Unassociated Document
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)
(Amendment
No. 1)*
India
Globalization Capital, Inc.
(Name
of
Issuer)
Common
stock, par value $0.0001 per share
(Title
of
Class of Securities)
45408X100
(CUSIP
Number)
Steven
Michael Oliveira, 18 Fieldstone Court, New City, NY 10956
(845)
634-5620
(Name,
Address and Telephone Number of Person Authorized
to
Receive Notices and Communications)
September
30, 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.
o
Note.
Schedules filed in paper format shall include a signed original and five copies
of the schedule, including all exhibits. See
Rule
13d-7 for 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).
CUSIP
NO. 45408X100
|
SCHEDULE
13D
|
Page 1
of 1
Pages
|
1
|
NAMES
OF REPORTING PERSON
Steven
Michael Oliveira
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
o
|
3
|
SEC
USE ONLY
|
4
|
SOURCE
OF FUNDS
OO
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d)
or 2(e) o
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
|
7
|
SOLE
VOTING POWER
3,972,793
shares of Common Stock(1)
|
BENEFICIALLY
OWNED
BY
|
8
|
SHARED
VOTING POWER
0
|
EACH
REPORTING
|
9
|
SOLE
DISPOSITIVE POWER
3,972,793
shares of Common Stock(1)
|
PERSON
WITH
|
10
|
SHARED
DISPOSITIVE POWER
0
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,972,793
shares of Common Stock(1)
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
38%(2)
|
14
|
TYPE
OF REPORTING PERSON
IN
|
(1)
Includes
(i) 2,157,973 shares of Common Stock and (ii) warrants to purchase 1,814,820
shares of Common Stock, which includes warrants to purchase 425,000 shares
that
have not been issued to the reporting person but are due pursuant to that
certain Note and Warrant Purchase Agreement dated February 5, 2007, by and
between the Issuer and Oliveira Capital, LLC.
(2)
Based
on
the 8,570,107 shares of Common Stock reported by the Issuer to be issued and
outstanding as of July 15, 2008 in the Issuer's Form 10-Q, as filed with the
Securities and Exchange Commission on August 18, 2008.
This
constitutes Amendment No. 1 (this “Amendment”) to the Statement on Schedule 13D,
filed with the Securities and Exchange Commission (the “SEC”) by Mr. Oliveira on
March 20, 2008 (the “Schedule 13D”). Except as otherwise described in this
Amendment, the information contained in the Schedule 13D remains in effect,
and
all capitalized terms not otherwise defined herein shall have the meanings
previously ascribed to them in Schedule 13D. Information given in response
to
each item in the Schedule 13D shall be deemed incorporated by reference in
all
other items.
Item
2. Identity
and Background
The
information in Item 2 is hereby amended and supplemented by adding the
following thereto:
Mr.
Oliveira indirectly holds the securities that are the subject of this Amendment
through the Steven M. Oliveira 1998 Charitable Remainder Unitrust (the “Trust”),
of which Mr. Oliveira is trustee.
Item
3. Source
and Amount of Funds or Other Consideration
The
information in Item 3 is hereby amended and supplemented by adding the
following thereto:
Beneficial
ownership of 200,000 shares of Common Stock was acquired pursuant to a Note
and
Share Purchase Agreement, dated September 30, 2008, as described under Item
6
below.
Item
5. Interest
in Securities of the Issuer
The
information in Item 5 is hereby replaced in its entirety by the following
thereto:
(a)
India
Globalization Capital, Inc.’s (“IGC”) quarterly report on Form 10-Q for the
fiscal quarter ended June 30, 2008, filed with the SEC on August 18, 2008,
indicates there were 8,570,107 shares of Common Stock outstanding as of
the date of the report. Therefore, Mr. Oliveira’s beneficial ownership of
2,157,973 shares of Common Stock and warrants to purchase 1,814,820 shares
of
Common Stock constitutes beneficial ownership of 38% of the total number of
shares of outstanding Common Stock of IGC.
(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 2,157,973 shares of Common Stock
and
the 1,814,820 of warrants to purchase Common Stock.
(c)
During
the past sixty days, IGC issued 200,000 shares of Common Stock to the Trust,
of
which Mr. Oliveira is trustee. The shares of Common Stock were issued as
consideration and in connection with a $2,000,000 loan made by the Trust
pursuant to the Note and Share Purchase Agreement by and between IGC and the
Trust dated as of September 30, 2008.
(d)
Not
applicable.
(e)
Not
applicable.
Item
6. Contracts,
Arrangements, Understandings or Relationships with Respect to Securities of
the
Issuer
The
information in Item 6 is hereby amended and supplemented by adding the
following thereto:
Pursuant
to a Note and Share Purchase Agreement, dated September 30, 2008, by and between
IGC and the Trust,
the
Trust loaned IGC $2,000,000 in exchange for the issuance and sale to the Trust
of 200,000 shares of Common Stock.
Item
7. Material
to be Filed as Exhibits
The
information in Item 7 is hereby amended and supplemented by adding the
following thereto:
10.4 |
Note
and Share Purchase Agreement, dated September 30, 2008, by and
between
India Globalization Capital Inc. and the Steven
M. Oliveira 1998 Charitable Remainder Unitrust, filed
with the Securities and Exchange Commission on IGC’s Current Report on
Form 8-K on October 6, 2008.
|
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:
October 9, 2008
|
|
/s/ Steven
Michael Oliveira |
|
Steven
Michael Oliveira |