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Pre-commencement
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Item
4.01 Changes in Registrant's Certifying Accountant.
(a) Dismissal
of Independent Accountant.
India
Globalization Capital, Inc.’s (the “Company”) Audit Committee of the Board of
Directors approved the dismissal of McGladrey & Pullen, LLP ("M&P") as
its independent registered public accounting firm effective as of May 5,
2008. M&P became the Company’s auditors on January 30,
2008.
During
the period from M&P’s initial retention through March 31, 2008, and through
the date of their letter attached hereto, there were: (i) no "disagreements" (as
such term is defined in Item 304(a)(1)(iv) of Regulation S-K), between the
Company and M&P on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of M&P, would have caused
M&P to make reference to the subject matter of the disagreement in their
reports on the Company's consolidated financial statements for such period; and
(ii) no "reportable events" (as such term is defined in Item 304(a)(1)(v) of
Regulation S-K).
The
Company has provided M&P a copy of the disclosures in this Form 8-K prior to
the filing with the Securities and Exchange Commission ("SEC") and requested
that M&P furnish it with a letter addressed to the SEC stating that M&P
agrees with the Company's statements in this Item 4.01. A copy of the
letter dated May 8, 2008 furnished by M&P in response to that request is
filed as Exhibit 16.1 to this Form 8-K.
(b) Engagement
of Independent Accountant.
In
connection with the dismissal of M&P, the Audit Committee approved the
engagement of Yoganandh and Ram, Chartered Accountants ("Y&R"),
headquartered in Chennai, India, as the Company's new independent registered
public accounting firm for the fiscal year ending March 31, 2008, pursuant to an
engagement letter dated May 2, 2008. Since the Company's operations
will be primarily in India, the Audit Committee selected Y&R because of its
location and because Y&R conducted the audits for fiscal years 2007, 2006,
and 2005 for both of the Company’s two India-based equity investments in Sricon
Infrastructure Private Limited and Techni Bharathi Limited (the Company holds
63% and 77% respectively).
During
the Company’s two most recent fiscal years ended March 31, 2006 and March 31,
2007 and any subsequent interim period, the Company did not consult with Y&R
regarding the application of accounting principles to a specific completed or
contemplated transaction or regarding the type of audit opinion that might be
rendered by Y&R on the Company's financial statements. Further,
Y&R did not provide any written or oral advice that was an important factor
considered by the Company in reaching a decision as to any such accounting,
auditing or financial reporting or any matter being the subject of disagreement
or "reportable event" or any other matter as defined in Regulation S-K, Item 304
(a)(1)(iv) or (a)(1)(v).
Item
9.01 Financial Statements and
Exhibits
Exhibit
No. Description
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16.1
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Letter
furnished by McGladrey & Pullen, LLP to the Securities and Exchange
Commission, dated May 8, 2008, indicating their agreement with the
statements contained in the Form 8-K
filing.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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INDIA
GLOBALIZATION CAPITAL, INC.
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Date: May
8, 2008
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By:
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/s/ Ram
Mukunda
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Name:
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Ram
Mukunda
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Title:
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President
and Chief Executive Officer
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Exhibit
Index
Exhibit
No. Description
16.1
Letter furnished by McGladrey & Pullen, LLP to the Securities and Exchange
Commission, dated May 8, 2008, indicating their agreement with the statements
contained in the Form 8-K filing.