What changed in this filing

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Item 1. Business

2020-09-28 compared with 2019-09-23 · 332 added, 224 removed, 244 unchanged (70% of the section changed)

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Company’s primary source of revenue is the licensing, customization, enhancement and maintenance of its suite of financial

applications under the brand name NFS™

(NetSol Financial Suite) and NFS Ascent TM for leading businesses in the

global lease and finance industry.

applications under the brand name NFS Ascent ®

for leading businesses in the global finance and leasing industry.

NETSOL’s

clients include Dow-Jones 30 Industrials and Fortune 500 manufacturers and financial institutions, global vehicle manufacturers,

and enterprise technology providers, all of which are serviced by NetSol delivery locations around the globe.

clients include blue chip organizations, Dow-Jones 30 Industrials, Fortune 500 manufacturers and financial institutions, global

vehicle manufacturers, and enterprise technology providers, all of which are serviced by NETSOL delivery locations around the

in 1997, NETSOL is headquartered in Calabasas, California.

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of its portfolio of solutions and services, it continues to maintain regional offices in the following locations:

Metropolitan area

Metropolitan Area, Horsham

Karachi, Bangkok, Beijing, Shanghai, Jakarta and Sydney

Company continues to maintain services, solutions and/or sales specific offices in the USA, England, Pakistan, Thailand, China,

Indonesia and Australia.

Company continues to maintain services, solutions and/or sales specific offices in the USA, England, Australia, Thailand, China,

Indonesia and Pakistan.

Business Model

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and mature marketplace.

NetSol believes that people are the drivers of success.

We invest in hiring, training and retaining top-notch

staff to ensure not only successful selling but also the ongoing satisfaction of our clients.

NETSOL believes that people are the drivers of success and we invest in hiring, training and retaining

top-notch staff to ensure not only successful selling but also the ongoing satisfaction of our clients.

Taken together, this “selling

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This has helped in strengthening customer relationships and building a deeper understanding of local market dynamics.

Simultaneously, the Company is able to extend services and support development through a combination of local/onsite and central/off-site

This approach allows the Company to offer blended rates to its customers by employing a unique and cost-effective global

development model.

our business model is built around the development, implementation and maintenance of our suite of financial applications, under

NFS™, NetSol has employed the same facilities and competencies to extend its offerings into related segments, including:

Simultaneously, the Company is able to extend services and even support development through a combination of local/onsite and

central/off-site resources.

This approach allows the Company to offer blended rates to its customers by employing a unique and

cost-effective global development model.

our business model is built around the development, implementation and maintenance of our suite of financial applications, NETSOL

has employed the same facilities and competencies to extend its offerings into related segments, including:

consulting & services

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technology/start-up

Lab, developing new tools and technologies

global operation is broken down into three regions:

North America, Europe and Asia Pacific.

All subsidiaries are seamlessly integrated

to function effectively with global delivery capabilities, cross selling to multinational asset finance companies, leveraging

a centralized marketing and pre-sales organization and, a network of employees connected across the globe to support local and

global customers and partners.

Financial Suite™

NetSol’s

offerings include its flagship global solution, NFS™.

A robust suite of four software applications that is an end-to-end

solution for the asset finance industry covering the complete leasing and finance cycle starting from quotation origination through

end of contract transactions and including digital channel support with intuitive mobile applications.

The four applications under

have been designed and developed for a highly flexible setting and are capable of dealing with multinational, multi-company,

All of the subsidiaries are seamlessly

integrated to function effectively with global delivery capabilities, cross selling to multinational asset finance companies,

leveraging a centralized marketing and pre-sales organization and, a network of employees connected across the globe to support

local and global customers and partners.

the complete finance and leasing cycle starting from quotation origination through end of contract transactions, NFS Ascent ®

has been designed and developed for a highly flexible setting and is capable of dealing with multinational, multi-company,

multi-asset, multi-lingual, multi-distributor and multi-manufacturer environments.

Each application is a complete system in itself

and can be used independently to address specific sub-domains of the leasing/financing cycle.

When used together, they fully automate

the entire leasing/financing cycle for companies of any size, including those with multi-billion-dollar portfolios.

Ascent™, the Company’s next generation platform, offers a technologically advanced solution for the auto and equipment

finance and leasing industry.

NFS Ascent’s™

architecture and user interfaces were designed based on the Company’s

collective experience with global Fortune 500 companies over the past 40 years combined with UX design concepts.

The platform’s

framework allows auto captive and asset finance companies to rapidly transform legacy driven technology into a state-of-the-art

IT and business process environment.

At the core of the NFS Ascent™

platform is a lease accounting and contract processing

engine, which allows for an array of interest calculation methods, as well as robust accounting of multi-billion-dollar lease

portfolios in compliance with various regulatory standards.

NFS Ascent™, with its distributed and clustered deployment across

parallel application and high-volume data servers, enables finance companies to process voluminous data in a hyper speed environment.

Ascent™

has been developed using the latest tools and technologies and its n-tier SOA architecture allows the system to

greatly improve a myriad of areas including, but not limited to, scalability, performance, fault tolerance and security.

that the transition from NFS™

to NFS Ascent™

The solution fully automates the entire financing/leasing

cycle for companies of any size, including those with multi-billion-dollar portfolios.

is built on cutting-edge, modern technology that enables auto, equipment and big-ticket finance companies

to run their retail and wholesale finance business with ease.

With comprehensive domain coverage and powerful configuration engines,

it is architected to empower finance and leasing companies with a platform that supports their growth in terms of business volume

and transactions.

Company’s next generation platform offers a technologically advanced solution for the auto and equipment finance and leasing

NFS Ascent’s ®

architecture and user interfaces were designed based on the Company’s collective

experience with global Fortune 500 companies over the past 40 years combined with UX design concepts.

The platform’s framework

allows auto captive and asset finance companies to rapidly transform legacy driven technology into a state-of-the-art IT and business

process environment.

the core of the NFS Ascent ®

platform is a lease accounting and contract processing engine, which allows for an

array of interest calculation methods, as well as robust accounting of multi-billion-dollar lease portfolios in compliance with

various regulatory standards.

NFS Ascent ®

, with its distributed and clustered deployment across parallel application

and high-volume data servers, enables finance companies to process voluminous data in a hyper speed environment.

Company’s premier solution has been developed using the latest tools and technologies and its n-tier SOA architecture allows

the system to greatly improve a myriad of areas including, but not limited to, scalability, performance, fault tolerance and security.

We believe NFS Ascent ®

in overall productivity throughout the delivery organization:

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our clients allowing them to configure certain parts of the application themselves rather than requesting customization.

NFS Ascent™

platform and the SOA architecture allow us to develop portals and mobile applications quickly by utilizing

our existing services.

NFS Ascent ®

platform and the SOA architecture allow us to develop portals and mobile applications quickly by

utilizing our existing services.

n-tier architecture allows us to intelligently distribute processing and eases application maintenance.

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in talent acquisition and retention:

NFS Ascent™

has been developed using the latest technologies and tools available in the market, it is helping us in

attracting and retaining top engineers.

NFS Ascent ®

has been developed using the latest technologies and tools available in the market, it is helping

us in attracting and retaining top engineers.

customer satisfaction:

a result of the powerful NFS Ascent™

platform and improvement in the talent pool, the quality of our deliverables has

and NFS Ascent™

a result of the powerful NFS Ascent ®

platform and improvement in the talent pool, the quality of our deliverables

has increased.

CONSTITUENT APPLICATIONS

Origination System (LOS)

of Sale (POS)

is a front office processing system for companies in the financial sector.

It provides a quotation system which also incorporates

a simulation for all kinds of financial products using a powerful built-in loan calculator.

Application Processing System (CAP)

provides companies in the financial sector with an environment to handle the incoming credit applications from dealers, agents,

brokers and the direct sales force.

CAP automatically gathers information from different interfaces like credit rating agencies,

evaluation guides, and contract management systems and gives the applications a score against a user defined point scoring system.

This automated workflow permits the credit team members to make their decisions more quickly and accurately.

CAP is a database

independent online system developed in Microsoft’s .Net framework.

It can be run from any computer system with normal

specifications, which is a key benefit for clients.

Point of Sale (Omni POS)

highly agile, easy-to-use, web-based application - also accessible through mobile devices - Ascent’s Omni POS system delivers

an intuitive user experience, with features that enable rapid data capture.

Information captured at the point of sale can be made

available to anyone in an organization at any point in the lifecycle of each transaction.

Management System (CMS)

provides comprehensive business functionality that enables its users to effectively and smoothly manage and maintain a contract

with the most comprehensive details throughout its life cycle.

It provides interfaces with external systems such as banks and

accounting systems.

CMS effectively maintains details of all business partners that do business with the company including, but

not limited to, customers, dealers, debtors, guarantors, insurance companies and banks.

Ascent’s

Contract Management System (CMS) is a powerful, highly agile, functionally rich application for managing and maintaining detailed

credit contracts throughout their lifecycle –

from pre-activation and activation through customer management, asset financial

management, billing and collections, finance and accounting, restructuring and maturity.

Finance System (WFS)

automates and manages the floor plan/bailment activities of dealerships through a finance company.

The design of the system is

based on the concept of one asset/one loan to facilitate asset tracking and costing.

The system covers credit limit, payment of

loan, billing and settlement, stock auditing, online dealer and auditor access, and ultimately the pay-off functions.

Ascent Wholesale Finance System (WFS) provides a powerful, seamless and efficient system for automating and managing the entire

lifecycle of wholesale finance.

With floor planning, dealer and inventory financing, it is ideal for a culture of collaboration.

Dealers, distributors, partners and anyone in the supply chain are empowered to realize the benefits of financing –

leverage the advantages of real-time business intelligence.

The system also supports asset and non-asset-based financing.

Auditor Access System (DAAS)

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needs of dealer, distributor and auditor access in a wholesale financing arrangement.

Digital enables a sales force for a finance and leasing company to access different channels like point of sale, field investigation

and auditing as well as allowing end customers to access their contract details through a self-service mobile application.

Company’s premier, next generation solution NFS Ascent ®

is now also available on the Cloud at a SaaS/Subscription

based pricing.

With quick, seamless deployments and easy scalability, it is an extremely adaptive retail and wholesale platform

for the global finance and leasing industry.

This cloud-version of NFS Ascent ®

is offered via flexible, value-driven

subscription-based pricing options.

Digital is a combination of our core strengths, domain and technology.

Our insight into the evolving landscape along with our

valuable experience enables us to define sound digital transformation strategies and compliment them with smart digital solutions

so our customers always remain competitive and relevant to the dynamic environment.

Our digital transformation solutions are extremely

robust and can be used with or without our core, next-gen solution (NFS Ascent ®

) to effectively augment and enhance

our customer’s ecosystem.

Point of Sale

self-service POS portal allows customers to go through the complete buying and financing process online and on their mobile

devices including car configuration, generating quotations, and filling out applications.

powerful mAccount is a self-service mobile solution.

It empowers the dealer with a commanding backend system and allows

the customer to setup a secured account and view information 24/7 to keep track of contract status, reducing inbound calls for

It empowers the dealer with a commanding backend system and allows the

customer to setup a secured account and view information 24/7 to keep track of contract status, reducing inbound calls for

customer queries and improving turnaround time for repayments.

Point of Sale

application mPOS is a web and mobile enabled platform featuring a customizable home screen dashboard along with multiple

quotation, application submission, work queues and detailed reporting to empower dealer networks in making the right decisions

at the right time, in turn optimizing productivity.

application mPOS is a web and mobile enabled platform featuring a customizable home screen dashboard along with multiple quotation,

application submission, work queues and detailed reporting to empower dealer networks in making the right decisions at the

right time, in turn optimizing productivity.

Platform mDealer provides more visibility and control over inventories –

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mAuditor schedules visits, records audit exceptions and tracks assets for higher levels of transparency, in real time.

empowers collections teams to do more, with an easy-to-use interface and intelligent architecture.

The tool exponentially

increases the productivity of field teams by enabling them to carry out all collection related tasks on the go.

Field Investigator

using Mobile Field Investigator ( mFI), the applicant has access to powerful features that permit detailed verification

using Mobile Field Investigator (mFI), the applicant has access to powerful features that permit detailed verification on

The application features a reporting dashboard that displays progress stats, action items and latest notifications,

enabling the client to achieve daily goals while tracking performance.

NFS Ascent™

Mobility Orchestration System

is a subsidiary of NetSol Technologies, Inc.

and provides customer-friendly, business-to-business, white-label solutions for mobility.

Our suite of agile and configurable solutions includes a range of car-sharing and subscription products.

With just over 16 months

since its inception, Otoz’s team of 40 individuals from 7 nationalities has developed a product which has been benchmarked

by a partner company of Google in the UK.

Otoz has recorded strong interests from tier 1 auto-finance companies across the globe.

is a digital platform that helps automotive asset-holders (auto-manufacturers, auto-captives and fleet owners) and start-ups to

launch, orchestrate and scale mobility businesses.

Otoz platform is built on cutting-edge technology stack which comprises of

Cloud-Native Architecture, Microservices, Artificial Intelligence, Machine Learning, Blockchain, DevOps and APIs.

Otoz powerful

feature-set allows automotive asset-holders with the ability to orchestrate a range of car-share and vehicle subscription services.

The data-driven nature of platform empowers automotive asset-holders to maximize optimize and utilize mobility offerings.

enables customers to book car-share and subscribe to vehicles through its intuitive, digital, and easy to use interface.

driven architecture allows quick integration of ecosystem partners such as maintenance, roadside and offline jobs providers to

allow seamless operation of mobility services.

Salient features are:

provides white-label solutions to OEMs, captive finance companies and other fleet owners/operators to launch their own mobility

and personalized pricing:

Our suite of AI models can assess consumer price sensitivities and fuel data-driven models and maximize

conversion rates.

customer targeting and personalization:

Segmenting target customers and developing data-driven incentive structures will drive

Asset utilization:

Assets can be deployed across different mobility solutions, such as car sharing and car subscription to

maximize utilization.

(real-time tracking):

Otoz is a connected platform and IoT data is tracked in real time offering security and optimal asset

management to operators.

Accuracy of mileage, service data, accidents, trip data are efficiently tracked through blockchain, ensuring transparency

and supporting optimal asset management.

The automotive value chain can be managed via blockchain, for example, by using smart contracts to manage vehicle operations

safely and efficiently.

platform is built on the latest cloud-native architecture comprising of microservices, DevOps, containerization and continuous

delivery to ensure quick time to market and global scalability (multitenancy and multicurrency).

AI-driven chatbot ensures 24-hour availability of customer services.

Mobility Orchestration System Applications :

back-office consists of highly flexible and configurable modules that help manage and orchestrate mobility services.

These modules

Fleet Management, Trip Management, Communications Management, Notification Management, Payment Management, Member Management,

Promotions and Discounts, WorkQueue and Template Management.

In addition, Otoz back office provides insights related to market

intelligence, business KPIs and car-usage analytics.

The back-office modules are configured according to client’s requirement

and the module is white-labelled as well.

offers its customers with native iOS and Android mobile apps.

These apps serve as a channel to reach out to the end customers

and offer multi-services on a single app.

offers a complete digital platform on a web-based front-office application.

End customers of Otoz clients can visit the website

to attain mobility services such as car-share, car subscription and rentals.

offers its client an AI powered chatbot that offers customers the ability to book a vehicle for their mobility needs on the chatbot.

The chatbot is equipped with computer vision APIs that serve as a medium to verify customer’s documents.

Customers can pay

through the chatbot and ultimately complete the booking.

Otoz offers this chatbot as a white-label solution as well.

Intelligence Models

applications contain a suite of AI models that makes the digital platform truly data driven in nature.

Otoz has intelligence around,

pricing, customer retention and lifetime value, vehicle recommendations and customer segmentation.

These models work seamlessly

within the Otoz platform in harmony with other microservices.

Team Otoz is working on packaging these AI models in a way to sell

it independently to clients that requires only AI capability.

is a multi-service, multi-product platform comprising of various customer journeys such as car-share, car subscription, rentals,

airport transfers, digital retail and more.

Team Otoz has a product roadmap of building a Super App which will carry all services

and features in one package;

allowing our B2B customers to subscribe to different products on the go.

NFS Ascent ®

is designed to be a truly global solution ready for customization in any market, the Company has historically

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North America, NetSol Technologies Americas, Inc.

(“NTA”) has and continues to develop the LeasePak CMS product which

is now tailored to be an offering on the Microsoft Azure™

LeasePak streamlines the lease and loan management lifecycle,

enabling superior portfolio management, flexible financial products (lease or loan terms) and sophisticated financial analysis

and management to reduce operating costs, simplify accounting and improve profits.

It is scalable from a basic offering

to a collection of highly specialized add on modules for systems, portfolios and accounting methods for virtually all sizes and

complexity of operations.

It is the centerpiece of vehicle leasing infrastructure at leading Fortune 500 banks and Automotive

Captives, as well as for some of the industry’s leading independent lessors.

It handles every aspect of the lease or loan

lifecycle, including credit application origination, credit adjudication, pricing, documentation, booking, payments, customer

service, collections, midterm adjustments, and end-of-term options for asset disposition and remarketing.

(NTA) has and continues to develop the LeasePak CMS product which is now tailored

to be an offering on the Microsoft Azure™

LeasePak streamlines the lease and loan management lifecycle, enabling

superior portfolio management, flexible financial products (lease or loan terms) and sophisticated financial analysis and management

to reduce operating costs, simplify accounting and improve profits.

It is scalable from a basic offering to a collection

of highly specialized add on modules for systems, portfolios and accounting methods for virtually all sizes and complexity of

It is the centerpiece of vehicle leasing infrastructure at leading Fortune 500 banks and Automotive Captives, as well

as for some of the industry’s leading independent lessors.

It handles every aspect of the lease or loan lifecycle, including

credit application origination, credit adjudication, pricing, documentation, booking, payments, customer service, collections,

midterm adjustments, and end-of-term options for asset disposition and remarketing.

also offers the LeasePak Software-as-a-Service (“SaaS”) business line, which provides high performance with a reduced

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LeasePak-SaaS targets small and mid-sized leasing and finance companies.

addition to offering NFS Ascent™

addition to offering NFS Ascent ®

to the European market, NTE has some regional offerings, including:

a full lifecycle lease and finance system aimed predominantly at the UK funder market, including modules to support

web portals and an electronic data interchange manager to facilitate integration between funders and introducers.

a full lifecycle asset lease and finance system aimed predominantly at the UK and European funder market, including

modules to support web portals and an electronic data interchange manager to facilitate integration between funders and introducers.

similar to LeaseSoft, but optimized for the consumer loan market.

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NETSOL charges these efforts in a man-day rate.

Post implementation, NetSol consultants may remain at the client site

to assist the customer in smooth operations.

After this phase, the regular maintenance and support services phase for the implemented

software begins.

In addition to the daily rate paid by the customer for each consultant, the customer also pays for all the transportation

related expenses, boarding of the consultants, and a living allowance.

NetSol’s involvement in all the above steps is priced

to bring value to our customers and increase our profitability from our interactions.

implementation, NETSOL consultants may remain at the client site to assist the customer in smooth operations.

After this phase,

the regular maintenance and support services phase for the implemented software begins.

In addition to the daily rate paid by

the customer for each consultant, the customer also pays for all the transportation related expenses, boarding of the consultants,

and a living allowance.

NETSOL’s involvement in all the above steps is priced to bring value to our customers and increase

our profitability from our interactions.

Cloud-enabled

NFS Ascent ®

solutions are offered via seamless and rapid deployments.

The swift speed of implementations for our

cloud ready products enables businesses to be more responsive and attain a competitive advantage.

AND REVENUE STREAMS

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The annual maintenance fee, which typically is an agreed

upon percentage of overall monetary value of the license, then becomes an ongoing revenue stream realized on yearly basis.

upon percentage of overall monetary value of the license, then becomes an ongoing revenue stream realized on a yearly basis.

from software services includes fixed price and time and materials-based contracts and is recognized as the services are performed.

Lease Services

Lease Services (VLS), has operated as a joint venture between NTE and Investec Bank since 2011.

Effective June 30, 2019, NTE acquired

Investec’s interest in VLS resulting in VLS becoming a wholly owned subsidiary of NTE and dissolving the joint venture.

VLS provides an asset finance services proposition complementing our core solutions offerings.

VLS provides three core services,

covering business process outsourcing (BPO), provision of standby servicing to the securitization markets, and audit services.

The cornerstone of VLS’s range of services is the BPO offering which provides portfolio management to a range of businesses,

including start-ups, growth businesses, and those in run down mode.

The BPO service also supports portfolio acquirers.

a Fitch ABS Primary Servicer Rating of “ABPS3+”.

Additionally,

in order to avoid lumpiness in its revenues and to ensure a predictable revenue base over coming years, the business has shifted

to a new pricing strategy whereby the business is now offering its cloud ready products at SaaS/subscription-based pricing models.

Rapid deployments coupled with affordable prices/payment schedules is expected to lead the business towards volume-based selling.

Moreover, this value-driven pricing plan is intended to decrease the initial buy-in cost for new customers by eliminating heavy

license fees and provides an alternative to current customers seeking lower software usage and maintenance costs.

South East Asia Pte.

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(“CoC”) in Singapore to facilitate the regional

companies in NFS™

related matters.

companies in product related matters.

The DSEA CoC is powered by highly qualified technical and business personnel.

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with our Asia Pacific region, the CoC supports DFS companies in twelve different countries in Asia and Africa and this list can

increase as more DFS companies from other countries opt for NFS Ascent™.

In July 2004, the Company entered into a Frame

Agreement with DFS for the Asia Pacific and Africa region.

This agreement was renewed in 2008, 2010, 2013 and most recently in

January 2016.

The agreement serves as a guideline for managing the business relationship with DFS and the use of licensed NFS TM

products by DFS and its affiliated companies.

increase as more DFS companies from other countries opt for NFS Ascent ®

In July 2004, the Company entered into

a Frame Agreement with DFS for the Asia Pacific and Africa region.

This agreement was renewed in 2008, 2010, 2013 and most recently

in January 2016.

The agreement serves as a guideline for managing the business relationship with DFS and the use of licensed products

of the company by DFS and its affiliated companies.

has strategic partnerships with Microsoft and CGI pertaining to cloud-hosting activities for the Company’s cloud-based products.

NETSOL hosts its cloud version of Ascent, NFS Ascent ®

on the Cloud and LeasePak Cloud - SaaS in the high performance

and cost-effective Microsoft Azure cloud environment.

A quick start implementation program combined with hassle-free Microsoft

cloud connectivity ensures new clients see a time-to-value faster than ever before.

and CGI agreed to promote each other for their respective products and services amongst their respective existing customers across

various regions.

NETSOL also utilizes CGI for managed services and cloud hosting related activities for NETSOL’s engagements

with their customers in Europe particularly.

Company is a Microsoft Certified Silver Partner and an Oracle Certified Partner.

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The marketing for our core offerings in the Americas

and Europe is carried out from our Los Angeles Area, Horsham and London Metropolitan area offices, respectively.

and Europe is carried out from our Los Angeles Area and London Metropolitan Area offices, respectively.

Company believes it has developed a strong corporate culture that is critical to its success.

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to the growing demand for our core offerings and IT services, retention of technical and management personnel is essential.

have enhanced the compensation structure for our technical teams and senior management to stay ahead of global and regional competition.

As a result, our employee turnover was under 10% in 2019 with a goal to maintain the turnover level under 10% during

the 2020 fiscal year and onwards.

In addition, we are committed to improving key performance indicators such as efficiency, productivity

and revenue per employee.

employee turnover was under 10% in 2020 with a goal to maintain the turnover level under 10% during the 2021 fiscal year and onwards.

In addition, we are committed to improving key performance indicators such as efficiency, productivity and revenue per employee.

encourage all employees to build on our core values, we reward teamwork and promote individuals that demonstrate these values.

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Examples of such programs are:

Relief—

We are all aware of the devastation that can be wrought by natural disasters.

NetSol has historically supported

earthquake and flood relief where the need is the greatest.

Program—Launched to educate our illiterate employees, the main objective of this program is to enable these employees

to acquire basic reading, writing and arithmetic skills.

Education and Science and Research Institutions –

In order to support higher education in Pakistan, we have contributed

endowments to NUST, Forman Christian College, and a few other universities who are focused on science and engineering.

Cause Fund—A noble cause fund has been established to meet medical and education expenses of the children of low paid

NetSol employees voluntarily contribute a fixed amount every month to the fund and the Company matches the employee

subscriptions with an equivalent contribution amount.

A portion of this fund is also utilized to support social needs of certain

institutions and individuals, outside NetSol.

Care Facility—NetSol’s human resources are its key assets and thus the Company takes numerous steps to ensure

the provision of basic comforts to its employees.

In Pakistan, the provision of outside pre-school child care is a rarity.

With this in mind, a children’s day care facility has been created near NetSol’s offices providing employees

with peace of mind knowing their children are nearby and being taken care of by qualified staff in a child friendly facility.

Health Care Program—In addition to the comprehensive out-patient and in-patient medical benefits, preventive health

care has also been introduced.

This phased program focuses on vaccination of our employees against such diseases as Hepatitis

NETSOL has historically supported earthquake

and flood relief where the need is the greatest.

Launched to educate our illiterate employees, the main objective of this program is to enable these employees to

acquire basic reading, writing and arithmetic skills.

Education and Science and Research Institutions:

In order to support higher education in Pakistan, we have contributed endowments

to NUST, Forman Christian College, and a few other universities who are focused on science and engineering.

A noble cause fund has been established to meet medical and education expenses of the children of low paid employees.

NETSOL employees voluntarily contribute a fixed amount every month to the fund and the Company matches the employee subscriptions

with an equivalent contribution amount.

A portion of this fund is also utilized to support social needs of certain institutions

and individuals, outside NETSOL.

Care Facility:

NETSOL’s human resources are its key assets and thus the Company takes numerous steps to ensure the provision

of basic comforts to its employees.

In Pakistan, the provision of outside pre-school childcare is a rarity.

With this in mind,

a children’s day care facility has been created near NETSOL’s offices providing employees with peace of mind knowing

their children are nearby and being taken care of by qualified staff in a child friendly facility.

Due to COVID-19 restrictions,

the facility is temporarily closed.

Health Care Program:

In addition to the comprehensive outpatient and in-patient medical benefits, preventive health care has

also been introduced.

This phased program focuses on vaccination of our employees against such diseases as Hepatitis –

A/B, Tetanus, Typhoid and Flu on a routine basis.

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comprised of 80% software engineers, programmers, project managers, quality

assurance, sales, pre-sales, business development, dedicated employees to core NFS and NFS Ascent and 10% non-IT personnel,

and 100 plus employees supporting the regional offerings as well as IT consulting and services.

None of our employees are

subject to a collective bargaining agreement.

assurance, sales, pre-sales, business development, dedicated employees to core NFS and NFS Ascent ®

and 20% non-IT

personnel, and 140 plus employees supporting the regional offerings as well as IT consulting and services.

None of our employees

are subject to a collective bargaining agreement.

a single company, nor a small number of companies, dominate the IT market in the space in which the Company competes.

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capacity to perform services similar to those provided by NETSOL.

the NFS™

business space, the barriers to entry are getting higher.

The products and solutions are becoming more cutting-edge

while richness in functionality is paramount.

Older companies have prolonged the life of their legacy products by creating web-based

front ends, while the core of the systems has not been re-engineered.

In the case of NFS™, we compete chiefly against leading

suppliers of IT solutions to the financial industry, including names such as White Clarke Group, Cassiopae, LineData, FIS, International

Decision Systems (IDS), Data Scan, Alfa, 3i Infotech, Finnone and Nucleus Software.

compete chiefly against leading suppliers of IT solutions to the global asset finance and leasing industry, including names such

as White Clarke Group, Alfa, Cassiopae, LineData, FIS, International Decision Systems (IDS) and Data Scan.

the IT based business services areas, we compete with both smaller local firms and many global IT services providers, including

names such as Wipro, InfoSys, Satyam Infoway, HCL and TCS (Tata Consulting).

of the competitors of NetSol have longer operating histories, larger client bases, and longer relationships with clients, greater

brand or name recognition and significantly greater financial, technical, and public relations resources than NetSol.

or future competitors may develop or offer services that are comparable or superior to ours at a lower price, which could have

a material adverse effect on our business, financial condition and results of operations.

customers include world renowned auto manufacturers through their finance arms and large regional banks.

NetSol is a strategic

business partner for Daimler and BMW (which consists of a group of many companies in different countries), which accounts for

35.3% and 18.5% of our revenue for our fiscal year ended June 30, 2019.

competes in a niche space which has seen growth in the competition recently.

Mature players include RideCell, Invers and Vulog

that have been around for more than 7 years.

These players dominate the market share in the US, Europe and India.

Recently, new

players have emerged which includes Wunder Mobility and M-Tribes that are focused towards micromobility and delivery-based services.

Otoz competes with these companies over shared mobility offerings which includes P2P car-share, daily rentals, station-based car-share

and free-float car-share.

Otoz does not compete with the aforementioned players on fleet management hardware.

Lastly, Otoz also

offers vehicle subscription SaaS platform for which it competes with Clutch Technologies.

NETSOL’s

solutions and services cater to a broad spectrum of finance and leasing businesses, from automotive captive finance companies

to equipment finance and leasing companies to large regional banks.

customers include world renowned auto manufacturers through their finance arms.

NETSOL is a strategic business partner for Daimler

and BMW (which consists of a group of many companies in different countries), which accounts for approximately 26.4% and

15.8% of our revenue for our fiscal year ended June 30, 2020, respectively.

Other globally renowned auto captives that are customers

of the Company include Toyota, Nissan, Ford, and FIAT.

customers of the Company include equipment finance and leasing companies and banks worldwide.

OPERATIONS AND GEOGRAPHIC DATA

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which operate as autonomous companies and are strategically managed on a regional basis.

is headed by Mr.

Doug Jones, who was appointed Vice President, Operations in June 2019.

Formerly, Head of Products for North America,

Doug is a veteran, focused, and driven technology leader credited with shaping team performance to deliver best-in-class, leading

web-based and embedded software applications for the finance and leasing industry.

is overseen by Mr.

Olle Murby, Director and NetSol Europe Ascent is co-managed by Mr.

Johannes Riedl and Mr.

role of Group Managing Director of Europe is assigned to Mr.

Asad Ghauri in addition to his role as head of APAC sales organization.

Ghauri has 17 years of experience in the Company, including a tenure as a board of director member, and vast experience in

leading our APAC region.

His successful record for NFS Legacy and NSF Ascent business in APAC would be most helpful to build Ascent

reference in the European markets

Peter Minshall joined NetSol Technologies Americas, Inc.

(NTA) as executive Vice President in August 2020 and is responsible for

the entire portion of NTA’s business operations.

He brings over three decades of international experience in the financial

services industry holding various senior leadership roles with Daimler Financial Services.

Peter continues to be supported by

Doug Jones as Vice President - Operations for NTA.

Doug is a visionary, focused, and driven technology leader credited

with shaping team performance to deliver best-in-class, leading web-based and embedded software applications for the finance and

leasing industry.

CEO and Founder, Mr.

Naeem Ghauri is based out of NetSol Thai offices located in Bangkok, Thailand.

Co-founder and Chief Product

Officer, Murad Baig is based out of NetSol London office.

Co-founder and Chief Strategy Officer, Heidi Bauer is based out of the

where she leads global business development and sales.

Asad Ghauri is the President of Asia Pacific (APAC) and Group Managing Director of Europe.

Ghauri has a long history of experience

in the Company, including a tenure as a board of director member, and vast experience in leading our APAC unit.

We believe this

experience will be utilized to lead growth in Europe.

to the demand for the Company’s premier solution NFS Ascent’s ®

Wholesale Platform in Europe, the Company

appointed Chris Mobley as Head of NFS Ascent ®

Wholesale Operations in Europe.

Mobley brings over two decades of

industry experience to NETSOL with an accomplished background and domain-specific knowledge and expertise within the wholesale

finance space.

the starting of the previous financial year, NETSOL acquired the remaining stake in Virtual Lease Services (VLS), a UK-based portfolio

and risk management servicing partner for business and consumer finance providers.

By acquiring the remaining stake, NETSOL became

the outright owner of the organization.

is led by Ms.

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NETSOL PK is the “Center of Excellence”

and state of the art facility for programming, R&D, global

implementations and 24-hour support to our customers worldwide.

and state of the art facility for programming, R&D, global implementations

and 24-hour support to our customers worldwide.

Beijing entity is headed by Mr.

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Global Sales Division is headed by Mr.

Naeem Ghauri as President of Sales from the NetSol Thai offices located in Bangkok, Thailand.

Ghauri has been with NetSol since 1999 and has over 30 combined years of experience in business and IT.

He is also a member

of the board of directors of the parent Company.

Asad Ghauri as President of Sales from the NETSOL Lahore office.

Ghauri has been with

NETSOL since 2000 and has over 20 years of experience in business and IT.

Asia Pacific region including Australia/New Zealand and the Middle East, is supported and clients serviced from the APAC region

offices located in Sydney, Beijing, Shanghai, Bangkok, Lahore and Karachi.

While Lahore, Pakistan continues to be a nucleus of

the Company’s delivery and research and development, Bangkok’s expanded sales operation and client relations facility

has grown into a back-up to the Lahore facility.

With the continued growth of the Chinese market, our Beijing office continues

to expand as both a sales and support facility.

Finally, the Asia Pacific region maintains and will establish offices through

the region as is necessary to support its customers and to explore potential new markets.

offices located in Sydney, Beijing, Shanghai, Bangkok, Indonesia, Lahore and Karachi.

While Lahore, Pakistan continues to be a

nucleus of the Company’s delivery and research and development, Bangkok’s expanded sales operation and client relations

facility has grown into a back-up to the Lahore facility.

With the continued growth of the Chinese market, our Beijing office

continues to expand as both a sales and support facility.

Finally, the Asia Pacific region maintains and will establish offices

through the region as is necessary to support its customers and to explore potential new markets.

APAC Region accounted for approximately 71% of our revenues in 2020.

Information regarding financial data by geographic

areas is set forth in Item 7 and Item 8 of this Annual Report on form 10-K.

Information regarding financial data by geographic areas

is set forth in Item 7 and Item 8 of this Annual Report on form 10-K.

See note 21 of Notes to Consolidated Financial Statements

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Patent and Trademark Office.

An application

has been filed to trademark the NFS Ascent™

with the U.S.

Patent and Trademark Office and is currently being processed.

The Company intends to trademark and copyright its intellectual property as necessary and in the appropriate jurisdictions.

NFS Ascent ®

has been registered with the U.S.

Patent and Trademark Office..

The Company intends to trademark and copyright its intellectual

property as necessary and in the appropriate jurisdictions.

APPROVAL AND REGULATION

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1A - RISK FACTORS

UNRESOLVED STAFF COMMENTS

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business