**Exhibit 31.2**

**CERTIFICATION OF CO-CHIEF EXECUTIVE OFFICER**

**PURSUANT TO SECTION 302 OF THESARBANES-OXLEY ACT OF 2002**

** **

I, Mark Gatto, certify that:

1.     I have reviewed this Annual Report on Form 10-K of CĪONInvestment Corporation;

2.     Based on my knowledge, this report does not contain any untruestatement of a material fact or omit to state a material fact necessary to makethe statements made, in light of the circumstances under which such statementswere made, not misleading with respect to the period covered by this report;

3.     Based on my knowledge, the financial statements, and otherfinancial information included in this report, fairly present in all materialrespects the financial condition, resultsof operations and cash flows of theregistrant as of, and for, the periods presented in this report;

4.     I am responsible for establishing and maintaining disclosurecontrols and procedures (as defined in Exchange Act Rules 13a-15(e) and15d-15(e)) and internal control over financial reporting (as defined inExchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:

(a)    Designed such disclosure controls andprocedures, or caused such disclosure controls and procedures to be designedunder my supervision, to ensure that material information relating to theregistrant, including its consolidatedsubsidiaries, is made known to me byothers within those entities, particularly during the period in which this reportis being prepared;

(b)     Designed suchinternal control over financial reporting, or caused such internal control overfinancial reporting to be designed under my supervision, to provide reasonableassurance regarding the reliability of financial reporting and the preparationof financial statements for external purposes in accordance with generallyaccepted accounting principles;

 

(c)    Evaluated the effectiveness of the registrant’sdisclosure controls and procedures and presented in this report my conclusionsabout the effectiveness of the disclosure controls and procedures, as of the endof the period covered by this report based on such evaluation; and

(d)   Disclosed in this report any change in theregistrant’s internal control over financial reporting that occurred during theregistrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarterin the case of an annual report) that has materially affected, or is reasonablylikely to materially affect, the registrant’s internal control over financialreporting; and

5.     I have disclosed, based on my most recent evaluation of internalcontrol over financial reporting, to the registrant’s auditors and the auditcommittee of the registrant’s board of directors (or persons performing theequivalent functions):

(a)    All significant deficiencies and materialweaknesses in the design or operation of internal control over financialreporting which are reasonably likely to adversely affect the registrant’sability to record, process, summarize and report financial information; and

(b)   Any fraud, whether or not material, that involvesmanagement or other employees who have a significant role in the registrant’sinternal control over financial reporting.

Date:March 26, 2015

 

|   | /s/ Mark Gatto

Mark  Gatto  Co-Chief Executive Officer and Co-President

*(Principal Executive Officer)* |
|--------|-----------------------------------------------------------------------------------------------------------|
|   | CĪON  Investment Corporation                                                                         |

 

 

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