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As Of Filer Filing For·On·As Docs:Size Issuer Agent 9/20/07 Netsol Technologies Inc 10KSB 6/30/07 15:8.0M Vintage/FA |
Document/Exhibit Description Pages Size 1: 10KSB Annual Report -- Small Business HTML 1.53M 2: EX-3.6 Articles of Incorporation/Organization or By-Laws HTML 8K 3: EX-10.11 Material Contract HTML 82K 4: EX-10.12 Material Contract HTML 77K 5: EX-10.13 Material Contract HTML 83K 6: EX-10.14 Material Contract HTML 76K 7: EX-10.16 Material Contract HTML 6K 8: EX-10.21 Material Contract HTML 27K 9: EX-10.24 Material Contract HTML 6K 10: EX-14.1 Code of Ethics HTML 84K 11: EX-21.1 Subsidiaries of the Registrant HTML 11K 12: EX-31.1 Certification per Sarbanes-Oxley Act (Section 302) HTML 14K 13: EX-31.2 Certification per Sarbanes-Oxley Act (Section 302) HTML 14K 14: EX-32.1 Certification per Sarbanes-Oxley Act (Section 906) HTML 10K 15: EX-32.2 Certification per Sarbanes-Oxley Act (Section 906) HTML 10K
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Perform
his or her duties in an honest and ethical manner.
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Refrain
from engaging in any activity or having a personal interest that
presents
an actual or apparent conflict of interest. A “conflict of interest”
occurs when a person’s personal interest interferes, or appears to
interfere, with the interests of the Company. A conflict situation
can
arise when a Senior Company Representative takes action or has interests
that prevents or interferes with that person’s performing his or her
Company duties and responsibilities honestly, objectively, and
effectively. Conflicts of interest can also arise when an employee,
officer or director, or members of his or her family, exploit the
relationship with the Company for personal
gain.
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Take
all necessary actions to ensure full, fair, accurate, timely, and
understandable disclosure in reports and documents that the Company
files
with, or submits to, government agencies and in other public
communications.
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Comply
with all applicable laws, rules and regulations of federal, state
and
local governments.
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Proactively
promote and be an example of ethical behavior in the work environment.
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you,
or a member of your family, receive improper personal benefits as
a result
of your position in the Company;
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You
use the Company’s property for your personal benefit;
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you
engage in activities that interfere with your loyalty to the Company
or
your ability to perform Company duties or responsibilities effectively;
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you
work (whether as an employee or a consultant) for a competitor, customer
or supplier simultaneously with your service to the Company;
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you,
or a member of your family, have a financial interest in a customer,
supplier, or competitor which is significant enough to cause divided
loyalty with the Company or the appearance of divided loyalty (the
significance of a financial interest depends on many factors, such
as size
of investment in relation to your income, net worth and/or financial
needs, your potential to influence decisions that could impact your
interests, and the nature of the business or level of competition
between
the Company and the supplier, customer or competitor);
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you,
or a member of your family, acquire an interest in property (such
as real
estate, patent or other intellectual property rights or securities)
in
which you have reason to know the Company has, or might have, a legitimate
interest;
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you,
or a member of your family, receive a loan or a guarantee of a loan
from a
customer, supplier or competitor (other than a loan from a financial
institution made in the ordinary course of business and on an arm’s-length
basis);
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you
divulge or use the Company’s confidential information - such as financial
data, customer information, or computer programs - for your own personal
or business purposes;
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you
make gifts or payments, or provide special favors, to customers,
suppliers
or competitors (or their immediate family members) with a value
significant enough to cause the customer, supplier or competitor
to make a
purchase; or
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you
are given the right to buy stock in other companies or you receive
cash or
other payments in return for promoting the services of an advisor,
such as
an investment banker, to the Company.
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bribery
or payoffs to induce business or breaches of contracts by others;
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acquiring
a competitor’s trade secrets through bribery or theft;
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making
false or deceptive claims or comparisons about competitors or their
products or services; or
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mislabeling
products or services.
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X.
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REPORTING
VIOLATIONS OF COMPANY POLICIES AND RECEIPT OF COMPLAINTS REGARDING
FINANCIAL REPORTING OR ACCOUNTING
ISSUES
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Report
of complaints or concerns regarding accounting, internal accounting
controls and auditing matters.
You should report any suspected violations of the Company’s financial
reporting obligations or any complaints or concerns about questionable
accounting or auditing practices to the Compliance Officer, or, if
appropriate, the Chairman of the Audit Committee. All such complaints
will
be forwarded to the Audit Committee. Such complaints will be forwarded
promptly, except any complaints that are determined to be without
merit by
both the Company’s Compliance Officer and Chairman of the Audit Committee
may instead be reported at the next regularly scheduled meeting of
the
Audit Committee. The Audit Committee will evaluate the merits of
any
complaints received and authorize such follow-up actions, if any,
as it
deems necessary or appropriate to address the substance of the complaint.
No
one will be subject to retaliation because of a good faith report
of a
complaint or concern regarding Accounting
Issues.
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Use
common sense and good judgment; Act in good faith.
You are expected to become familiar with and to understand the
requirements of this Code. If you become aware of a suspected violation,
don’t try to investigate it or resolve it on your own. Prompt disclosure
to the appropriate parties is vital to ensuring a thorough and timely
investigation and resolution. The circumstances should be reviewed
by
appropriate personnel as promptly as possible, and delay may affect
the
results of any investigation. A violation of the Code or of applicable
laws and/or governmental regulations is a serious matter and could
have
legal implications. Allegations of such behavior are not taken lightly
and
should not be made to embarrass someone or put him or her in a false
light. Reports of suspected violations should always be made in good
faith.
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Internal
investigation.
When an alleged violation of the Code, applicable laws and/or governmental
regulations is reported, the Company will take appropriate action
in
accordance with the compliance procedures outlined in Section 11
of the
Code. You are expected to cooperate in internal investigations of
alleged
misconduct or violations of the Code or of applicable laws or regulations.
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No
fear of retaliation.
It is Company policy that there be no intentional retaliation against
any
person who provides truthful information to a Company or law enforcement
official concerning a possible violation of any law, regulation or
Company
policy, including this Code. Persons who retaliate may be subject
to
civil, criminal and administrative penalties, as well as disciplinary
action, up to and including termination
of employment. In cases in which you report a suspected violation
in good
faith and are not engaged in the questionable conduct, the Company
will
attempt to keep its discussions with you confidential to the extent
reasonably possible. In the course of its investigation, the Company
may
find it necessary to share information with others on a “need to know”
basis. No retaliation shall be taken against you for reporting alleged
violations while acting in good faith.
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Compliance.
You are expected to become familiar with and understand the requirements
of the Code. Most importantly, you must comply with it.
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Corporate
Compliance Management.
The Company’s General Counsel shall act as the Corporate Compliance
Officer. The Compliance Officer shall oversee communication, training,
monitoring, and overall compliance with the Code, and, with the assistance
and cooperation of the Company’s officers, directors and managers, foster
an atmosphere where employees are comfortable in communicating and/or
reporting concerns and possible Code violations.
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Internal
Reporting of Violations.
The Company’s efforts to ensure observance of, and adherence to, the goals
and policies outlined in this Code mandate that all employees, officers
and directors of the Company report suspected violations in accordance
with Section 10 of this Code.
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Access
to the Code.
The Company shall ensure that employees, officers and directors may
access
the Code on the Company’s website. In addition, each current employee will
be provided with a copy of the Code. New employees will receive a
copy of
the Code as part of their new hire information. From time to time,
the
Company will sponsor employee training programs in which the Code
and
other Company policies and procedures will be discussed.
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Monitoring.
The officers of the Company shall be responsible to review the Code
with
all of the Company’s managers. In turn, the Company’s managers with
supervisory responsibilities should review the Code with his/her
direct
reports. Managers are the “go to” persons for employee questions and
concerns relating to the Code,
especially in the event of a potential violation. Managers or supervisors
will immediately report any violations or allegations of violations
to
Compliance Officer. Managers will work with Compliance Officer in
assessing areas of concern, potential violations, any needs for
enhancement of the Code or remedial actions to effect the Code’s policies
and overall compliance with the Code and other related policies.
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Internal
Investigation.
When an alleged violation of the Code is reported, the Company shall
take
prompt and appropriate action in accordance with the law and regulations
and otherwise consistent with good business practice. The Compliance
Officer shall promptly inform the Chairman of the Audit Committee
of any
reported, alleged violation. If the suspected violation appears to
involve
either a possible violation of law or an issue of significant corporate
interest, or if the report involves a complaint or concern of any
person,
whether employee, a shareholder or other interested person regarding
the
Company’s financial disclosure, internal accounting controls, questionable
auditing or accounting matters or practices or other issues relating
to
the Company’s accounting or auditing, then the manager or investigator
should immediately notify the Compliance Officer, who, in turn, shall
immediately notify the Chairman of the Audit Committee. If a suspected
violation involves any director or executive officer or if the suspected
violation concerns any fraud, whether or not material, involving
management or other employees who have a significant role in the
Company’s
internal controls, any person who received such report should immediately
report the alleged violation to the Compliance Officer and if appropriate,
the Chief Executive Officer, Chief Financial Officer, and/or the
Chairman
of the Audit Committee. The Compliance Officer or the Chairman of
the
Audit Committee, as applicable, shall assess the situation and determine
the appropriate course of action. At a point in the process consistent
with the need not to compromise the investigation, a person who is
suspected of a violation shall be apprised of the alleged violation
and
shall have an opportunity to provide a response to the investigator.
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Disciplinary
Actions.
Subject to the following sentence, the Compliance Officer, after
consultation with the Chief Executive Officer, shall be responsible
for
implementing the appropriate disciplinary action in accordance with
the
Company’s policies and procedures for any employee who is found to have
violated the Code. If a violation has been reported to the Audit
Committee
or another committee of the Board, that Committee shall be responsible
for
determining appropriate disciplinary action. Any violation of applicable
law or any deviation from the standards embodied in this Code will
result
in disciplinary action, up to and including termination of employment.
In
addition to imposing discipline upon employees involved in non-compliant
conduct, the Company also will impose discipline, as appropriate,
upon an
employee’s supervisor, if any, who directs or approves such employees’
improper actions, or is aware of those actions but does not act
appropriately to correct them, and upon other individuals who fail
to
report known non-compliant conduct. In addition to imposing its own
discipline, certain violations of this Code may require the Company
to
bring the violation to the attention of appropriate law enforcement
personnel.
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Retention
of Reports and Complaints.
All reports and complaints made to or received by the Compliance
Officer
or the Chair of the Audit Committee shall be logged into a record
maintained for this purpose by the Compliance Officer and this record
of
such report shall be retained for five (5) years.
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Required
Government Reporting.
Whenever conduct occurs that requires a report to the government,
the
Compliance Officer shall be responsible for complying with such reporting
requirements.
Waivers
of the Code of Business Conduct and Ethics.
Any
waiver of this Code for officers or directors may be made only by
the
Board of Directors and will be promptly disclosed as required by
law or
regulation. A waiver of this Code for all other employees may be
made only by the Company’s Legal
Department.
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Corrective
Actions.
Subject to the following sentence, in the event of a violation of
the
Code, the manager and the Compliance Officer should assess the situation
to determine whether the violation demonstrates a problem that requires
remedial action as to Company policies and procedures. If a violation
has
been reported to the Audit Committee or another committee of the
Board,
that committee shall be responsible for determining appropriate remedial
or corrective actions. Such corrective action may include providing
revised public disclosure, retraining Company employees, modifying
Company
policies and procedures, improving monitoring of compliance under
existing
procedures and other action necessary to detect similar non-compliant
conduct and prevent it from occurring in the future. Such corrective
action shall be documented, as appropriate.
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XII.
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PUBLICATION
OF THE CODE OF BUSINESS CONDUCT AND ETHICS; AMENDMENTS AND WAIVERS
OF THE
CODE OF BUSINESS CONDUCT AND ETHICS
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Any
substantive amendment or waiver of this Code (i.e., a material departure
from the requirements of any provision) particularly applicable to
or
directed at executive officers or directors may be made only after
approval by the Board of Directors after receiving a recommendation
from a
committee comprised of a majority of independent directors and will
be
disclosed within five (5) business days of such action (a) on the
Company’s website for a period of not less than twelve (12) months and (b)
in a Form 8-K filed with the Securities and Exchange Commission.
Such
disclosure shall include the reasons for any waiver. The Company
shall
retain the disclosure relating to any such amendment or waiver for
not
less than five (5) years.
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This ‘10KSB’ Filing | Date | Other Filings | ||
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Filed on: | 9/20/07 | 424B3 | ||
7/22/07 | ||||
For Period End: | 6/30/07 | 5 | ||
7/2/04 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/22/23 Netsol Technologies Inc. 10-K 6/30/23 117:11M M2 Compliance LLC/FA 9/27/22 Netsol Technologies Inc. 10-K 6/30/22 118:10M M2 Compliance LLC/FA 9/28/21 Netsol Technologies Inc. 10-K 6/30/21 119:7.6M M2 Compliance LLC/FA 9/28/20 Netsol Technologies Inc. 10-K 6/30/20 121:9M M2 Compliance LLC/FA |