After the Intelligroup board of directors announced the proposal by NTT DATA Corporation. to take over Intelligroup, Inc. an investigation on behalf of current investors Intelligroup, Inc. (OTC:ITIG) over possible breaches of fiduciary duty by the board of directors of Intelligroup was announced.

The investigation by a law firm focuses on potential breaches of fiduciary duty and other violations of state law by the Board of Directors of Intelligroup arising out of their attempt to sell Intelligroup, Inc. (OTC:ITIG) to NTT DATA Corporation.

Intelligroup, Inc., located in Edison, New Jersey, is a vertically led global information technology (IT) services company and a provider of consulting, business process optimization and outsourcing solutions. Intelligroup, Inc. reported in 2007 Total Revenue of $145.07million, in 2008 $157.10million, and in 2009 $126.52million.

On Monday, June 14, 2010, Intelligroup, Inc. (OTC: ITIG) and NTT DATA Corporation (Tokyo Stock Exchange, First Section: 9613) announced that they have entered into a merger agreement pursuant to which NTT DATA will acquire Intelligroup for approximately US$199 million through an all-cash tender offer, followed by a second-step merger to acquire all remaining shares at the same price paid in the tender offer. NTT DATA, through its wholly-owned subsidiary, Mobius Subsidiary Corporation, will make an offer to purchase all outstanding shares of Intelligroup common stock for US$4.65 per share.According to Intelligroup, Inc. (OTC: ITIG) the transaction was unanimously approved by its Boards of Directors and the offer represents a 21.1% premium to Intelligroups average closing stock price over the last three-month period ended June 11, 2010, and a 27.7% premium over the closing price of Intelligroups common stock on June 11, 2010. In connection with the offer, SB Asia Infrastructure Fund, LP and Venture Tech Assets Private Ltd, which collectively hold approximately 62.9% of Intelligroups outstanding common stock, have agreed to tender their shares into the offer.

Shares of Intelligroup, Inc. (ITIG) traded at $4.59 per share after the announcement, and at $3.64 per share before the news.

The investigation by a law firm concerns whether the Intelligroup Board of Directors breaches their fiduciary Intelligroup, Inc. (ITIG) stockholders by failing to adequately shop the Company prior to supporting the agreement, whether the Board of Directors breaches their fiduciary duties by not seeking a deal that would provide better Intelligroup, Inc., and whether NTT DATA Corporation is underpaying Intelligroup, Inc. (ITIG), thus unlawfully harming ITIG stockholders.