA 91302
(Address
of principal executive offices) (Zip Code)
(818)
222-9195 / (818) 222-9197
(Issuer's
telephone/facsimile numbers, including area code)
Item
4.02. Non-Reliance on Previously Issued Financial Statements or a Related Audit
Report or Completed Internal Review.
On
November 5, 2008, the management of NetSol Technologies, Inc. (the “Company”)
concluded, after consultation with our independent registered public accounting
firm, and a review of the pertinent facts, that the previously issued financial
statements contained in the Company's annual Report on Form 10-KSB for the
years
ended June 30, 2008, 2007 and 2006 should not be relied upon due primarily
to
computational errors in connection with the allocation of appropriate amounts
to
minority interest in the statement of income (operations) and calculation of
minority interest ownership.
Our
management, in consultation with our independent registered public accounting
firm, has determined that the financial statements included therein overstated
amount of our reported net income for the year ended June 30, 2008 and
understatement of losses for the years ended June 30, 2007 and 2006, by
approximately $2,229,824, $897,396 and $201,063, respectively.
We
are
currently preparing restated financial statements for the years ended June
30,
2008, 2007 and 2006, which we plan to include in an amendment to the Form
10-KSB.
The
Board
of Directors and Company management have discussed with the Company's
independent registered public accounting firm, the matters disclosed in this
filing pursuant to this Item 4.02.
SIGNATURES
In
accordance with the requirements of the Exchange Act, the registrant caused
this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.
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NETSOL
TECHNOLOGIES, INC.
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Date: November
10, 2008
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/s/
Najeeb Ghauri
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NAJEEB
GHAURI
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Chief
Executive Officer
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Date: November
10, 2008
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/s/
Tina Gilger
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TINA
GILGER
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Chief
Financial Officer
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