Exhibit 31.2

Certification of Principal Financial OfficerPursuant to Section 302 of the Sarbanes-Oxley Act of 2002and Securities and Exchange Commission Release 34-46427

I, William Tay, certify that:

1. I have reviewed this report on Form 10-K of Greenrock Ventures, Inc.;

2. 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;

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 the registrant as of, and for, the periods presented in this report;

4. I am 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 the registrant and I have:

a)

designed such disclosure controls and procedures or caused such disclosure controls and procedures

to be designed under our supervision, to ensure that material information relating to the registrant,

including its consolidated subsidiaries, is made known to us by others within those entities, particularly

during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial

reporting to be designed under our 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;

c)  evaluated

the effectiveness of the 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;

d)

disclosed in this report any change in registrants internal control over financial reporting

the occurred during the registrants most recent 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

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5. I have disclosed, based on our most recent evaluation of internal control over financial reporting,

to the registrants auditors and the audit committee of registrants board of directors

(or persons performing the equivalent functions):
a)

all deficiencies and material weaknesses in the design or operation of internal control over financial

reporting 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 control over financial reporting.
Date: March 16, 2010/s/ William TayWilliam Tay 
      Principal Financial Officer33