Capital Reorganisation

Netcall PLC
27 April 2007

27 April 2007

                                  NETCALL PLC
                          ('Netcall' or 'the Company')

               Proposed Cancellation of the Share Premium Account

The Directors of Netcall plc (NET), a leading provider of call-back auto
messaging and contact solutions, announces that it is today posting a circular
to its shareholders containing notice of an Extraordinary General Meeting at
which a resolution will be proposed to seek shareholder approval for the
proposed cancellation of the Company's share premium account.

Background to the proposed cancellation of the share premium account
As reported in the filed accounts of the Company and its subsidiaries, for the
year ended 30 June 2006, turnover grew to £3.13m, an increase of 11.1% over the
previous year, with profit before tax increasing by 147% to £391,900. In that
year the cash position strengthened by £426,100 to £1,819,500.

In the Interim results for the half year ended 31 December 2006, which were
distributed in February 2007, the Company detailed continued implementation of
its strategy, and again reported increased revenues and profits, with cash
standing at £2,001,000. This was the fifth consecutive half year of profits.

As at 30 June 2006, the Company had accumulated losses, as shown in its balance
sheet, of £7,968,400 with the share premium account standing at £15,125,200.

Reasons for the cancellation of the share premium account
The Directors consider that the balance sheet is unrepresentative of the
financial state of the Company. As a result, the Board has taken the view that a
capital re-alignment should take place through a capital reduction scheme which
will have the effect of eliminating accumulated losses and remove the
restrictions imposed by Company law on the ability to utilise its reserves.

In addition, the Companies Act 1985 does not allow a company with accumulated
losses to utilise its annual profits for any purpose other than to reduce its
deficit on distributable reserves.

The Directors propose that the share premium account should be eliminated and
used to create distributable reserves.

Financial effect of the transaction
The effect of cancelling the share premium account and subject to protection of
the Company's creditors is to eliminate the accumulated losses and create a
distributable reserve.

Procedure and timetable
The Board have decided to apply to the Court to cancel the share premium
account. As a preliminary step to this application, the Company requires the
approval of the Shareholders by special resolution.

Prior to approving the cancellation of the share premium account, the Court will
need to be satisfied that the interests of the Company's creditors are not
prejudiced. The terms upon which the Court is prepared to sanction the
cancellation will be subject to consideration in due course by the Court and
discussion between the Company and its advisers. The Company will make the
appropriate arrangements to ensure that the Court is satisfied in this regard.
The Directors reserve the right to discontinue the application to the Court if
they consider it appropriate and in the interests of the Company. The
cancellation will take effect upon registration of the Court Order with the
Registrar of Companies.

Recommendation
The Board is of the opinion that the proposed actions are in the long term
interests of the Company and recommends shareholders to vote in favour of the
relevant resolution to allow the cancellation of the share premium account to
take place.

Notice of Extraordinary General Meeting
Notice is hereby given that an Extraordinary General Meeting of Netcall plc will
be held at the Company's offices at 10 Harding Way, St Ives Cambridgeshire PE27
3WR on Tuesday 22 May 2007 at 12 noon for the purpose of considering and, if
thought fit, passing the following resolution, which will be proposed as a
special resolution:

'THAT the share premium account of the Company be and is hereby cancelled.'

Whether or not Shareholders intend to be present at the meeting, Shareholders
are requested to complete their proxy form which should be completed and
returned so as to be received by the Company's registrars, Neville Registrars
Limited by hand (during normal business hours) at Neville House, 18 Laurel Lane,
Halesowen, West Midlands, B63 3DA or by post at Neville House, 18 Laurel Lane,
Halesowen, West Midlands B63 3DA not less than 48 hours before the time fixed
for the meeting.

Completion and return of the Form of Proxy will not preclude Shareholders from
attending and voting at the Extraordinary General Meeting should they so wish.

Unless the context otherwise requires, defined terms used in this announcement
shall have the meanings given to them in the circular dated 27 April 2007.

For further enquiries, please contact:

ICIS Limited                                 Tel. [phone]
Tom Moriarty / Laura Cocker

About Netcall
Netcall is a U.K. company listed on the Alternative Investment Market (AIM) of
the London Stock Exchange. Based near Cambridge, Netcall develops and supplies
innovative communication solutions to organisations of all sizes, including many
blue-chip companies with global contact centre operations. As the leading
specialist in callback, auto-messaging and contact solutions, Netcall helps
organisations globally to increase profits and productivity while improving
customer satisfaction and employee morale.

Solutions are deployed either onsite or as hosted managed services using
Netcall's Intelligent Communications Platform (ICP). The company has more than a
decade's experience owning and running a high-availability service platform
co-located with international carriers. Netcall's customer list includes BT,
BUPA, First Direct, Halifax, London Borough of Islington, Lloyds TSB, npower,
Prudential, RBS (The Royal Bank of Scotland Group), Thames Water, United
Utilities and Vertex.

Please visit www.netcall.com for more information.



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