**Exhibit 31.2**

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

| I Madhu Poomalil certify that: |
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|                           | 1. | I have reviewed this Quarterly Report on Form 10-Q   of Intelligroup, Inc.; |
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|                           | 2. | Based on my knowledge, this Quarterly 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 Quarterly Report; |
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|                           | 3. | Based on my knowledge, the financial statements, and   other financial information included in this Quarterly 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   Quarterly Report; |
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|                           | 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)) for the   registrant and we have: |
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|                           |   | a. | designed such disclosure controls and procedures, or   have 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 Quarterly Report   is being prepared; |
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|                           |   | b. | [Paragraph omitted in accordance with SEC transition   instructions contained in SEC Release 34-47986.] |
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|                           |   | c. | evaluated the effectiveness of the registrant’s   disclosure controls and procedures and presented in this Quarterly Report our   conclusions about the effectiveness of the disclosure controls and   procedures, as of the period covered by this report based on such evaluation;   and |
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|                           |   | d. | disclosed in this Quarterly Report any change in the   registrant’s internal control over financial reporting that occurred during   the quarter ended June 30, 2006 that has materially affected, or is   reasonably likely to materially affect, the registrant’s internal control   over financial reporting; |
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|                           | 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:  July 21, 2006 | By:    | /s/ Madhu Poomalil      |
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|                      |   | Madhu Poomalil          |
|                      |   | Chief Financial Officer |