Glossary

Section 302 certification

Also: Sarbanes-Oxley Section 302 certification · Rule 13a-14(a) certification

A Section 302 certification is the statement the principal executive and principal financial officers sign in each annual and quarterly report. Section 302 of the Sarbanes-Oxley Act of 2002, codified at 15 U.S.C. 7241, directed the SEC to require these officers to certify, among other things, that "the signing officer has reviewed the report." Rule 13a-14(a) carries it out: each report on Form 10-Q or Form 10-K must include the certifications, and each principal executive and principal financial officer "at the time of filing of the report must sign a certification." Item 601 of Regulation S-K lists them as Exhibit 31. Because the signer is whoever holds the role when the report is filed, each certification is a dated record of who held it.

Primary sources

  1. US Code, 15 U.S.C. 7241 (govinfo) · read October 23, 2026
  2. eCFR, 17 CFR 240.13a-14 (certification of disclosure) · read October 23, 2026
  3. eCFR, 17 CFR 229.601 (Regulation S-K Item 601, exhibits) · read October 23, 2026

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