Exhibit 5.1
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jsa

J. SAGAR ASSOCIATES
______________________
advocates & solicitors


      November 9, 2005

      Rediff.com India Limited
      Mahalaxmi Engineering Estate
      1st Floor, L.J. First Cross Road
      Mahim (West),
      Mumbai 400 016


      Attn.:  Mr. Joy Basu
      --------------------

      Dear Sir,

      1.  We have acted as your domestic legal counsel in connection with
          the registration, offering and sale under the Securities Act of
          1933, as amended. of equity shares, par value Rs.5 per share (the
          "Shares") of Rediff.com India Limited, a company with limited
          liability incorporated in the Republic of India (the "Company").
          One-half of each Share being so registered will be represented by
          one American Depositary Shares.

      2   In rendering our opinion on the matters hereinafter set forth, we
          have examined originals, or copies certified or otherwise identified
          to my satisfaction, of the registration statement on Form F-3 (the
          "Registration Statement"} filed by you with the United States
          Securities and Exchange Commission on the date hereof for the
          purpose of registering the Shares as well as such corporate records
          and such other documents, as we have deemed relevant as a basis for
          our opinion hereinafter expressed. As your counsel, we have also
          examined, under Indian law, the proceedings proposed to be taken in
          connection with such offering and sale of the Shares.

      3.  In such examination, we have assumed the authenticity of all
          original documents submitted to us, the conformity to original
          documents of all documents submitted to us as certified, conformed
          or photographic copies, genuineness of all signatures, the due
          authenticity of all persons executing such documents and the due
          execution and delivery on such documents. As to certificates and
          information given by public officials, have assumed the same to be
          properly given and to be accurate. As to various questions of fact
          material to our opinion as they relate to the Company. we have also
          assumed the truth of all facts communicated to us by the Company's
          officers.

      4.  Based on the foregoing and strictly limited to Indian law, we are of
          the opinion that the Shares have been duly and validly authorized
          for issuance and, when fully paid for and issued, will be legally
          issued and fully paid.

      5.  We consent to the reference to our firm under the captions "Validity
          of the Securities" and "Enforcement of Civil Liabilities" in the
          prospectus included as a part of the Registration Statement and to
          the use of this opinion as an exhibit to the Registration Statement.


      Yours sincerely,

      For J. Sagar Associates,


      /s/ Somaskehar
      Managing Partner