Exhibit 31.02
CHANTICLEER HOLDINGS, INC. FORM 10-Q FOR
THE QUARTER ENDED SEPTEMBER 30, 2012
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION
1350 AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF
2002
I, Eric S. Lederer, certify that:
| 5. | I have reviewed this Report on Form
10-Q of Chanticleer Holdings, Inc. (the registrant); |
| 6. | Based on my knowledge, this report
does not contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements made, in light
of the circumstances under which such statements were made, not misleading
with respect to the period covered by this report; |
| 7. | Based on my knowledge, the financial
statements, and other financial information included in this report,
fairly present in all material respects the financial condition, results
of operations and cash flows of the registrant as of, and for, the
periods presented in this report; |
| 8. | The registrant’s other certifying
officer and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e)
and 15d-15(e)) and internal control over financial reporting (as defined
in Exchange Act Rules 13a-a15(f) and 15d-15(f) for the registrant and
have: |
| e. | designed such disclosure controls
and procedures, or caused such disclosure controls and procedures
to be designed under my supervision, to ensure that material information
relating to the registrant, including its consolidated subsidiaries,
is made known to me by others within those entities, particularly
during the period in which this report is being prepared; |
| f. | designed such internal control
over financial reporting, or caused such internal control over
financial reporting to be designed under my supervision, to provide
reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes
in accordance with generally accepted accounting principles; |
| g. | evaluated the effectiveness of
the registrant’s disclosure controls and procedures and presented
in this report my conclusions about the effectiveness of the disclosure
controls and procedures, as of the end of the period covered by
this report based on such evaluation; and |
| h. | disclosed in this report any change
in the registrant’s internal controls over financial reporting
that occurred during the registrant’s current fiscal quarter
(the registrant’s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely
to materially affect, the registrant’s internal control over
financial reporting; and; |
| 5. | I have disclosed, based on my most
recent evaluation of internal control over financial reporting,
to the registrant's auditors and the audit committee of the registrant's
board of directors (or persons performing the equivalent functions); |
| a. | All significant deficiencies and
material weaknesses in the design or operation of internal controls
which are reasonably likely to adversely affect the registrant's
ability to record, process, summarize and report financial information;
and |
| b. | Any fraud, whether or not material,
that involves management or other employees who have a significant
role in the registrant's internal controls. |
December 21, 2012 |
/s/ Eric S. Lederer |
|
Eric S. Lederer |
|
Chief Financial Officer |