SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(a)
India Globalization Capital, Inc.
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(Name of Issuer)
Common stock, par value $0.0001 per share
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(Title of Class of Securities)
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45408X100
(CUSIP Number)
Steven Michael Oliveira, 18 Fieldstone Court, New City, NY 10956
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
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March 7, 2008
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box.[ ].
Note. Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7(b) for the
other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 6 pages
SCHEDULE 13D
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CUSIP NO. 45408X100 13D Page 1 of 1 Pages
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1 NAMES OF REPORTING PERSON
Steven Michael Oliveira
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
PF; OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF 7 SOLE VOTING POWER
SHARES 1,958,273 shares of Common Stock
Warrants to purchase 1,389,620 shares of Common Stock
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 1,958,273 shares of Common Stock
Warrants to purchase 1,389,820 shares of Common Stock
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PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,958,273 shares of Common Stock
Warrants to purchase 1,389,820 shares of Common Stock
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.6%
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14 TYPE OF REPORTING PERSON
IN
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Page 2 of 6 pages
Item 1. Security and Issuer
This statement on Schedule 13D relates to the Common Stock, $0.0001 par
value per share, of India Globalization Capital, Inc., a Maryland corporation
("IGC"), the principal executive offices of which are located at 54336
Montgomery Avenue, Bethesda, MD 20814.
Item 2. Identity and Background
Steven Michael Oliveira's residential address is 18 Fieldstone Court, New
City, NY 10956. Mr. Oliveira is the President and sole Managing Member of
Oliveira Capital, LLC, whose business address is 18 Fieldstone Court, New City,
NY 10956. Mr. Oliveira is also the Trustee of the Steven Oliveira IRA. Mr.
Oliveira holds the securities that are the subject of this Schedule 13D through
Oliveira Capital, LLC and the Steven Oliveira IRA. Mr. Oliveira has not, during
the last five years, been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors) nor has he been a party to any civil
proceeding of a judicial or administrative body of competent jurisdiction as a
result of which he was or is subject to any judgment, decree or final order
enjoining further violations of, or prohibiting or mandating activities subject
to federal or state securities laws or finding any violations with respect to
such laws. Mr. Oliveira is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
A portion of the shares of Common Stock reported herein was acquired on
the open market with working capital of Oliveira Capital, LLC at an aggregate
cost of approximately $594,000, none of which was borrowed. In addition,
beneficial ownership of 1,000,000 shares of Common Stock was acquired pursuant
to a Share Redistribution Agreement, dated March 7, 2008, as described under
Item 6 below.
Item 4. Purpose of Transaction
The purpose of the acquisitions of the reported securities was for
investment, and such acquisitions were made in the ordinary course of business
and were not made for the purpose of acquiring control of IGC. Although the
acquisitions of the reported securities were for investment purposes, Mr.
Oliveira may pursue discussions with management in an effort to maximize
long-term value for shareholders. Mr. Oliveira may make further purchases of
securities of IGC from time to time and may dispose of any or all of the
securities of IGC held by him at any time. Mr. Oliveira has no plans or
proposals which relate to, or could result in, any of the matters referred to in
paragraphs (b) through (j), inclusive, of Item 4 of the Schedule 13D. Mr.
Oliveira may, at any time and from time to time, review or reconsider his
position and formulate plans or proposals with respect thereto, but has no
present intention of doing so.
Page 3 of 6 pages
Item 5. Interest in Securities of the Issuer
(a) IGC's quarterly report on Form 10-QSB for the fiscal quarter ended
December 31, 2007, filed on February 19, 2008, indicates there were
13,974,500(1) shares of Common Stock outstanding as of the date of the report.
Therefore, Mr. Oliveira's beneficial ownership of 1,958,273 shares of Common
Stock and 1,389,820 of warrants to purchase Common Stock constitutes beneficial
ownership of 21.6% of the total number of shares of outstanding Common Stock.
(b) Mr. Oliveira has the sole power to vote or to direct the vote of, and
sole power to dispose or direct the disposition of, the 1,958,273 shares of
Common Stock and the 1,389,820 of warrants to purchase Common Stock.
(c) During the past sixty days, Mr. Oliveira bought 1,000,000 share of
Common Stock (as more fully described under Item 6 below) on March 7, 2007, in
an open market transaction at a price of $5.94 per share. Mr. Oliveira sold
145,500 shares of Common Stock on March 7, 2007 in an open market transaction at
a price of $4.03 per share. Mr. Oliveira bought 964,820 warrants to purchase
Common Stock on March 7, 2007 in an open market transaction at a price of $0.37
per warrant. Mr. Oliveira sold 300 shares of Common Stock on March 10, 2008 in
an open market transaction at a price of $4.14 per share.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
Pursuant to a Share Redistribution Agreement, dated March 7, 2008, by and
among Ram Mukunda, John Cherin, Ranga Krishna, Ferris, Baker and Watts, Inc.,
Continental Stock Transfer & Trust Company and Oliveira Capital, LLC, Oliveira
Capital is, upon purchase of the 1,000,000 shares of Common Stock reported under
this Schedule, entitled to, and has beneficial ownership of, 1,000,000 shares of
Common Stock that will be held in escrow until September 7, 2008.
Pursuant to a Note and Warrant Purchase Agreement, dated February 5, 2007,
by and between India Globalization Capital, Inc. and Oliveira Capital, LLC,
Oliveira Capital loaned IGC $3,000,000 in exchange for the sale and issuance to
Oliveira Capital of a warrant to purchase 425,000 shares of Common Stock.
Pursuant to a Note Purchase Agreement, dated December 24, 2007, by and
between India Globalization Capital, Inc. and Oliveira Capital, LLC, Oliveira
Capital loaned IGC $1,000,000 in exchange for the issuance and sale to Oliveira
Capital of 103,773 shares of Common Stock.
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(1) Such amount does not include 103,773 shares of Common Stock that have not
yet been issued, but over which Mr. Oliveira has beneficial ownership pursuant
to a Share Distribution Agreement dated March 7, 2008.
Page 4 of 6 pages
Item 7. Material to be Filed as Exhibits
Exhibit No. Description
10.1 Share Redistribution Agreement, dated March 7, 2008, by and
among Ram Mukunda, John Cherin, Ranga Krishna, Ferris, Baker
and Watts, Inc., Continental Stock Transfer & Trust Company
and Oliveira Capital, LLC
10.2 Note and Warrant Purchase Agreement, dated February 5, 2007,
by and between India Globalization Capital, Inc. and Oliveira
Capital, LLC*
10.3 Note Purchase Agreement, dated December 24, 2007, by and
between India Globalization Capital, Inc. and Oliveira
Capital, LLC**
* Previously filed as exhibit 10.3 to the Issuer's Report on Form 8-K filed
with the SEC on February 12, 2007 and incorporated herein by reference.
** Previously filed as exhibit 10.3 to the Issuer's Report on Form 8-K filed
with the SEC on December 27, 2007 and incorporated herein by reference.
Page 5 of 6 pages
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: March 20, 2008 /s/ Steven Michael Oliveira
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Steven Michael Oliveira
Page 6 of 6 pages