Attached files

file filename
EX-3.2 - EXHIBIT 3.2 FORM OF AMENDED AND RESTATED CERTIFICATE OF INC. - GRASSMERE ACQUISITION Corpv229833_ex3-2.htm
EX-1.1 - EXHIBIT 1.1 FORM OF UNDERWRITING AGREEMENT - GRASSMERE ACQUISITION Corpv229833_ex1-1.htm
EX-5.1 - EXHIBIT 5.1 FORM OF OPINION - GRASSMERE ACQUISITION Corpv229833_ex5-1.htm
EX-4.4 - EXHIBIT 4.4 FORM OF WARRANT AGREEMENT - GRASSMERE ACQUISITION Corpv229833_ex4-4.htm
EX-10.2 - EXHIBIT 10.2 FORM OF LETTER AGREEMENT - GRASSMERE ACQUISITION Corpv229833_ex10-2.htm
EX-10.6 - EXHIBIT 10.6 FORM OF REGISTRATION RIGHTS AGREEMENT - GRASSMERE ACQUISITION Corpv229833_ex10-6.htm
EX-10.3 - EXHIBIT 10.3 FORM OF LETTER AGREEMENT - GRASSMERE ACQUISITION Corpv229833_ex10-3.htm
EX-10.4 - EXHIBIT 10.4 FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT - GRASSMERE ACQUISITION Corpv229833_ex10-4.htm
EX-10.8A - EXHIBIT 10.8A AMENDED AND RESTATED WARRANT SUBSCRIPTION AGRMT - GRASSMERE ACQUISITION Corpv229833_ex10-8a.htm
S-1/A - GRASSMERE ACQUISITION Corpv229833_s1a.htm

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the use in this Registration Statement on Form S-1, Amendment No. 3, of our report dated July 11, 2011, relating to the balance sheet of Grassmere Acquisition Corporation (a development stage company) as of April 21, 2011, and the related statements of operations, changes in stockholders equity and cash flows for the period from April 15, 2011 (date of inception) to April 21, 2011, and to the reference to our Firm under the caption “Experts” in the Prospectus.

/s/ Rothstein, Kass & Company, P.C.
 
Roseland, New Jersey
July 27, 2011