Section 302 Certification letter 950

  • I’m looking for any information on how others have handled the section 302 certification letter. Our CFO is wanting the heads of our subsidiaries as well as the rest of the executive team to sign a version of this letter. The CFO will still sign what goes to our corporate office, but we will have the other signed copies in our possession. Have you required anyone beyond the CEO and CFO to sign this letter? If so, who and what did they sign? The same letter as CEO/CFO or something different. If different, what did you change?
    Thank you for your help.

  • Hi,
    I believe that you might find examples of these certifications in the PCAOB Standard n°2.
    For the moment, only CFO and CEO are the one signing it off.

  • We generally have an internal representation letter that is completed by managers and above. This represents that they have identified and disclosed to their supervisor all significant changes in internal controls that impact their area of responsibility. All of this rolls up to the CFO who represents to our CEO that all is well. This gives them the assurance that they need to sign the external certifications.

  • We required an internal certification letter as well. However it was more extensive than the PCAOB requirements because that was needed to make our CFO comfortable. We summarized the entire SOX process completed by the team and required the SOX team and all department managers involved in the process to sign off.
    My only advice: start communicating this requirement early because we got quite a bit of push back when we first made this request.

  • I have some sample 302 documents, Microsoft and Cisco CEO and CFO Certifications.
    You may download them from:

  • Thank you everyone for your information. If you’re willing to share any examples as lekatis was able to do, please let me know.

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