EXHIBIT 31.2
FORM 10-K CERTIFICATION
CERTIFICATION
PURSUANT TO RULE 13a-14(a) AND 15d-14(a)
OF THE SECURITIES
EXCHANGE ACT OF 1934, AS ADOPTED
PURSUANT TO SECTION
302 OF THE SARBANE-OXLEY ACT.
I, Jesus
Quintero, certify that:
| 1. | I
have reviewed this annual report
on Form 10-K of Naturewell, Incorporated
("Registrant") for the
period ending December 31, 2012; |
| 2. | Based
on my knowledge, this report does
not contain any untrue statement
of 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; |
| 3. | 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 Registrant as of, and
for, the periods presented in
this report; |
| 4. | 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-15(f) and 15d-15(f)) for Registrant
and have: |
| a. | Designed
such disclosure controls
and procedures to ensure
that material information
relating to 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; |
| b. | Designed
such internal controls over
financial reporting 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; |
| c. | Evaluated
the effectiveness of Registrant's
disclosure controls and procedures
and presented in this report
our 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 |
| d. | Disclosed
in this report any change
in Registrant's internal
controls over financial reporting
that occurred during Registrant's
most recent fiscal quarter
that has materially affected
or is reasonably likely to
materially affect, Registrant's
internal control over financial
reporting. |
| 5. | The
Registrant's other certifying
officer and I have disclosed,
based on my most recent evaluation
of internal control over financial
reporting, to Registrant's auditors
and the audit committee of 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 control over financial
reporting which are reasonably
likely to adversely affect
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 Registrant's
internal control over financial
reporting. |
Date: April
15, 2013
/s/ JESUS
QUINTERO
Jesus Quintero
Chief Financial Officer