Exhibit 31.2

CERTIFICATION PURSUANT

TO RULE 13a-14(a) OF THE EXCHANGE
ACT

I Alok Bajpai certify that:

| | 1. |  | I have reviewed this Annual
      Report on Form 10-K of Intelligroup, Inc.;                                                                                                                                                                                                                                                                                      
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| |   
| | 2. |  | Based on my knowledge, this
      Annual Report does not contain any untrue statement of a material fact or
      omit to state a material fact necessary to make the statements made, in
      light of the circumstances under which such statements were made, not
      misleading with respect to the period covered by this Annual
      Report;            
| |   
| | 3. |  | Based on my knowledge, the
      consolidated financial statements, and other financial information
      included in this Annual Report, fairly present in all material respects
      the financial condition, results of operations and cash flows of the
      registrant as of, and for, the periods presented in this Annual
      Report;                  
| |   
| | 4. |  | The registrants other certifying
      officer and I are responsible for establishing and maintaining disclosure
      controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
      15d-15(e)) and internal control over financial reporting (as defined in
      Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and
      have:
| |   

| | a. |  | designed such disclosure controls
      and procedures, or caused such disclosure controls and procedures to be
      designed under our supervision, to ensure that material information
      relating to the registrant, including its consolidated subsidiaries, is
      made known to us by others within those entities, particularly during the
      period in which this Annual Report is being prepared;
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| |   
| | b. |  | Designed such internal control
      over financial reporting, or caused such internal control over financial
      reporting to be designed under our supervision, to provide reasonable
      assurance regarding the reliability of financial reporting and the
      preparation of financial statements for external purposes in accordance
      with generally accepted accounting principles;              
| |   
| | c. |  | evaluated the effectiveness of
      the registrants disclosure controls and procedures and presented in this
      Annual Report our conclusions about the effectiveness of the disclosure
      controls and procedures, as of the end of the period covered by this
      report based on such evaluation; and                                                                                                 
| |   
| | d. |  | disclosed in this Annual Report
      any change in the registrants internal control over financial reporting
      that occurred during the quarter ended December 31, 2008 that has
      materially affected, or is reasonably likely to materially affect, the
      registrants internal control over financial reporting;
  and                                                                            

| | 5. |  | The registrants other certifying
      officer and I have disclosed, based on our most recent evaluation of
      internal control over financial reporting, to the registrants auditors
      and the audit committee of the registrants board of directors (or persons
      performing the equivalent function):
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| |   

| | a. |  | all significant deficiencies and
      material weaknesses in the design or operation of internal controls over
      financial reporting which are reasonably likely to adversely affect the
      registrants ability to record, process summarize and report financial
      information; and
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| |   
| | b. |  | any fraud, whether or not
      material, that involves management or other employees who have a
      significant role in the registrants internal controls over financial
      reporting.                                                                                                    
| |   

|DATE: March 19,
      2009 | By: /s/ |                              
|-------------------------- | ------- | -----------------------------
|                           |         | Alok
      Bajpai            
|                           |         | Chief
      Financial Officer

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